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10-07-09 Board Packet (Part 2)
OTAY WATER DISTRICT BOARD OF DIRECTORS MEETING DISTRICT BOARDROOM 2554 SWEETWATER SPRINGS BOULEVARD SPRING VALLEY,CALIFORNIA WEDNESDAY October 7,2009 3:30 P.M. AGENDA 1.ROLL CALL 2.PLEDGE OF ALLEGIANCE 3.APPROVAL OF AGENDA 4.ASSOCIATION OF CALIFORNIA WATER AGENCIES PRESENTATION (TIMOTHY QUINN,EXECUTIVE DIRECTOR) 5.APPROVAL OF THE MINUTES OF THE REGULAR MEETING OF JULY 1,2009 6.PUBLIC PARTICIPATION -OPPORTUNITY FOR MEMBERS OF THE PUBLIC TO SPEAK TO THE BOARD ON ANY SUBJECT MATTER WITHIN THE BOARD'S JURISDICTION BUT NOT AN ITEM ON TODAY'S AGENDA CONSENT CALENDAR 7.ITEMS TO BE ACTED UPON WITHOUT DISCUSSION,UNLESS A REQUEST IS MADE BY A MEMBER OF THE BOARD OR THE PUBLIC TO DISCUSS A PAR- TICULAR ITEM: a)ADOPT RESOLUTION NO.4149 REVISING BOARD OF DIRECTORS POLICIES 14,USE OF DISTRICT VEHICLES AND CAR ALLOWANCE; AND 19,TOBACCO FREE CAMPUS b)APPROVE REPLACING THE CURRENT PPO (SILVER PLAN)WITH A NEW HMO THROUGH THE DISTRICT'S HEALTH BENEFITS INSURER, SPECIAL DISTRICT RISK MANAGEMENT AUTHORITY;AND AUTHORIZE THE GENERAL MANAGER TO EXECUTE AN AMENDMENT TO THE EX- ISTING SERVICE AGREEMENT WITH DELTA HEALTH SYSTEMS COR- PORATION,THE DISTRICT'S TPA,TO EXTEND THE TERM OF THE AGREEMENT AND REPLACE THE DENTAL NETWORK 1 2 ACTION ITEMS 8.FINANCE AND ADMINISTRATION a)DISCUSSION OF 2009 BOARD MEETING CALENDAR INFORMATIONAL ITEMS I I tI a)ADOPT RESOLUTION NO.4147 AND NO.4148 AUTHORIZING THE SALE AND ISSUANCE NOT TO EXCEED $9,000,000 OF OTAY WATER DIS- TRICT IMPROVEMENT DISTRICT NO.27,2009 GENERAL OBLIGATION REFUNDING BONDS;AND AUTHORIZING THE GENERAL MANAGER AND THE CHIEF FINANCIAL OFFICER TO EXECUTE AND DELIVER RE- LATED DOCUMENTS AND TAKE OTHER RELATED ACTIONS (BEACHEM) BOARD9. 10.THESE ITEMS ARE PROVIDED TO THE BOARD FOR INFORMATIONAL PUR- POSES ONLY.NO ACTION IS REQUIRED ON THE FOLLOWING AGENDA ITEMS. a)2009 FISCAL YEAR-END CAPITAL IMPROVEMENT PROGRAM STATUS REPORT (RIPPERGER) b)UPDATE ON LARRY C.LARSON SAFETY AWARD FOR 2009 (CUDAL) REPORTS 11.GENERAL MANAGER'S REPORT a)SAN DIEGO COUNTY WATER AUTHORITY UPDATE 12.DIRECTORS'REPORTS/REQUESTS 13.PRESIDENT'S REPORT 14.ADJOURNMENT 3 All items appearing on this agenda,w_hether or not expressly listed for action,may be deliberated and may be subject to action by the Board. The Agenda,and any attachments containing written information,are available at the District's website at www.otaywater.gov.Written changes to any items to be considered at the open meeting,or to any attachments,will be posted on the District's website.Copies of the Agenda and all attachments are also available through the District Secretary by contacting her at (619)670-2280. If you have any disability which would require accommodation in order to enable you to participate in this meeting,please call the District Secretary at (619)670-2280 at least 24 hours prior to the meeting. Certification of Posting I certify that on October 2,2009,I posted a copy of the foregoing agenda near the regular meeting place of the Board of Directors of Otay Water District,said time being at least 72 hours in advance of the regular meeting of the Board of Directors (Government Code Section §54954.2). Executed at Spring Valley,California on October 2,2009. 4 AGENDA ITEM 5 MINUTES OF THE BOARD OF DIRECTORS MEETING OF THE OTAY WATER DISTRICT July 1,2009 1.The meeting was called to order by President Croucher at 3:30 p.m. 2.ROLL CALL Directors Present:Bonilla,Breitfelder,Croucher,Lopez and Robak Staff Present:General Manager Mark Watton,Ass!.GM Administration and Finance German Alvarez,Ass!.GM Engineering and Water Operations Manny Magana,General Counsel Yuri Calderon,Chief of Information Technology Geoff Stevens, Chief Financial Officer Joe Beachem,Chief of Engineering Rod Posada,Chief of Operations Pedro Porras,Chief of Administration Rom Sarno,District Secretary Susan Cruz and others per attached lis!. 3.APPROVAL OF AGENDA A motion was made by Director Breitfelder,seconded by Director Lopez and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Croucher,Lopez and Robak None None None to approve the agenda. 4.APPROVAL OF THE MINUTES OF THE REGULAR MEETING OF MARCH 4, 2009 A motion was made by Director Breitfelder,seconded by Director Lopez and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Croucher,Lopez and Robak None None None to approve the minutes of the regular board meeting of March 4,2009. 5.ACKNOWLEDGEMENT OF OTAY WATER DISTRICT STAFF FOR THEIR VOLUNTEER WORK Assistant General Manager Manny Magana indicated that the District wished to recognize the eleven (11)district volunteers who worked as monitors throughout 1 the AWWA National Conference.He stated that they did a great job.He also indicated that the District sponsored a golf charity tournament for Beads of Courage.Beads of Courage is a unique program that provides assistance to children with cancer.He stated the tournament raised over $18,000 and the funds will be utilized to open a new program in an Orange County Hospital.He recognized and thanked the District's eight staff members who attended the event early to set-up and stayed late to breakdown.He stated that they were true ambassadors for the Otay Water District (see attached presentation for photo of District volunteers for both events).President Croucher thanked and acknowledged Assistant General Manager Magana for his work in supporting the community. 6.PUBLIC PARTICIPATION -OPPORTUNITY FOR MEMBERS OF THE PUBLIC TO SPEAK TO THE BOARD ON ANY SUBJECT MATTER WITHIN THE BOARD'S JURISDICTION BUT NOT AN ITEM ON TODAY'S AGENDA Mr.Thomas Gaipa of EI Cajon indicated that he only lives on social security which will end in 2016.He stated that his family saves as much water as they can and has been utilizing grey water to irrigate his plants.He stated that our region must find a way to supplement the water supply and suggested that desalination plants be built.He indicated that increasing water rates is not the answer.He asked that the board take into consideration ratepayers such as hirn when raising rates and asked that the board consider building in an exception into the water rates for those on fixed incomes. CONSENT CALENDAR 7.ITEMS TO BE ACTED UPON WITHOUT DISCUSSION,UNLESS A REQUEST IS MADE BY A MEMBER OF THE BOARD OR THE PUBLIC TO DISCUSS A PARTiCULAR ITEM: Director Robak requested that agenda item 7c,APPROVE THE FINAL SEWER SYSTEM MANGEMENT PLAN (SSMP)TO MEET THE REQUIREMENTS OF THE STATE WATER RESOURCES CONTROL BOARD ORDER NO.2006- 0003,be pulled from the consent calendar for discussion. President Croucher recused himself from voting on item 7f.He stated that he had discussed this item with counsel and was advised that he could vote on the item,however,he decided for the comfort of the San Miguel Consolidate Fire District,to recuse himself from voting on the item. A motion was made by Director Breitfelder,seconded by Director Lopez and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Croucher,Lopez and Robak None None None 2 to approve the following consent calendar items: a) b) d) e) g) h) i) j) APPROVE THE PURCHASE OF A 400 KILOWATT GENERATOR FROM SLOAN ELECTRIC TO PROVIDE FULL EMERGENCY BACK-UP POWER TO THE DISTRICT HEADQUARTERS BUILDING FOR AN AMOUNT NOT-TO-EXCEED $65,941 ADOPT RESOLUTION NO.4139,IDENTIFYING THE GENERAL MANAGER AS THE OFFICIAL AUTHORIZED TO COMMIT THE DISTRICT TO FINANCIAL AND LEGAL OBLIGATIONS ASSOCIATED WITH THE POTENTIAL RECEIPT OF FINANCIAL ASSISTANCE GRANT FUNDING FROM THE UNITED STATES DEPARTMENT OF INTERIOR, BUREAU OF RECLAMATION,FOR THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 WATER MARKETING AND EFFICIENCY GRANTS PROGRAM (CHALLENGE GRANT PROGRAM) APPROVE AN AGREEMENT FOR JANITORIAL SERVICES FOR THE DISTRICTS ADMINISTRATIVE AND OPERATIONS FACILITIES WITH PROFESSIONAL MAINTENANCE SYSTEMS FOR AN AMOUNT NOT- TO-EXCEED $32,100.84;AND,WITH AN OPTION FOR FOUR ANNUAL RENEWALS TO BE APPROVED AT THE GENERAL MANAGER'S DISCRETION REAFFIRM THAT THE PROPERTY,LISTED AS PARCEL NO.7 ON THE STAFF REPORT PRESENTED TO THE BOARD ON JULY 2,2003 AND DECLARED SURPLUS,INCLUDES BOTH APN 640-070-34 AND APN 640-142-08 AND IS SURPLUS TO THE DISTRICT'S NEEDS ADOPT RESOLUTION NO.4138 TO ESTABLISH THE TAX RATE FOR IMPROVEMENT DISTRICT NO.27 AT $0.005 FOR FISCAL YEAR 2009- 2010 ADOPT RESOLUTION NO.4142 TO CONTINUE WATER AND SEWER AVAILABILITY CHARGES TO BE COLLECTED THROUGH CUSTOMER PROPERTY TAXES FOR FISCAL YEAR 2009-2010 ADOPT RESOLUTION NO.4137 ALLOWING FOR THE REIMBURSEMENT OF CERTAIN EXPENDITURES FROM THE PROCEEDS OF THE DISTRICT'S DEBT OBLIGATIONS WHICH IS ANTICIPATED TO BE ISSUED DURING 2010 AUTHORIZE THE GENERAL MANAGER TO NEGOTIATE A CONTRACT NOT-TO-EXCEED $81,000 WITH HARRELL &COMPANY ADVISORS, LLC TO SERVE AS THE FINANCIAL ADVISOR FOR A DEBT ISSUANCE OF APPROXIMATELY $41 MILLION IN CERTIFICATES OF PARTICIPATION (COPS),AND THE POTENTIAL REFINANCING OF THE ID 27 GENERAL OBLIGATION BONDS OF APPROXIMATELY $9 MILLION 3 k)REJECT JOEL O.ANINIPOK CLAIM President Croucher presented item 7c and 7f for discussion: c)APPROVE THE FINAL SEWER SYSTEM MANGEMENT PLAN (SSMP) TO MEET THE REQUIREMENTS OF THE STATE WATER RESOURCES CONTROL BOARD ORDER NO.2006-0003 Associate Civil Engineer Bob Kennedy indicated that in 2006 the State Water Resources Control Board issued Order No.3,the Statewide General Waste Discharge Requirements (WDRs)for sanitary sewer systems.In 2007 the San Diego Regional Water Quality Control Board for the San Diego Region issued another order titled,Waste Discharge Requirements for Sewage Collection Agencies in the San Diego Region.He indicated that both orders require that the District prepare and implement a Sewer System Management Plan (SSMP)in accordance with State and Regional requirements.He stated a copy of the SSMP must be available at the District's office or online and must be approved by its Board of Directors at a public hearing. He indicated to initiate the SSMP process,staff had presented to the Board on November 7,2007 the list of the required eleven sections that comprise the SSMP and a schedule to complete them.The approved the sections and schedule at the board meeting and staff certified them the following day.He indicated that the waste discharge requirements are the regulatory mechanisms that apply to all agencies that own or operate a sanitary sewer collections systems greater than one mile in length that collect and convey untreated or partially treated wastewater to a publicly owned treatment facility.He stated that the ultimate goal of this waste discharge requirement is to reduce the frequency and volume of sanitary sewer overflows by requiring that districts,sewer agencies,cities and other entities to properly oerate,maintain,and manage their wastewater systems. Associate Civil Engineer Kennedy indicated that the Engineering and Operations Departments worked closely on the preparation of this SSMP.The SSMP is basically a comprehensive plan that documents how all components regarding operation and maintenance are to be accomplished on a regular basis.This includes design and construction criteria for sewer facilities and response plans for emergency situations and a variety of critical functions that evaluate,monitor and audit the sewer system.He noted that there is no fiscal impact by the action to approve the SSMP. It was indicated that this item was reviewed by the Engineering,Operations and Water Resources Committee.Director Breitfelder indicated that this is largely what District staff has been doing for many years now and it is being formally documented to meet the new regulatory requirements.He stated that the law is probably very beneficial for those districts that have not yet developed such plans.President Croucher indicated that the law provided the District an opportunity to clean up its paperwork and consolidate its documentation which will assist the District in becoming more efficient. 4 Director Robak inquired if the District has a previous SSMP that staff was just updating.General Manager Watton indicated that staff had projected that it would,at some point,be required and the District did have a plan entitled CMOM before the SSMP became a requirement.He stated that the District did have processes and procedures in place because sewer overflows are very expensive. The SSMP formalizes the documentation of these procedures which the District pretty much had in place. Director Robak inquired what the next steps were.Associate Civil Engineer Kennedy indicated that the next step is the certification with the State Water Resources Control Board on August 2,2009.It was indicated that the SSMP was developed internally by staff and included the CCTV element of sewer maintenance which is a continuing CIP project that must be done every year. A motion was made by Director Robak,seconded by Director Breitfelder and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Croucher,Lopez and Robak None None None to approve staffs'recommendation. f)ADOPT RESOLUTION NO.4140 APPROVING THE SAN MIGUEL CONSOLIDATED FIRE PROTECTION DISTRICTS PROPOSED FIRE PROTECTION AND EMERGENCY RESPONSE SERVICES ASSESSMENT AND AUTHORIZING THE GENERAL MANAGER TO VOTE "YES"AND SIGN THE OFFICIAL ASSESSMENT BALLOTS (FOUR BALLOTS)ON BEHALF OF THE DISTRICT A motion was made by Director Bonilla,seconded by Director Breitfelder and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Lopez and Robak None Director Croucher None to approve staffs'recommendation. ACTION ITEMS 8.BOARD a)DISCUSSION OF 2009 BOARD MEETING CALENDAR There were no changes to the board calendar. 5 b)ADOPT RESOLUTION NO.4143 TO AMEND POLICY NO.8, DIRECTORS COMPENSATION,REIMBURSEMENT OF EXPENSES AND GROUP INSURANCE BENEFITS,AND POLICY NO.34,STAFF TRAVEL AND BUSINESS RELATED EXPENSES POLICY General Counsel Yuri Calderon indicated that this item is presented at the direction of by the board to review Policy 8 and provide an opinion.He indicated that a minor modification to the policy is proposed with regard to District sponsorships of community events for the purpose of outreach,providing community contact,and where there is an opportunity for both staff and the board to be present,that reimbursement would not be sought for spouse/guest seats when a table is sponsored.The process for reimbursement is complicated, cumbersome,and in the opinion of counsel,not necessary.Many such events are held in the evening and it is appropriate to have a spouse present.Director Bonilla indicated that he felt that it was important for the District to support community events and have representatives at such events.He stated that he felt that staff and directors were deterred from attending these events as it becomes a financial burden.He indicated that he felt it was beneficial to both the community and the District to participate in such events and is the reason he supports this minor change.Director Lopez indicated that he concurred. President Croucher noted that if individual seats are purchased,that reimbursement will be sought.This change will only affect those sponsorships that include a table.He indicated that he too concurred. A motion was made by Director Bonilla,seconded by Director Lopez and carried with the following vote: Ayes: Noes: Abstain: Absent: Directors Bonilla,Breitfelder,Croucher,Lopez and Robak None None None to adopt Resolution No.4143 approving the amendment to Board of Directors Policy NO.8. INFORMATIONAL ITEMS 9.THESE ITEMS ARE PROVIDED TO THE BOARD FOR INFORMATIONAL PURPOSES ONLY.NO ACTION IS REQUIRED ON THE FOLLOWING AGENDA ITEMS. a)CAPITAL IMPROVEMENT PROGRAM UPDATE REPORT FOR THE THIRD QUARTER OF FISCAL YEAR 2009 (RIPPERGER) Engineering Manager Ron Ripperger presented the Fiscal Year 2009 Third Quarter CIP update in which he highlights the status of CIP expenditures, significant issues and progress milestones on major projects. 6 He noted that the Fiscal Year 2009 CIP consists of 66 projects totaling $31.9 million.He indicated that the District's CIP is broken down into four categories: •Capital Facility Projects •Replacement/Renewal •Capital Purchases •Developer Reimbursements TOTAL: $23,100,000 $6,000,000 $2,200,000 $600,000 $31,900,000 He stated that overall expenditures through the third quarter of Fiscal Year 2009 totaled approximately $12.3 million,which is approximately 39%of the District's target expenditure for the full fiscal year.He stated that the current forecast for expenditures through June 30,2009 is $22.2 million which is 70%of the approved bUdget.He indicated that the decrease in the projected expenditures is due primarily to the delay of the District's 36-inch pipeline project which is underway at the moment.He noted that construction change orders are at a -.54%. He presented a slide depicting a map showing the District's major CIP projects, their status and their location within the District's service area.He stated,of the nineteen projects in FY09,one is in the planning stage,three are in design, seven are in construction and eight have been completed and in use.He reviewed the status of the District's flagship projects which included the 850-4 Reservoir,36-inch Pipeline from FCF No.14,1485-1 Pump Station Replacement,Material Storage Bins and Cover, and 450-1 Reservoir Disinfection Facility. Engineering Manager Ripperger presented slides which provide the status of the various consultant contracts for planning,design,public services, construction/inspection and environmental.He also presented slides providing a listing of all CIP projects planned for Fiscal Year 2009 and the status of each. Director Robak indicated with regard to the landscaping component for the 850-4 Reservoir,that it was discussed that staff was working with Conservation Manager William Granger to develop the landscaping for the site.He inquired if the plan had been finalized.Engineering Manager Ripperger indicated that staff did work with Conservation Manager Granger and came up with good ideas and changes to the plan which includes replacing the eucalyptus trees because of fire concerns.Staff is also utilizing the same ideas at the 1296-3 Reservoir project. b)OVERVIEW OF THE SAN DIEGO COUNTY WATER AUTHORITY WATER SMART TARGET PROGRAM (GRANGER) Conservation Manager Granger indicated that the Water Smart Target Program was implemented in early 2007.He indicated that CWA looked at what the City of San Diego had developed and felt that the program could be taken county- wide.He stated that the program essentially takes aerial and remote sense 7 imagery and the imagery shows various colors that indicate what areas of the property is hard scape,turf grass and shrubbery.From the image,one can determine a water smart target/water budget.These images can be utilized to notify customers and make them aware of programs to assist them in tracking their water use.He stated that ultimately,the images would be available for mixed use accounts.At the moment,however,the District is focusing on large irrigationllandscape accounts. He indicated that some of the benefits to the District is it is a great customer service tool.The District can look at customers'water use and compare it to a theoretical water budget and share some of the District's programs with customers to help them reduce their landscape water use.The program could also help the District comply with the BMP's if it chose to move forward with the program. He presented a slide showing the information that would be available in the Water Smart Target Program system (see attached copy of presentation).He indicated that the water smart target varies based on your climatic zone.There are four to five different climatic zones within San Diego County.This District overlaps zones 3 and 4.Because of the zones,a property with the same sized landscape in Jamul may have a different Water Smart Target than a property in Chula Vista. The images within the Water Smart Target program will be updated every two years,however,it should be updated periodically so current images are available.He stated that ultimately the images in the program would be accessible to property managers,landscape contractors,and other agencies by permission of the property owner. Conservation Manager Granger indicated that along with this program,the District was provided two interns at no cost from CWA who have been working on Water Smart Target evaluations.He indicated that they are approximately a quarter of the way through the evaluations and the goal is to complete the assessnwnt of all of the District's 1800 irrigation accounts by the end of 2009. Director Robak inquired which customers the District has been working with on the Water Smart Target evaluations.Conservation Manager Granger indicated that the District has started with potable only and commercial customers (within the customer groups public and commercial).Eventually,the District will develop water targets for mixed used accounts,such as Cuyamaca and Southwestern Colleges. Director Breitfelder inquired if this was a permanent program.Conservation Manager Granger indicated that the program is funded for one year by CWA. The oversight of the project has been contracted out to CRG whose contract has been extended another year or two.He stated that he believed that eventually CWA will take it over and maintain the program.However,at this time,there are still a lot of enhancements that need to be done. 8 Director Robak indicated that he felt the logo developed for the program was very good and would be excellent to use to showcase low water use landscapes and in advertising. REPORTS 10.GENERAL MANAGER'S REPORT GENERAL MANAGER'S REPORT: General Manager Watton indicated that staff has had its first meeting with the contractor and project manager for the 36-inch Pipeline Project.Staff also met with the EI Cajon Sheriff's Office to assure coordination of information to minimize disruption in the community. He indicated that he attended the Water Conservation Summit and good information was shared and the summit was very worthwhile. He noted that the District has been holding conservation classes atthe Garden and they have been well attended though attendees must pay a fee for the classes.He stated that this is a good indicator of interest in landscape conservation when attendees are willing to pay to attend such classes. He stated that the District again received awards for its FY 2008-2009 Operating and Capital Budget and Capital Comprehensive Annual Financial Report (CAFR) from the Government Finance Officers Association and the California Society of Municipal Finance Offficers. General Manager Watton indicated that the board was provided in their packet a copy of an article from the Treasury and Risk Magazine wherein the District and Union Bank were featured for the operation of the District's lock box and how quickly customer remittances are being deposited. He noted that the Proposition 218 notices have all been mailed (approximately 63,000 notices).At this time,the District has received three responses to the notices.Staff will forward copies of the responses periodically as they are received. He shared with regard to recycled water for the Otay Landfill,that it involved the District's recycled water pipeline project (from the City's South Bay Water Reclamation Plant)and the pump station and reservoir site located adjacent to the Landfill.A component of the project was to acquire easements from the Landfill and an agreement to allow the District to place spoil/exported dirt from the adjacent pump station and reservoir site to the Landfill.The District saved approximately $600,000 on the project by not having to haul the dirt offsite to another location.This is a substantial savings and is a result of the good relationship between the District has with the Otay Landfill.He indicated as part of the agreement,the District will provide a recycled meter and recycled backflow system to the Landfill at not cost (approximate cost of $88,000).Once the meter 9 has been installed,the landfill will start utilizing recycled water for dust control, compaction,etc. He noted that staff attended the renaming reception for the los Olivos Wastewater Treatment Plant to Arturo Herrera Solis Treatment Plant which was hosted by CESPT.Mr.Herrera,CllA Director,died in a plane crash a few months ago.Mr.Herrera was well respected by the water industry in Tijuana and they wished to recognize him by renaming the plant in his honor. He stated that the graph on page 8 of his report will be provided each month. The graph shows the District's water purchases,budget and allocation from CWA.The allocations will go into effect on July 1.He stated that the District is still below its allocation and it is expected that we will continue to see the same trend line.We are ahead of the allocation at this time and District customers are still conserving. SAN DIEGO COUNTY WATER AUTHORITY UPDATE: President Croucher indicated that CWA's board has reviewed its General Manager and General Counsel and they received favorable reviews.Their contracts have been extended though there will not be a pay increase this year. He stated the groundbreaking ceremony for the San Vicente Reservoir is scheduled on July 9,2009.He noted that CWA was also continuing to pursue the Bay Delta issues and would continue to travel to Sacramento to keep the issue active and obtain funding.CWA is also continuing to discuss desalination possibilities,not only at Carlsbad,but Camp Pendleton and Mexico.He indicated that both he and General Manager Watton have advised the CWA General Manager,Maureen Stapleton,that Otay is continuing to work on the its desalination project and that it was going well. CWA is also still focused on water conservation and they are asking each agency to provide a presentation to CWA's board on what they are doing to promote conservation. He noted that lake Hodges continues to be an issue between CWA,Olivenhain MWD,the City of San Diego and Santa Fe ID with regard to water quality and maintenance of the lake.The District is following the issue closely to assure that the District,as a member of CWA,does not take on any undue financial burdens from the issue that it should not have to. 11.DIRECTORS'REPORTS/REQUESTS Director Breitfelder stated that he spoke with Mayor Cox,City of Chula Vista,and indicated to her that the District and the City had many areas of common interest and the District wished to work well with them at all levels.Mayor Cox was very appreciative and asked that the District continue to keep the water flowing. 10 Director Bonilla indicated that he and General Manager Watton met with Hernando Duran,CESPT,to explore acquiring water rights from Mexico.He stated the desalination project is moving quickly and is looking very positive.He asked that the board direct counsel to review the code to see if anything can be done with regard to rates for customers on fixed incomes.President Croucher indicated that the District has discussed the issue in the past and that there were legal issues associated with doing so.He indicated,however,that Padre Dam MWD had provided a presentation to CWA regarding their rates and had mentioned a lifeline rate.He indicated that the District might explore what their lifeline rate referenced.General Counsel Calderon indicated that he would review and see if there are any legal issues in providing a lifeline rate. Director Lopez indicated that he attended the AWWA conference in San Diego and had an opportunity to meet a few of the contractors that work with the District.He also attended some of the workshops during the conference.He stated because he works at the convention center,his attendance was free.He also indicated that he has been very involved with the Water Conservation Garden.He attended a full day workshop last Monday to discuss the future and vision of the Garden and to develop a Strategic Plan.General Manager Watton indicated that the Strategic Plan should be completed in mid-August and will address the future funding requirements of the Garden and where the funding will come from. Director Robak indicated that it was good to hear that there has been good discussion regarding the Garden.He stated that the Garden's mission has become more important due to the water issues.He also shared that he attended the AWWA conference as well.He commended staff for their presentation on the District's GIS System at the conference.He stated that he liked that AWWA was international in scope and that it was very interesting to get different perspectives on water issues.He indicated that the quality of their seminars was very good and he came away with a lot of information. Director Bonilla indicated that he would like to see the District highlight events at the Garden by posting some of the Garden events in the lobby. 12.PRESIDENTS REPORT President Croucher presented General Manager Watton his Service Award for five years of service to the District and thanked him for his service. RECESS TO CLOSED SESSION e)CLOSED SESSION General Counsel Calderon indicated that the board will be recessing to closed session at 4:41 p.m.to discuss the following matter: a)CONFERENCE WITH LEGAL COUNSEL -PENDING LITIGATION [GOVERNMENT CODE §54956.9(a)] 11 (I)MULTIPLE CASES RELATED TO THE FENTON BUSINESS CENTER AND FILED WITH THE SUPERIOR COURT OF THE COUNTY OF SAN DIEGO CONSOLIDATED UNDER CASE NO. 37-2007-00077024-CU-BC-SC (II)CITY OF BANNING v.JAMES JONES CO.,COUNTY OF LOS ANGELES,SUPERIOR COURT,CASE NO.BC 321513 RETURN TO OPEN SESSION f)REPORT ON ANY ACTIONS TAKEN IN CLOSED SESSION.THE BOARD MAY ALSO TAKE ACTION ON ANY ITEMS POSTED IN CLOSED SESSION General Counsel Calderon stated that the board reconvened from closed session at 5:12 p.m.and that the board took no reportable actions in closed session. 13.ADJOURNMENT With no further business to come before the Board,President Croucher adjourned the meeting at 5:12 p.m. President ATTEST: District Secretary 12 AGENDA ITEM 7a STAFF REPORT October 7,2009 AllDIV.NO. German Alvarez,~~stant Administration ~CL-- Regular Board '-fIH J MEETING DATE: Kelli Williamson,lV'v W.O.lG.F.NO: Human Resources Manager ~ Rom Sarno,Chief,Administrative servic~ General Manager,Finance andAPPROVEDBY: (Ass!. GM): SUBMITTED BY: APPROVED BY: (Chief) TYPE MEETING: SUBJECT:Adopt Resolution #4149 to Revise the Use of District Vehicles and Car Allowance Board Policy #14 and the Tobacco Free Campus Board Policy #19 (Smoking Policy) GENERAL MANAGER'S RECOMMENDATION: That the Board adopt Resolution #4149 to Revise the Use of District Vehicles and Car Allowance Board Policy #14 and the Tobacco Free Campus Board Policy #19 (Smoking Policy). COMMITTEE ACTION: See Attachment ~A". PURPOSE: To request the Board approve revisions to Board Policies. ANALYSIS: Use of District Vehicle Board Policy #14 (Attachment B) Updates to this policy include clarification that employees should not engage in activities that would distract them while driving to ensure a safer driving experience (ie:eating,use of cell phones),updates to the section regarding employees not smoking in vehicles,and other minor updates.In addition,the updates include removing the section regarding Board of Directors checking out a District vehicle to drive to and from meetings since Board members are provided mileage reimbursement and have not used this section of the policy. Tobacco Free Campus Board Policy #19 (Attachment C) The use of tobacco products at work can cause a health risk to the public and to employees;for both the user and non-user.In addition,smokeless tobacco product use have hygiene specific issues,besides the obvious adverse health affects for the user.In order to promote the health, safety and wellness of all employees,the "Tobacco Free Campus"policy will enhance the District's Safety and Wellness Programs.The policy specifically bans the use of tobacco products while on District property and field locations. Through the District's Wellness Program,employees who currently use tobacco products may choose to access the Smoking Cessation Program which will generally cover the cost of cessation programs and provide the employee a $200 incentive for staying tobacco-free for six months. These policy updates have been provided to the Employee Association for review.The Association provided no comments or input. Resolution #4149 (Attachment D) It is requested that the Board of Directors adopt Resolution #4148 in support of the proposed revisions to the above-referenced Policies. FISCAL IMPACT: None. STRATEGIC GOAL: Optimize the District's Operating Efficiency. LEGAL IMPACT: Attachment A -Committee Action Attachment B -Use of District Vehicle Board Policy #14 Attachment C -Tobacco Free Campus Board Policy #19 Attachment D -Resolution #4149 ATTACHMENT A COMMITTEE ACTION: Adopt Resolution #4149 to Revise the Use of District Vehicles and Car Allowance Board Policy #14 and the Tobacco Free Campus Board Policy #19 (Smoking Policy)SUBJECT/PROJECT: The Finance, reviewed this the following Administration and Communications item at a meeting held on September 14, comments were made: Committee 2009 and •Staff is proposing revisions to Board Policies No.14,· Use of District Vehicles,and No.19,Tobacco Free Campus (formerly known as Smoking Policy) •The policy revisions were reviewed with the Safety Committee,Employee Association and management.No comments were received from the Employee Association. •The changes to Board Policy No.14,Use of District Vehicle include: Prohibits eating,cell phone use,texting,etc. while driving. Updates the section regarding smoking in District vehicles,prohibiting smoking in all District vehicles. Deletes language regarding Directors use of pool vehicles as board members are provided mileage reimbursements and have not been using this section of the policy. Changes to Board Policy No.19,Tobacco Free Campus (formerly known as Smoking Policy)include: Prohibiting the use of tobacco products on all District property to maintain a safe and productive working environment for employees and eliminate threats to employee health (it was noted that the District has a smoking cessation program available to employees). The committee supported staffs'recommendation and presentation to the full board on the consent calendar. ATTACHMENT 8 OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject ',Policy Date Date Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE 14 7/1/85 10/7/09 PURPOSE TO prescribe rules and regulations for the use of District vehicles by Directors and employees of the District and car allowance. BACKGROUND Certain District vehicles are made available for the use by designated employees and Directors during business hours and in some instances during off-duty hours. POLICY The following rules shall apply to the use of District vehicles: 1.Executive Management Certain District vehicles are assigned to specific executive management employees on a 24-hour basis,including personal use. These vehicles are pursuant to employment agreements authorized by the Board of Directors or General Manager.A list of District vehicles assigned to District employees is maintained by Human Resources. 2.Automobile Allowance Executive staff consisting of Department Chiefs and Assistant General Managers may be provided a vehicle allowance,in lieu of a vehicle,as determined by the General Manager.These employees shall be required to maintain automobile insurance at least at the minimum levels required by state law.These employees shall use their personal vehicles to conduct District business within San Diego County and may only use District vehicles for business trips out of San Diego County,or in unusual circumstances (i.e., 4-wheel drive necessary). When using their personal vehicles,all operating expenses are to be borne by these employees except employees may receive reimbursement for mileage at established rates for portions of any trips that are taken on District business outside San Diego County. 3.Certain District service vehicles are assigned to specific management,supervisory,and crew leader positions on a 24-hour per day basis for emergency purposes.A list of District vehicles assigned to District employees is maintained by Human Resources.Such personnel are authorized to use the vehicles Page 1 of 3 OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE 14 7/1/85 10/7/09 assigned to them day or night to respond to District business requirements. Each person is also authorized to use the vehicle for transportation to and from his residence and to store the vehicle at his residence when the vehicle is not being used for District business.The above personnel may also use the vehicle for educational activities,personal errands during lunch breaks and on their way to and from work,and for medical appointments occurring during work hours.Other use of such vehicles is not authorized.Transportation of non-district personnel for non- district business requires the approval of the General Manager or designee.Employees must comply with all District policies, procedures and must remain sensitive to the public's perception of them while using District vehicles.The transportation of firearms,alcoholic beverages or illegal drugs is prohibited. Each employee assigned a District vehicle is responsible for Social Security and income taxes relating to the commuting value and will comply with Internal Revenue Service regulations relating to de minimis use. 4.Use of other District vehicles (i.e.,pool vehicle)outside of normal business hours may be made only upon prior approval of the General Manager or designee. 5.Use of any District vehicle outside of San Diego County may be made only with the prior approval of the General Manager or designee. 6.District employees may use District pool vehicles only for transportation required to perform their official District duties.Authorization must be obtained from General Manager or designee to transport non-District personnel in pool vehicle while on District Business. 7.Only when a District pool vehicle is not available,may Dis- trict employees,other than those mentioned in paragraph "1" above,use their own private vehicles for transportation required to perform their official District duties and only if the employee maintains automobile insurance in at least the minimum amounts required by state law.In such instances,the employee shall receive reimbursement for mileage at established rates. Authorization must be obtained from General Manager or designee to transport non-District personnel in own private vehicle while on District Business. 8.The use of tobacco products,as defined in Board Policy 19, is prohibited in all District vehicles,including those assigned Page 2 of 3 OTAYWATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date ~Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE 14 7/1/85 10/7/09 to an employee and all vehicles available to employees for general District business such as pool vehicles,utility trucks, Vactor trucks,heavy equipment,etc. 9.While driving,all activities that would distract an employee from driving a District vehicle safely are prohibited (i.e.,eating,and drinking).The use of cell phone,while driving,must comply with state law.Message texting is prohibited in a moving vehicle.Passengers are also discouraged from the above activities when they are needed to assist a driver to safely maneuver a vehicle.Occasional snacks are acceptable as long as it does not distract the driver or passenger from the primary task of driving or assisting the driver. Page 3 of 3 OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE 14 7/1/85 4/13/041-0/7/09 PURPOSE To prescribe rules and regulations for the use of District vehicles by Directors and employees of the District and car allowance. BACKGROUND Certain District vehicles are made available for the use by designated employees and Directors during business hours and in some instances during off-duty hours. POLICY The following rules shall apply to the use of District vehicles: 1.Board of Directors Board Directors may check out a District vehicle to drive to and from approved meetings by reserving dates lvith the District Secretary. ~1.Executive Management Certain District vehicles are leased for or assigned to specific executive management employees on a 24-hour basis,including personal use.These vehicles are pursuant to employment agreements authorized by the Board of Directors or General Manager.A list of District vehicles assigned to District employees is maintained by Human Resources. ~2.Automobile Allowance Executive staff consisting of Department Chiefs and Assistant General Managers may be provided a vehicle allowance,in lieu of a vehicle,as determined by the General Manager.These employees shall be required to maintain automobile insurance at least at the minimum levels required by state law.These employees shall use their personal vehicles to conduct District business within San Diego County and may only use District vehicles for business trips out of San Diego County,or in unusual circumstances (i.e., 4-wheel drive necessary). When using their personal vehicles,all operating expenses are to be borne by these employees except employees may receive reimbursement for mileage at established rates for portions of any trips that are taken on District business outside San Diego County. Page 1 of 3-3-3- aTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE I 14 7/1/85 4/13/041-0/7/09 4.3.Certain District service vehicles are assigned to specific management,supervisory,and crew leader positions on a 24-hour per day basis for emergency purposes.A list of District vehicles assigned to District employees is maintained by Human Resources.Such personnel are authorized to use the vehicles assigned to them day or night to respond to District business requirements. Each person is also authorized to use the vehicle for transportation to and from his residence and to store the vehicle at his residence when the vehicle is not being used for District business.The above personnel may also use the vehicle for educational activities,personal errands during lunch breaks and on their way to and from work,and for medical appointments occurring during work hours.Other use of such vehicles is not authorized.Transportation of non-district personnel for non- district business requires the approval of the General Manager or designee.Employees must comply with all District policies,--- procedures and must remain sensitive to the public's perception of them while using District vehicles.The transportation of firearms,alcoholic beverages or illegal drugs is prohibited. Each employee assigned a District vehicle is responsible for Social Security and income taxes relating to the commuting value and will comply with Internal Revenue Service regulations relating to de minimis use. ~4.Use of other District vehicles (i.e.,pool vehicle)during er-outside of normal business hours may be made only upon prior approval of the General Manager or designee. ~5 Use of any District vehicle outside of San Diego County may be made only with the prior approval of the General Manager or designee. ~6.District employees may use District pool vehicles only for transportation required to perform their official District duties.Authorization must be obtained from General Manager or designee to transport non DistriCt personnel in pool vehicle while on District Business. ~7.Only when a District pool vehicle is not available,may Dis- trict employees,other than those mentioned in paragraph "1" above,use their own private vehicles for transportation required to perform their official District duties and only if the employee maintains automobile insurance in at least the minimum amounts required by state law.In such instances,the employee shall receive reimbursement for mileage at established rates. Page 2 of 3-3-3 OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised USE OF DISTRICT VEHICLES AND CAR ALLOWANCE I 14 7/1/85 4/13/041-0/7/09 Authorization must be obtained from General Manager or designee to transport non-District personnel in own private vehicle while on District Business. 8.9.In aceordance with The use of tobacco products,as defined in Board Policy 19,smoking is prohibited in all District vehicles,including those assigned to an employee and all vehicles available to employees for general District business such as pool vehicles,utility trucks,Vactor truck~,heavy equipment,etc. 9.While driving,all activities that would distract an employee from driving a District vehicle safely are prohibited (i.e.,eating,and drinking).The use of cell phone,while driving,must comply with state law.Message texting is prohibited in a moving vehicle.Passengers are also discouraged from the above activities when they are needed to assist a driver to safely maneuver a vehicle.Occasional snacks are acceptable as long as it does not distract the driver or passenger from the primary task of driving or assisting the driver. Page 3 of 3-3-3- ATTACHMENT C OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY SUbject Policy Date Date Number Adopted Revised TOBACCO FREE CAMPUS 19 3/6/89 10/07/09 PURPOSE To establish the policy regarding the use of tobacco products on District property.This policy applies to all employees,consultants, volunteers and visitors while on District property and areas designated as District field work sites. POLICY 1.Otay Water District is dedicated to maintaining a safe and produc- tive working environment for its employees and is committed to taking appropriate action to eliminate threats to employees' health and safety posed by the use of tobacco products."Use" means a method of consuming tobacco products,including but not limited to smoking,inhaling and chewing."Tobacco product"means any substance containing tobacco leaf,including but not limited to cigarettes,cigars,pipe tobacco,snuff,chewing tobacco, dipping tobacco,bidis or any other preparation of tobacco. 2.This policy prohibits the use of tobacco products within District controlled properties where employees and other persons will be exposed to secondhand smoke and smokeless tobacco residue.Hence, the use of tobacco products is prohibited on all District-owned property and on District designated field work sites. 3.No ashtrays or other ash receptacles will be placed in areas where the use of tobacco products is prohibited.The only exceptions will be outside the public entrances to District facilities,in order to assist visitors in discarding of their tobacco product. RESPONSIBILITY Managers and supervisors are responsible for enforcing this policy in areas under their control. Page 1 of 1 OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised I SMOKING POLICYTOBACCO FREE CAMPUS 19 3/6/89 4/13/041 0/7/09 PURPOSE To establish the policy regarding smokingthe use of tobacco products ±Ron -District facilities property.located ~Jithin the County of San Diego.This policy applies to all employees,consultants,volunteers and visitors while on District property and areas designated as District field work sites of these facilities. County of San Diego Smoking Ordinance #7519. POLICY 1.Otay Water District is dedicated to maintaining a safe and produc- tive working environment for its employees and is committed to taking appropriate action to eliminate threats to employees' health and safety posed by the use of smokingtobacco products. "Use"means a method of consuming tobacco products,including but not limited to smoking,inhaling and chewing."Tobacco product" means any substance containing tobacco leaf,including but not limited to cigarettes,cigars,pipe tobacco,snuff,chewing tobacco,dipping tobacco,bidis or any other preparation of tobacco.The provisions of this policy are consistent ~Jith the San Diego County Ordinance which prohibits smoking in public places and in places of employment,except in areas specifically designated for smoking. 2.This policy prohibits the use of tobacco products within District controlled properties where employees and other persons will be ex osed to secondhand smoke and smokeless tobacco residue.Hence, the use of tobacco products is prohibited on all District-owned property and on District designated field work sites.In the event a question arises concerning the application or interpretation of policy,preferential consideration \Jill be given to the non smoker. 3.No ashtrays or other ash receptacles will be placed in areas where smoking the use of tobacco products is prohibited.The only exceptions will be outside the public entrances to District facilities,in order to assist visitors in discarding of their tobacco product.-- 4-.-Smoking is prohibited in: 1.All Administrative and Operations 'dork areas. 2.All rest rooms. Page 1 of 2~ OTAY WATER DISTRICT BOARD OF DIRECTORS POLICY Subject Policy Date Date Number Adopted Revised SMOKING POLICYTOBACCO FREE CAMPUS 19 3/6/89 4/13/0 41 0/7/09 3.~ll conference rooms and meeting rooms. 4.ZUl hallHays. 5.All lobbies. 6.All storage areas. 7.All District vehicles,including those assigned to an employee as stated in Policy 14 of this Code of Ordinance and all vehicles available to employees for general District business such as pool vehicles,utility trucks,Vactor truck, heavy equipment,etc. 5.Smoking is permitted only in open air outdoor areas not covered in Section 4 above. NOTE: RESPONSIBILITY Smoking areas may not be designated in areas 'dhere employees must Halle through to get to no smoking areas. and within 20 feet of a main exit,entrance,or operable window of a public building. Department and Division HanagersManagers and supervisors are responsible for enforcing this policy in areas under their control. Page 2 of 2~ ATTACHMENT 0 RESOLUTION NO.4149 RESOLUTION OF THE BOARD OF DIRECTORS OF THE OTAY WATER DISTRICT TO REVISE POLICY 14 CONCERNING USE OF DISTRICT VEHICLES AND CAR ALLOWANCE AND POLICY 19 CONCERNING TOBACCO FREE CAMPUS WHEREAS,the Board of Directors of Otay Water District wishes to clearly communicate the District's position of maintaining a safe work environment for employees and the public by creating a tobacco free campus and clearly expressing the rules and regulations for the use of District vehiclesi and WHEREAS,it is the policy of the District to provide a clear policy regarding the rules and regulations for employees use of District vehiclesi and WHEREAS,the use of tobacco products at work can cause a health risk to the public and employeesi and NOW,THEREFORE,BE IT RESOLVED that the Board of Directors of the Otay Water District revise Policy 14,"Use of District Vehicles and Car Allowance"and Policy 19,"Tobacco Free Campus"i and BEING FURTHER RESOLVED that the Board directs the staff of the District to comply with the provisions of revised Policy 14, "Use of District Vehicles and Car Allowance"and revised Policy 19,"Tobacco Free Campus". 1 PASSED,APPROVED AND ADOPTED by the Board of Directors of the Otay Water District at a regular meeting held this 7th of October,2009. President ATTEST: Secretary 2 AGENDA ITEM 7b STAFF REPORT October 7,2009TYPEMEETING: SUBMITTED BY: APPROVED BY: (Chief) APPROVED BY: (Asst.GM): Regular Board MEETING DATE: Kelli Williamso~4tJ W.O.lG.F.NO: Human Resources Manager ~ Rom Sarno,Chief of Administrative servi~'-- German Ai~Assistant General Manager,Finance Administration DIV.NO. and All SUBJECT:Approve replacing a current Preferred Provider Organization Plan (PPO)with a new Health Maintenance Organization Plan (HMO)through SDRMA and obtain Board approval for certain required changes to Agreement with the dental network Thir~ Party Administrator (TPA), GENERAL MANAGER'S RECOMMENDATION: That the Board: 1)Approve replacing a current PPO (Silver Plan)with a new HMO through the Special District Risk Management Authority (SDRMA);and / 2)Authorize the General Manager to execute an Amendment to the existing Service Agreement with Delta Health Systems Corporation (Delta),the District's TPA,to replace the dental network and to extend the term of the agreement. COMMITTEE ACTION: See Attachment A. PURPOSE: To present information to the Board concerning new developments affecting the District's Health and Dental Benefits and to obtain Board approval for certain actions to be taken by the District. ANALYSIS: Hea~th Bene£its In January 2008,the District made available three new medical health plans through its health benefits insurer,SDRMA.The three plans are Gold PPO,Silver PPO and an EPO plan.Prior to signing up with SDRMA,the District was self-insured for both health and dental benefits.Two of the reasons the District decided to sign-up with SDRMA plans in 2008 were to save money, and to give Staff a choice between a PPO plan and an HMO plan. At that time,SDRMA did not offer a true HMO plan but offered the EPO which is similar to an HMO in that it has a lower out of pocket cost to the employee.Recently,the District was made aware that SDRMA now offers two new HMO plans (An Access+HMO 15 and an Access+HMO 20). Due to inherent selection risk involved,SDRMA will not allow any of its members to offer more than three health plan options to its employees.Since the District already offers three options,it may not "add"a new plan to the current coverage options.However,SDRMA will allow the District to replace one of the existing plans with the new HMO plan.Staff is recommending replacing the Silver PPO Plan with the Access+HMO 15 Plan. Staff recommends replacing the Silver PPO Plan as this is the least utilized plan.In fact,currently there are no participants in this plan.The Staff also believes that the Silver PPO Plan is the least beneficial plan currently available to the employees (e.g.high deductibles and higher out of pocket expenses than the new Access+HMO 15 Plan).Although the Access+HMO 15 Plan and Access+HMO 20 Plan are exactly the same with respect to the yearly deductibles and maximum co-insurance amounts,the Access+HMO 15 Plan offers lower co-pays and lower out of pocket expenses. Denta~Bene£its Although the District joined SDRMA's for health benefits,it remained self-insured for dental benefits.The District entered into a Services Agreement,dated January 1,2008 (the "Dental TPA Agreement")with a Third Party Administrator (TPA),Delta. (Attachment B).The current Agreement is set to expire on December 31,2009 and by the end of the agreement the District will have paid approximately $34,000 in fees to the TPA. At a recent Strategic Planning Review meeting with the District's Benefits Broker,Willis,the Staff was informed that the dental network selected under the Dental TPA agreement, Community Dental Network (CON),will dissolve by the end of the year.A new dental network,First Dental Health Network (First Dental),will replace CON.According to our broker,First Dental will offer a wider pool of in-network dentists and will also offer greater discounts to employee claims as well as to the District Dental premiums for our 2010 open enrollment will remain the same. In addition,the District will be adding an EPO dental option plan which will further save the employees and the District by receiving greater claims discounts. To accomplish the replacement of CON with First Dental,the District will need to amend one of the Exhibits to the Dental TPA Agreement.In addition,the Staff recommends that the Dental TPA Agreement be extended for an additional two years. This request is being presented to the Board because it is anticipated that the aggregate fees paid to the TPA will exceed the General Manager's authority during the proposed extension period. FISCAL IMPACT: The Silver PPO Plan is the least expensive plan due to its high- deductibles and higher out of pocket expenses.As such,it is the least desirable plan for participants.This is confirmed by the fact that no one is currently on the plan and last year there were only two participants who chose the Silver PPO Plan. By replacing the Silver PPO Plan with the Access+HMO 15 Plan, the District estimates that the change will be close to being cost-neutral.Since the Tier III retiree health benefits are tied to the lowest-cost health plan,and the lowest-cost health plan will change to the Gold PPO Plan,there will be an increase of approximately $20,000 per year to fund the retiree health benefits.However,if approximately 30%(estimated)of the employees who have the EPO plan change to the Access+HMO 15 Plan,there would be an anticipated cost-savings of approximately $16,000 per year;with a net cost to the District of approximately $4,000 per year.The District is uncertain how cost-neutral this option will be and we will not know for certain until after open enrollment when employees have made ,," their final selections.At the most,this change will be an increase of approximately $20,000 per year. In addition,the addition of the EPO dental option will save the District approximately $8,500 per year based on recent past claims experience. STRATEGIC GOAL: District's FY 09-11 Strategic Plan related to "Retaining a dedicated workforce." LEGAL IMPACT: None.M<rfjjj[. General Manager Attachment A -Committee Action Attachment B -Dental TPA Agreement with Delta Health Systems effective January I,2008 r......···· ATTACHMENT A jApproveYeplaclngacurYenfPreferredProvlder I Organization Plan (PPO)with a new Health Maintenance I Organization Plan (HMO)through SDRMA and obtain Board approval for certain required changes to Agreement with SUBJECTIPROJECT:the dental network Third Party Administrator (TPA) COMMITTEE ACTION: The Finance,Administration reviewed this item at a meeting the following comments were made: and Communications held on September 14, Committee 2009 and •Staff is prepping for the upcoming open enrollment period for Health Benefits. •When the District initially switched to SDRMA as its health benefits insurer in January 2008,staff had wanted to add a HMO plan as an option.SDRMA,at the time,did not have a HMO plan.The District has been informed that SDRMA will begin providing two HMO plan options (Access+HMO 15 and Access+HMO 20)in January 2010. •The District currently provides an EPO,Gold PPO and Silver PPO as options.SDRMA allows its members to provide only three health plan options.Staff is proposing that the District replace the Silver PPO with the Access+HMO 15 option.There are no employees on the Silver PPO plan at this time so there will be no impact to employees by replacing the plan. •Because the Gold PPO plan will become the least expensive plan,there will be a cost associated with adding the HMO as an option.However,if 30%of employees move from the EPO to the HMO option,the cost will be approximately the same as the District's current plan. •It was noted that the change will not cost the employees more,it will just add another medical plan option for employees to choose from.Employees out-of-pocket cost will be based on the plan they select. •It was discussed that the proposed change was presented to the Employee Association and they were supportive of the change. •Staff is also proposing the District replace its dental network (currently CDN)with First Dental Health Network as CDN will be dissolving by the end of the year.First Dental Health Network has a larger pool of in-network dentists and will also offer greater discounts to employee claims and to the District.The District will also be adding an EPa dental option plan.If employees choose the EPa plan it will provide further claims discounts to employees and the District. The committee supported staffs'recommendation and presentation to the full board on the consent calendar. ATTACHMENT B DELTA A HEALTH SYSTEMS ADMINISTRATIVE AGREEMENT This Agreement,dated as of January 1,2008 shall be between Otay Water District having its principal office at 2554 Sweetwater Springs Blvd Spring Valley,CA 91978 and Delta Health Systems Administrative Corporation ("Delta"),a California corporation having its principal office at 1234 West Oak Street,Stockton,CA 95203. When the Client is acting as the Plan Sponsor (as defined in ERISA)under this Agreement,it will be referred to as the "Plan Sponsor,"and when it is acting as the Plan Administrator (again,as defined in ERISA)under this Agreement,it will be referred to as the "Plan Administrator."As Plan Sponsor,the Client is acting in its capacity as the settler ofthe Plan;and,as the Plan Administrator,it is acting in its fiduciary capacity. WITNESSETH: Whereas,the Client,as the Plan Sponsor,has established an employee welfare benefit plan (as defined in the Employee Retirement Income Security Act of 1974,as amended ("ERISA"»for the purpose of providing certain benefits to eligible participants;and Whereas,it is the Plan Sponsor's desire that Delta provide certain administrative services with respect to the Plan,and Delta is willing to provide such services,subject to the terms and conditions hereof. Now,therefore,in consideration of the mutual covenants and agreements hereinafter contained,and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound_her~by,the parties agree as follows: 1.Responsibilities. a.Responsibilities of Delta.Delta shall assume responsibility for the specific administrativeduties set forth on Attachment "A,"which is attached to,and made a part of,this Agreement.Delta shall accept no responsibility for the work performed by any prior third party administrator,nor does Delta agree to reevaluate,reprocess or readjust claims or work previously done by a prior administrator unless otherwise agreed upon. Delta will perform additional administrative duties resulting from changes in benefit plans or procedures as the Plan Administrator may legally,properly and reasonably assign for a fee agreed upon in advance in writing. b.Responsibilities of the Plan Sponsor and the Plan Administrator.The Plan Sponsor and the Plan Administrator shall assume responsibility for the specific duties set forth on Attachments "B"and "C,"respectively,which are attached to,and made a part of,this Agreement. G:\Account Management\AdminAgreements\Client Agreements Page 1 2. DELTA~ HEALTH SYSTEMS Compensation.In consideration of services to be provided.under this Agreement,the Plan Sponsor agrees to pay Delta the fees and reimbursements set forth on Attachment liD,II which is attached to,and made a part of,this Agreement.Services not specifically set forth on Attachment "A"may be subject to an additional fee.Delta agrees to provide the Plan Sponsor with sixty (60) days'prior written notice in the event ofDelta's adjustment ofits fees. Delta reserves the right to adjust administrative fees stated in this agreement when a division,a subsidiary or an affiliated Client is added or deleted from this agreement or if the number of participants decreases by 15%from the average ofthe last three months average enrollment. .' 3.Ownership of Books and Records;Access by Plan Administrator.Delta aclmowledges that all records and files maintained by it with regard to the Plan are the property of the Plan Administrator.Delta will not be held liable for errors in keeping any records required under this Agreement,except if such errors are the result of its gross negligence or willful or reckless misconduct.In the event the Plan Administrator or its employees accesses the Plan's records or files,whether to update eligibility information,process claims or perform some other function, the Plan Administrator aclmowledges and agrees that Delta shall have no responsibility·or liability in connection with any actions taken by the Plan Administrator or its employees. 4.Delta Insurance.For the protection ofthe Plan and its participants,Delta shall maintain,at its own expense,errors and omissions coverage,which shall meet the requirements of ERISA and any applicable state laws and regulations. 5.Plan Documentation.Delta agrees to prepare,as outlined in Attachment liD",an initial Plan Document and Summary Plan Description (collectively,the "Plan Documents")for approval by the Plan Sponsor.Delta further agrees to prepare,at the request of the Plan Sponsor,Plan amendments to modify a provision of coverage and will assist the Plan Administrator in the preparation of notices to Plan participants.In the event the Plan Sponsor elects to prepare,or have a third party prepare,its Plan Document,Summary Plan Description or amendments,the Plan Sponsor aclmowledges and agrees that Delta shall have no responsibility or liability in connection with such Plan Document,Summary Plan Description or amendments,and that Delta shall be indemnified and held harmless against all claims,damages,liabilities,reasonable attorneys'fees and expenses in connection with any claim,action,suit,proceeding,settlement or compromise thereof,relating to such documents. 6.Confidential and Proprietary Information.Delta shall at all times maintain and protect the confidentiality ofPlan information and records,butshall provide with the Client's consent,to the extent permitted by applicable law,cooperation,information and service to other providers of services to the Plan.The Client aclmowledges that Delta's proprietary computer software, records,reports,forms,documents and business methods remain the sole property of Delta and may not be duplicated or disclosed in (lny manner. G:\AccountManagement\Admin Agreements\ClientAgreements Page2 DELTA A HEALTH SYSTEMS 7.Acknowledgment of Certain Responsibilities.The Client acknowledges that it is the Plan Administrator and the Plan Sponsor ofthe Plan.This provision may be disclosed byDelta in any communication,whether oral or written,including,without limitation,periodic .statements to the Plan Sponsor,the Plan Administrator or the Plan participants.The parties explicitly agree and affirm that the Plan Administrator is the fiduciary ofthe Plan and,to the extent permitted by law; Delta is not a fiduciary and has no fiduciary responsibility with respect to the Plan.The Plan Sponsor acknowledges that it has exclusive responsibility for the design and funding ofthe Plan, but acknowledges that it may not be amended during the term hereof except by statute or with prior notice to Delta (although Delta's consent to any amendment is not required). It is agreed that Delta does not have discretionary authority or discretionary control respecting management of the funds,payment or non-payment of claims or any other determination with respect to the Plan and the participants'rights in the Plan.To the extent discretion must be used in making any decision regarding a claim or an appeal of a denial,Delta shall refer the claim, together with its recommendation and any medical information needed to make a determination with respect to the claim,to the Plan Administrator,who shall have the sole authority to make discretionary decisions with respect to the Plan. 8.Prescription Drug Cards.In the event the Plan includes prescription drug benefits and participants in the Plan are issued cards in connection with those benefits,the Plan Administrator acknowledges and agrees that it is responsible for collecting such cards when a participant's coverage under the Plan terminates,that it is liable for any misuse of such cards following a participant's tennination and thatDelta has no liability in connection therewith. 9.Additional Payments to Claimants.The Plan Administrator may,by written notice to Delta signed by an executive officer ofthe Plan Administrator,instruct Delta to pay claims,which are not payable under the Plan based upon the Plan Documents,upon the condition that such instruction expressly releases Delta from any liability in connection therewith.The Plan Administrator hereby acknowledges that such payments will not qualifY for credit toward excess or stop loss insurance coverage,ifany, and,as such,are considered "outside"the Plan.The Plan Administrator assumes all legal requirements for such payments. 10.Self Funded Benefits;Insurance.The Plan is funded exclusively by Plan Sponsor and,if the Plan Sponsor so elects,participant contributions.Delta shall have no responsibility or liability for the adequacy or sufficiency offunds in the Plan.Bene;fits under the Plan are payable only if and to the extent any such funds are sufficient to pay related expenses.and/or insurance premiums required to maintain stop loss,excess or other related insurance in force.Upon payment ofthe premiums in connection therewith,there will be in effect stop loss or excess loss insurance.The parties acknowledge that it is the responsibility ofthe Plan Sponsor to determine ifsuch insurance coverage is needed,to obtain such insurance coverage,to determine the terms and conditions ofsuch coverage and to provide the funds needed to pay the premiums thereon. Delta agrees that it shall,as soon as practicable,inform the Plan Sponsor ofthe cancellation of, or reduction in the amount of,such insurance ifDelta is notified;but,the Plan Sponsor shall,at all times,remain responsible for providing funds sufficient to pay such insurance premiums as well as Plan benefits.The Plan Sponsor acknowledges that Delta may notifY Plan participants of the Plan Sponsor's inability to fund premiums due ifnot paid within thirty (30)days oftheir due date. G:\Account Management\Admin Agreements\Client Agreements Page 3 DELTA.4 HEALTH SYSTEMS 11.Broker Services.In the event the Plan Sponsor elects to utilize the services of a broker (the "Broker"),the Plan Sponsor agrees to defend,indemnifY and hold Delta harmless against all claims,damages,liabilities,reasonable attorneys'fees and expenses resulting from actions of,or services provided by,the Broker.The Plan Sponsor further agrees that,in the event stop loss, excess loss or similar insurance is obtained through the Broker,Delta shall be indemnified and held harmless against all claims,damages,liabilities,reasonable attorneys'fees and expenses in connection with any ciaim,action,suit,proceeding,settlement or compromise thereof,relating to such insurance.The Plan Sponsor acknowledges that Delta has no ownership or affiliation with the Broker. 12.Indemnification. a.By Delta.Delta agrees to defend,indemnifY,and hold the Client harmless against all claims,damages,liabilities,reasonable attorneys'fees and expensesreasonably incurred or imposed on it in connection with any claim,action,suit,proceeding,settlement or compromise thereofrelated to any breach ofthis Agreement by Delta or any negligent or other tortious or criminal conduct of Delta,its agents or employees.The right to be defended,indemnified and held harmless here1J11der shall extend to the employees of the Client,their heirs,personal representatives and assigns.Delta shall iminediately notifY the Client of any lawsuits or actions,or any threat thereof that may become known to Delta that might adversely affect any interest ofthe Client. b.By the Client.The Client agrees to defend,indemnifY,and hold Delta harmless against all claims,damages,liabilities,reasonable attorneys'fees and expenses reasonably incurred or imposed on it in connection with any claim,action,suit,proceeding, settlement or compromise thereof related to (a)any breach of this Agreement by the Client;(b)any negligent or other tortious or criminal conduct of the Client,its agents or employees;'(c)any claim for benefits under the Plan.The right to be defended, indemnified and held harmless hereunder shall extend to the employees of Delta,their heirs,personal representatives and assigns.The Client shall immediately notifY Delta of any lawsuits or actions,or any threat thereof that may become known to the Client that might adversely affect any interest ofDelta. 13.Dispute Resolution.Any dispute,which may arise between the parties as to the proper interpretation or application of this Agreement,shall be governed by the laws of the State of California.In the event any legal action or other proceeding shall be instituted with respect to a breach of any of the provisions of this Agreement and such a breach shall be held to have occurred,then the prevailing party shall be entitled to recover all expenses incurred.in connection with such action or proceeding,including reasonable attorneys'fees,through any appeal. 14.Term and Termination.The initial term ofthis Agreement shall be for two year(s),beginning on January 1,2008.This Agreement shall automatically renew for successive one-year terms unless otherwise terminated in accordance with this Agreement.Either party to this Agreement may terminate it by giving written notice thereof to the otherat least sixty (60)days prior to the end ofthe first year or any successive year ofthe Agreement.Such termination shall be effective on the last day of the initial term or any successive term.The provisions of Section 12 shall G:\AccountManagement\Admin Agreements\ClientAgreements Page 4 DELTA v"" HEALTH SYSTEMS survive the termination of this Agreement.Delta may resign without prior notice at any time,if the Plan Sponsor does not supply sufficient funds to pay approved claims,premiums or any fees within thirty (30)days ofnotice by Delta ofthe amount due. As of the date of its termination of this Agreement or of its resignation,as aforesaid;to administer the Plan,Delta will provide the Plan Administrator,or such agent designated in writing by the P~an Administrator,standard claims history information of not more than two years in the fonn ofa computer printout or electronic media.Delta shall not destroy or otherwise dispose of any Plan records in its possession or custody after the termination ofthis Agreement unless possession or custody is first offered to the Plan Administrator in writing. 15.Assignment.Neither party may assign its rights or obligations hereunder,except as specifically provided herein,without the prior written consent of the other.This Agreement shall not be construed-as granting any rights in favor of any persons other than the parties and their successors and permitted assigns. 16.Notices.All notices hereunder shall be in writing and delivered by hand,by U.S.first-class mail or by overnight delivery.Notices to Delta shall be directed to -it as follows: Leslie Hirschfield,VP,Consumer &Corporate Services Delta Health Systems Administrative Corporation 1234 West Oak Street P.O.Box 1147 Stockton,CA 95201 Notices to the Client shall be directed to it as follows: Otay Water District 2554 Sweetwater Springs Blvd Spring Valley,CA 91978 Either party may designate another address at any time by appropriate written notice to the other. 17;Entire Agreement;Modification.This Agreement represents the entire agreement between the parties relating to the subject matter hereof.No provision ofthis Agreement may be modified, except in writing,signed by the parties. 18.Controlling Law.This Agreement shall be governed by the laws of the State of California, without regard to its conflict oflaws provisions. 19.Binding Effect.This Agreement shall be binding upon the parties hereto and their successors and permitted assigns. G:\AccountManagement\Admin Agreements\Clicnt Agreements PageS I,'I~·l {I 11Ii[: I , f ·] HIi f,I DELTA 4 HEALTH SYSTEMS In Witness Whereof,the parties have caused this Agreement to be executed as ofthe date first above written. DATE:THE CLIENT BY~I'M~ Its Duly Authorized .lfCAmqh Resou rax NJOjh a.ffH Tax ill Number:tf5~20 l./Ci2 h1 DATE:DELTA HEALTH SYSTEMS .ADMINISTRATNE CORPORAnON ~~~¢M It's Duly uthonzed VP,Consumer and Corporate Services G:\Account Management\AdminAgreements\ClientAgreements Page 6 DELTA A HEALTH SYSTEMS ATTACHMENT "A" TO ADMINISTRATIVE AGREEMENT Duties and Responsibilities ofDelta Health Systems During the term ofthe Agreement,Delta agrees to perform the following service~: 1.Supplies.Provide all standard supplies necessary with respect to the Plan,including enrollment materials,claim forms and other related documents. 2.Plan Documents.Provide benefit booklets and standard documents to communicate the benefits available to participants in the Plan and to consult with them when necessary regarding the proper methods of submitting claims for benefits.Charges for such booklets,documents and consultation are set forth in Attachment "D.". 3.Communications Regarding Claims.Communicate in appropriate instances with physicians, hospitals and other persons.or institutions supplying medical or other services,in order to clarify or verify claims. 4.Claims Processing.Review,process and adjust claims,in accordance with the Plan Documents, which are incurred on or after the Effective Date ofthis Agreement and are received by Delta prior to the termination ofthis Agreement.This includes verifYing eligibility;checking for pre-existing conditions; coordinating benefits with other group plans,auto insurance coverage,workers'compensation and any other applicable benefit plans;applying contractual and reasonable and customary allowances to billed charges;applying deductibles and coinsurance;and,upon receipt of funds from the Plan Sponsor, sending explanations of benefits and non-assigned claim drafts (if any)to the employee and assigned claim drafts to the service providers.This may also involve review by physician and dental consultants and consulting attorneys.It is specifically agreed that Delta will not have the authority to make a detennination with respect to claims decisions requiring the use of discretion,which are addressed in Section 7 ofthe Agreement. In the event the Plan Administrator does not elect to enter into a run-out agreement with Delta with respect to claims received after the termination ofthis Agreement ("Run-Out Claims"),Delta shall have no responsibility with respect to Run-Out Claims.Insuch event,Delta shall either return any Run-Out Claims received to the providers or to the Plan Administrator,as shall be directed by the Plan Administrator in writing.In the event the Plan Administrator does not direct Delta as to return of the Run-Out Claims,Delta shall return them to the providers. 5.Claims Processing -Run-in Claims.(Initial here ~if this service is desired.)Review, evaluate and process claims,in accordance with the Plan Documents,which were incurred prior to the Effective Date of this Agreement and are received by Delta prior to the date set forth in Paragraph 4 above,except for decisions requiring the use of discretion,which are addressed in Section 7 of the Agreement. Attachment "A"to Administrative Agreement Page 1 DELTA A HEALTH SYSTEMS 6.Denials and Appeals.As required by the Plan Documents and applicable law,notify participants in the Plan or their assignees of(i)any denial oftheir claim and the right to appeal the denial and (ii)the decision on appeal.Delta shall review and provide recommendations on any appeals of denied claims,except for decisions requiring the use of discretion,which are addressed in Section 7 of the Agreement. 7.Excess Loss Claims.File requests for reimbursement for claims exceeding the stop loss or excess loss insurance attaclunent point to the insurance carrier and review such reimbursement.Provide such othernotices regarding claims as may be required by the carrier. 8.Monthly Reporting.Provide the Plan Sponsor and the Plan Administrator with a monthly check register and a monthly accounting of the self-funded claims activity,including the fund beginning balance,paid claims,deposits made and ending fund balance. 9.Premiums and Fees.Provide a monthlyinvoice to the Plan Sponsor for stop loss,excess loss or similar insurance premiums,administrative fees and any other agreed-upon premiums or fees.Remit applicable premiums and fees monthly to insurance carriers and other service providers.' 10.Cost Containment.Coordinate cost containment features to be included in the Plan.Fees for cost containment services for which the Plan AdminIstrator contracts with independent parties are in addition to the administrative fees set forth on Attachment "D". 11.COBRA Notices and Fees.(Initial here ~ifthis service is desired.)Notify participants of their rights under the Consolidated Omnibus Budget Reconciliation Act of 1985,as amended ("COBRA")upon notification of a qualifying event by the Plan Administrator or a participant;and collect and disburse premiums for COBRA participants. 12.HIPAA Administration.(Initial here ~if this service is desired.)Assist the Plan Administrator with its HIPAA administration,including (i)preparing certificates ofcreditable coverage; (ii)sending such certificates to individuals when they cease to be covered under the Plan,become covered under COBRA,cease COBRA coverage or request certificates within 24 months of termination ofcoverage;and (iii)providing information on categories ofbenefits upon request and upon payment of the costs ofsuch disclosure by the party requesting the information. 13.Delta Network Advantage.(Initial here ~if this service is desired.)Assist the Plan Administrator in negotiating facility charges for claims falling outside the primary PPO Network.Delta Health Systems will attempt to negotiate payment terms for all non-network facility claims,both in- patient and out patient services.All negotiations will be conducted via signed and dated contracts between providers and Delta Health Systems.Fees for this service will be based on a percentage of savings and outlined in Attaclunent D.This service is elective and if no election occurs,non-network facility claims will be paid in accordance with Plan Administrator's benefit structure. Attachment "A"to Administrative Agreement Pagc2 DELTA 4 HEALTH SYSTEMS 14.Forms 1099.Issue Forms 1099 for providers ofservices,as required. 15.ERISA Required Filings.Provide data to the Plan Sponsor and the Plan Administrator for filing documents with governmental agencies as required under ERISA. 16.State Surcharge Filiugs.File reports with the State of New York HeRA and State of Massachusetts. 17.Other Services.Perform such additional ministerial services with respect to the administration of the Plan as may be agreed to by the parties from time to time during the term of this Agreement. Attachment "A"to Administrative Agreement Page 3 DELTA~ HEALTH SYSTEMS ATTACHMENT"B" TO ADMINISTRATIVE AGREEMENT Duties and Responsibilities of the Plan Sponsor During the term ofthis Agreement,the Plan Sponsor shall: 1.Establishment and Amendment of the Plan.Have exclusive authority to establish,amend and terminate the Plan,including the determination ofbenefits offered under,and eligibility to participate in, the Plan. 2.Documentation.Have final authority and responsibility with respect to all Plan Documents, including the initial documentation and any amendments thereof,and provide Delta with executed copies thereof. 3.Funding.Have the responsibility to provide funds for payment of benefit Claims under the Plan. It is expressly acknowledged.that Delta has no responsibility or liability for the adequacy offunds in the Plan and that claims will be paid by Delta only to the extent of funds made available to it by the Plan Sponsor. The Plan Sponsor will provide funds to cover its responsibilities under this Agreement through wire transfer or such other method of funding as the Plan Sponsor,in its sole discretion,may.from time to time select,including,but not limited to,the maintenance of a zero balance bank account.Any funds provided by the Plan Sponsor shall,to the fullest extent permitted by law,remain the exclusive property ofthe Plan Sponsor,and the Plan shall have no interest,beneficial or otherwise,in those funds. In the event the Plan Sponsor fails to provide funds for payment of claims within thirty (30)days of receipt of notice of liability from Delta.Delta will notify Plan participants ofthe Plan Sponsor's inability to fund processed claims. In the event that a delay in funding by the Plan Sponsor causes any discounts to be no longer available, the Plan Sponsor agrees that Delta shall have no liability with respect thereto and that Delta shall be indemnified and held harmless against all claims,damages,liabilities,reasonable attorneys'fees and expenses in connection with any claim,.action,suit,proceeding,settlement or compromise thereof, relating to such lost or rescinded discounts. 4.Excess Loss Insurance.Determine if excess loss insurance coverage is needed,obtain such insurance coverage,determine the terms and conditions ofsuch coverage and provide the funds needed to pay thepremiums thereon;and advise Delta promptly upon acquisition of any new or different insurance contract or adjustment in the premium rate or other changes in the Client's organization which might affect the status ofthe Plan. Attachment"B"to AdministrativeAgreement Page I l. ·1 { DELTA A HEALTH SYSTEMS 5.Notice ofChanges and Amendments.Provide Delta with prior notice regarding any changes in its procedures or amendments to the Plan Documents in order to allow Delta sufficient time to implement such changes or amendments. 6.Payment of Fees,Printing Costs and Plan Expenses.Pay to Delta the administrative fees set forth on Attachment liD,"when due.Except as otherwise provided iIi this Agreement,the Plan Sponsor shall be solely responsible for all costs and expenses incurred in providing benefits under the Plan, including,but not limited to,.all costs for professional services contracted for in connection with the administration ofthe Plan. Attachment "B"to Administrative Agreement Page 2 DELTA~4. HEALTH SYSTEMS ~ATTACHMENT "C" TO ADMINISTRATIVE AGREEMENT Duties and Responsibilities ofthe Plan Administrator During the tenn ofthis Agreement,the Plan Administrator shall: 1.Eligibility and Enrollment.No later than the 5th of each month,supply Delta with all infonnation required with respect to employees and dependents eligible to participate in the ·Plan and who are enrolled in the Plan.Provide Delta weekly notification changes occurring thereafter with respect to the eligibility status of all Plan participants.Funding for such eligibility premiums will be provided no later then the 15th of each month or a 1.5%late fee will apply towards the Delta Health Systems administrative fee. 2.COBRA Qualifying Events.Advise Delta promptly ofa COBRA qualifying event. 3.COBRA Initial Notices.Provide all initial notices required by COBRA. 4.Additional Information.Provide Delta with such additional infonnation with respect to matters incidental to the Plan as may be requested byDelta. 5.Final Authority.Have final authority with respect to all claims detenninations and operations of the Plan. 6.Compliance with Laws.Be responsible for compliance with applicable state and federal laws. Attachment "e"to Administrative Agreement Page 1 DELTA~ HEALTH SYSTEMS ATTACHMENT "D" TO ADMINISTRATIVE AGREEMENT Fees January 1,2008 During the term of this Agreement,the Plan Sponsor (Otay Water District)agrees to pay monthly fees in accordance with the following schedule: Dental Claims Administration: Per Employee Per Month $3.75 This rate includes the following services from Delta:Web-site access to Claims,Eligibility and Benefits;On- line monthly reports and ad hoc reporting;My ePhit for employee only;Eligibility and premium collection and reporting for Dental and all lines ofcoverage.·. Note:Separate administrative fees may be implemented based on future discussion ofplan coverage options that do not include dental coverage.Fees for stand alone coverage options such as medical only, dental/vision,dental and vision only or fully insured may be imposed. COBRAIIDPAA Administration: Per Employee Per Month $1.00 This rate includes the following services fromDelta:COBRA administration and HlPAA certificates for Dental,Medical and FSA. One Time Set Up Fee This rate includes the following services from Delta:Includes initialID cards. Community Dental Network (First Health) This rate includes access to the Community Dental Network ofproviders. $3,500.00 $1.61 The administrative fees shall be payable by the first ofeach month and are guaranteed bythe Delta Health Systems until December 31,2008.The administrative services provided by Delta are set forth on Attachment "A."Delta agrees to provide the Plan Sponsor with sixty (60)days'prior written notice in the event ofDelta's adjustment ofits fees. Interest earned,if any,on funds deposited in Delta's trust account shallaccrue to Delta to help to offset banking {fees.The parties acknowledge that Delta must disclose to the Plan Sponsor and obtain specific approval of these and any other fees derived by Delta that may receive administrative fees from various vendors who supplyservices to the Plan to cover Delta's administrative expenses in facilitating the vendors'services. In addition to Delta's monthly administrative fee,the following service fees may be included: Attachment "D"to AdministrativeAgreement Page 1 DELTA A HEALTH SYSTEMS Plan Documents:Preparation of plan documents and amendment drafting is $95 per hour.If DHS is asked to have the documents printed for distribution,all printing charges will be passed on to the Plan. ill Cards:Black and white plastic ill cards will be provided at $1.50 per card and a $1.75 per color card.There will be an additional fee of$500 for any modifications made to the original plastic ill card by request ofthe client. Charges may vary upon each request and will be provided to you for approval prior to printing. Data Mart Reporting Services:Standard On~line reports are available at no extra charge. Customized Data Analysis (including specialized reports):5 hours per calendar quarter at no charge. Additional hours will be charged based upon staff level required to complete the task.·· 5500s:Form 5500 preparation will be provided upon request at $350 per document. Notice of change in rates:Delta will provide Employer sixty (60)days advance notice ofany Delta fee increases beyond the initial tenn ofthe agreement. Employee Benefit Fairs and/or Customer Service Site Visits:A Delta representative will be available for a maximum of 16 hours per year at no charge.Additional hours will be charged at $75 per hour.Travel expenses will be the responsibility ofDelta Health Systems. Customized Mailings:Printing and mailing costs will be passed on to the Plan.Labor necessary to complete the task will be charged.at $50 per hour.. Vendor Fees:Vendor pass-through fees are subject to annual adjustment.. Banking Fees:Client shall be responsible for all banking fees. Run-in Fees:Run in claims incurred prior to January 1,2008 will be processed for a fee of$10.00 per claim. Consultants'Fees:Fees of medical and dental consultants and any consulting attorneys will be passed on to the Plan,at Delta's cost. Auditors:5 hours for responding to internal auditors'requests are included at no charge and then $75 per hour thereafter.Delta will not charge the Plan Sponsor to assist with outside Auditors requests. Setup Fee.For initial Plan start-up,the Plan Sponsor shall pay a non-refundable fee of $15,000.00 for expenses incurred by Delta. Reprocessing Fee.ill the event a retroactive amendment results in the need to reprocess claims,the Plan Sponsor agrees to pay Delta's expenses in performing that service. Other Expenses.For any other expenses incurred by Delta in connection with administration ofthe Plan,Delta agrees to bill such expenses,limited to the actual amount of cost to Delta,and agrees to allow the Plan Sponsor access to records ofsaid costs and provided that such expenses are approved by the Plan Sponsor in advance. Attachment "D"to AdministrativeAgreement Page2 DELTA \1' HEALTH SYSTEMS Subrogation.For expenses incurred by Delta in connection with recovery of Plan assets through a Plan subrogation provision,Delta shall be compensated at the rate of20%ofthea111ount recovered.Ifthe Plan Sponsor chooses to utilize the services of an outside subrogation vendor,the Plan Sponsor agrees to pay Delta a fee of$45 per hour ofla.bor necessary to retrieve documentation requested by the vendor. Out of Network Repricing Services.Plan Sponsor agrees to reimburse Delta or Delta's selected third party vendor (s)for negotiating discounts offbilled charges from out ofnetworkproviders,equal to 25%ofsavings. Claims that fall outside of both layers of PPO networks will be considered for Delta Network Advantage fee negotiations.Delta Network Advantage will attempt tonegotia.te terms for all non-network (inpatient Or outpatient)facility claims.AU negotiations will be conducted via signed and dated contracts.The Delta fee for these services is 20%ofthe savings. Late Fee.There will be a 1.5%late fee imposed on any invoice and/or billing statement ifpayment is not received within IS-days from the date oftheinvoiceand/orbilling statement. Translation:Translationservices needed for claims processing will bebilled at cost. DATE: DATE: Attachment "D"to Administrative Agreement Page 3 THE CLIENT By:~~Jt~~~~ Its DUly Authorized -flwwttn Re50lArces MOhIt50Y' TaxID Number:~f' DELTA HEALTH SYSTEMS ADMINISTRATIVE CORPORATION By:/. /' It'sDuly Authorized yp,Consumer and Corporate Services stAFF REPORT AGENDA ITEM 7c TYPE MEETING:Regular Board SUBMITTED BY:Mark Watton,General Manager APPROVED BY: MEETING DATE: W.O.lG.F.NO: October 7,2009 DIV.NO.All SUBJECT:Change of Governance for the Water Conservation Garden GENERAL MANAGER'S RECOMMENDATION: That the Board of Directors approve the transition of the governance of the Water Conservation Garden (Garden)as outlined below. PURPOSE: The purpose of the proposed change in governance of the Water Conservation Garden is to bring about a new model of governance that combines the benefits of financial stability and support from its member agencies,while allowing the Garden to operate more autonomously under the Friends of the Water Conservation Garden (FOWCG),a more traditional nonprofit organization. The Garden will remain as a nonprofit organization and will continue to provide valuable water conservation training,education,and physical demonstration needed by the water agencies throughout the region while being allowed to operate under the direction of a board of directors with the sole purpose of advancing water conservation. Members of the Conservation Garden Authority (JPA)funded the construction of the Garden and continue to fund a majority of its operational costs.Future long-term financial support of the Garden by members of the JPA under this new model provides valuable water conservation programs and will continue to utilize the facilities constructed at the Garden as intended by its founders. COMMITTEE ACTION: See Attachment A BACKGROUND Currently,the operation of the Garden is managed within a Joint Powers Authority (JPA)consisting of the Otay Water District,Helix Water District,San Diego County Water Authority,City of San Diego, Sweetwater Authority (Water Agencies)and Cuyamaca College.Otay Water District and Helix Water District provided approximately $2 million each to construct the Garden on land donated by Cuyamaca College.To fund the annual operation of the Garden,the Water Agencies provide various levels of financial support.Financial support for the Garden is also obtained by the "Garden Partners" program,grants,gifts,memberships,sponsorships,and donations. The JPA Board of Directors (Board)is completing a strategic plan that has focused on the governance of the Garden and is exploring alternatives to the current JPA model.The proposed model would transition the governance and operation of the Garden to the FOWCG,a seperate nonprofit entity.Long-term funding for the Garden is expected to continue in part from the Water Agencies in the JPA,but the day-to-day operation of the Garden would be the responsibility of the FOWCG,beginning January 1,2011. The JPA and the Nonprofit would enter into a facilities use agreement to define roles and responsibilities with specific performance standards detailed.The ownership of the Garden remains with the JPA,and the Garden will be operated by the Nonprofit FOWCG. Financial support and transition details will be identified in the facilities use agreement.The belief is that the Nonprofit will be better able to raise additional funds for the operation and capital needs beyond reliance on its JPA members. To better understand the components of the transition plan,the following framework elements are proposed. Calendar The following draft calendar would outline the major milestones and events in the framework plan: , I II I 10/2009 10/2009 -12/2010 1/2011 Completion and approval of the Garden's Strategic Plan. Facilities use agreement between the JPA and the FOWCG is prepared and approved.The FOWCG will recruit for additional board members and hire a development director exclusively for fundraising. The JPA continues to operate the Garden The FOWCG assumes all management responsibilities of the Garden including maintenance,education, outreach,and development.The JPA reduces the number of positions on the Board.The Nonprofit controls the majority of new Board's positions. Funding is defined in the facilities use agreement. The FOWCG and the JPA determine the appropriate 2 level of long-term financial support by JPA members and amends the facilities use agreement as necessary. Governance Transition I , ~~.!i[: '!,I, 10/2009-12/2010 The JPA finalizes and executes the facilities use agreement with the FOWCG. 1/2011-FOWCG begins operating the Garden. of Directors includes up to fifteen consisting of the following: The FOWCG Board members •Three members of JPA. •Up to twelve board members from the FOWCG,with at least a total of four FOWCG members to function. •For the first year,the officers on the Nonprofit Board will be comprised of a JPA member as president,a JPA member treasurer,a Nonprofit board member as vice president,and a Nonprofit board member as secretary. staffing Transition •The current positions remain funded at existing levels. •The Development Director position will be a contract employee. •The San Diego County Water Authority would provide funds for a contract Development Director during the transition period.This person would report to the Garden's Executive Director.An Oversight Committee composed of the General Manager of the Helix Water District,the Otay Water District,and the Sweetwater Authority,as well as the Conservation Executive of the County Water Authority,would work with the Executive Director to monitor the Development Director's progress towards specific funding goals. •In addition,any contract clerical support will be funded within the line item for the development director. •On January 1,2011,the FOWCG will officially assume responsibilities and expenses associated with the CWA lead agency role for the Garden employees. JPA Funding Plan during the Transition Period (Budget Elements for Revenue Contributions 1/10-6/11) •Basic Operational Funding -JPA members will provide basic funding for the second half of FY 2009-2010 at current budget levels.Otay's share in FY 2009-2010 is $78,750,plus $7,750 In supplemental funding it agreed to provide to the Garden as 3 "bridge funding",approved at the 9/2/2009 Otay Board of Directors meeting. •JPA members commit to funding for FY 2010-2011 at 5%over FY 2009-2010. •Supplemental Funding (additional funding over the basic operational funding) o San Diego County Water Authority (CWA)-$93,000 over eighteen months (A total of $246,000 including the development director.) o Non CWA JPA members -$93,000 over eighteen months (Otay's share will be $7,750 for FY 2010 and $7,750 for FY 2011.) •Development Director -Funded by CWA at $153,000 over eighteen months as a contract employee including clerical support.Office space will be provided at the Helix Water District for eighteen months. •Formation Costs -Funded by JPA Reserves. •JPA Reserves -Remain with and under the control of the JPA until 7/1/2011. •Long-term funding by the JPA for the Garden after 7/1/2011 will be determined during the transition period and incorporated in the facilities use agreement. FISCAL IMPACT: Funding for $7,750 this fiscal year to help provide "bridge"funding during the transition period was approved at the Board of Directors meeting on September 2,2009. LEGAL IMPACT: None. General Manager Attachments Attachment A -Committee Action Report 4 ATTACHMENT A SUBJECTIPROJECT:Change of Governance for the Water Conservation Garden COMMITTEE ACTION: The Finance,Administration and Communications Committee reviewed this item at its meeting held on September 14,2009 and the following comments were made: • • • • • Staff had presented at last months committee meeting a request to provide the Water Conservation Garden (Garden)an additional $7,500 in funding for this fiscal year.The committee supported providing the additional funding and the District's Board of Directors formally approved the funding at their September 2 board meeting. Staff also shared last month that the Garden was exploring a new form of governance and would be proposing that governance of the Garden be transitioned to the non-profit 501(c)3 organization (Friends of the Water Conservation Garden [FOWCG]).The Garden approved this new form of governance at their last board meeting.It was noted that CWA,at this time,still needs to approve the governance change. Last month a longer transition of the management of the Garden was discussed.At that time,it was proposed that the non- profit would assume all management responsibilities of the Garden by June 2011.The transition date proposed today is January 2011.However,the FOWCG Board will have an extra year to add members. The transition to a non-profit organization would allow the Garden to operate more as a traditional non-profit organization,allowing them to focus more on fundraising. CWA has designated funding for a Development Director who will focus on fundraising for the Garden. 5 •There was discussion for staff to encourage contractors doing business with the District to support and promote visitation to the Garden. •Staff indicated that the intent of this action would be to approve transitioning the Garden to a non-profit 501(c)3 organization and the hiring of a Development Director. The committee supported staffs'recommendation and presentation to the full board on the consent calendar. 6 Governance Restructuring Plan For the Water Conservation Garden 9-14-09 Purpose The purpose of the for the Governance Restructuring Plan for the Water Conservation Garden is to detail a new model of governance for the Garden which combines the benefits of financial stability and support from the current Joint Powers Authority water agencies while providing for the flexibility! continuity,and fundraising potential of a traditional nonprofit board.The Garden will continue to provide the valuable water conservation training,education,and physical demonstration needed by water agencies throughout the region.In return,it is expected that strong working partnerships and financial relationships between the Garden and water agencies will continue indefinitely into the future. Background: Currently the operation of the Garden is managed by a Joint Powers Authority consisting of Otay Water District,Helix Water District,San Diego County Water Authority,City of San Diego,Sweetwater Authority and Cuyamaca College.Otay Water District and Helix Water District provided approximately $2 million each to construct the Garden on land donated by Cuyamaca College.To fund the annual operation of the Garden the Water Agencies provide various levels of financial support.Financial support for the Garden is also obtained through individual,agency,and corporate memberships,sponsorships,donations,grants, class fees,event income,facility rental,and gift shop income. At the September 9,2009 Water Conservation Garden Authority Board meeting, the Board approved the concept of a new form of governance,to go into effect in January,2011. Overview: •The Joint Powers Authority (JPA)would continue to exist. •The JPA's lease with the Grossmont-Cuyamaca Community College District for the Garden's land would continue to be in effect. •The JPA would contract with Friends of the Water Conservation Garden (FOWCG),an existing tax-exempt charitable organization,to operate the Garden.The Friends would be tasked with providing water conservation demonstration and education activities. •JPA agencies would provide supplemental funding for the transition period,through June 30,2011.The retail agencies would contribute a total of $30,000 in addition to current funding in FY 2009-2010,and the Water Authority would contribute an additional $30,000 in operating funds. •In FY 2010-2011,the retail agencies would contribute $63,000 in additional operating funds,and the Water Authority would contribute $63,000 in additional operating funds.There would also be a 5%cost of living increase in each agency's regular annual contribution. •It is anticipated that JPA agencies would continue to fund the Garden after this period,as long as FOWGC provides water conservation demonstration and education programs that meet the agencies'needs. •The San Diego County Water Authority would provide funds for a contract Development Director during the transition period.This person would report to the Executive Director.An Oversight Committee composed of the General Manager of the Helix Water District,the Otay Water District,and the Sweetwater Authority,as well as the Conservation Executive of the County Water Authority,would work with the Executive Director to monitor the Development Director's progress towards specific funding goals. •Formation costs of the new entity will be funded by JPA reserves. •An agreement will be made between the JPA and FOWCG to begin operCilting the Garden in January 2011. •The current JPA will continue to operate the Garden throughout calendar year 2010. •By calendar year 2011,the JPA will be represented by three members on the FOWCG Board,chosen by the JPA representatives.There will be at least four and no more than 12 other board members. •Garden staff will become employees of FOWCG by 1/11. •FOWCG will assume the responsibilities and expenses associated with the CWA lead agency role by 1/11,including insurance,human resources, and payroll responsibilities. Conclusion: The Water Conservation Garden Authority believes that the above elements of governance restructuring will strengthen the Garden's ability to perform its mission,"promoting water conservation in the southern California landscape through excellent programs and exhibits that educate and inform the public"well into the next decades. AGENDA ITEM 7d STAFF REPORT TYPE MEETING:Regular Board MEETING DATE:October 7,2009 SUBMITTED BY: APPROVED BY: (Chief) APPROVED BY: (Ass!.GM): SUBJECT: Frank Anderson,Utility W.O.lG.F.NO:DIV.NO.All Services Manager 11 ~ Pedro Porras,.f I~ Chief,Water operatl~ Manny Magana;=7f'~./A-;:.A. Assistant General Ma1 ger,Engineering &Operations Approval to Purchase Additional ~n -2 n AMR Meters through Master Meter,Inc. GENERAL MANAGER'S RECOMMENDATION: That the Board authorize the General Manager to: 1.Purchase an additional 17,414 ~n through 2 n (small)radio- read (AMR)meters,needed to complete the District's AMR meter retrofit program,from Master Meter,Inc.through the Master Meter,Inc.Agreement approved by the Board on December 7,2005,and 2.Purchase small AMR meters required for new installs and change-outs on an as-needed basis through the Master Meter, Inc.Agreement approved by the Board on December 7,2005. COMMITTEE ACTION: See Attachment "An PURPOSE: To obtain Board authorization to purchase from master Meter, Inc.the remaining AMR meters needed to complete the District's retrofitting program,scheduled for completion through FY 2014 and purchase additional Master Meter,Inc.on an as-needed basis to meet District's additional small meter needs through FY 2014 utilizing the Master Meter Agreement authorized by the Board on December 7,2005. If approved,purchase of AMR meters will be on an annual as- needed basis dependent upon AMR retrofit progress and the routes'needs-Additional meters required for new installation and change-outs will also be purchased on an annual basis. Retrofit AMR meter purchases will be funded from CIP 2458 and funding and new meter purchase funds will be customer generated and charged to the Meter Maintenance Annual Operating Budget. ANALYSIS: On December 7,2005 the Board authorized the General Manager to enter into a ten-year agreement for the purchase of 11,500 AMRs. The agreement set the terms and conditions for purchasing AMRs from Master Meter,Inc.and authorized the purchase of 11,500 meters during the first three years of the agreement for initial scheduled AMR meter retrofits. On December 6,2006 the Board authorized the purchase of an additional 17,000 meters for the change-out of the failing RAMAR units. Consequently,the total number of :J..;j"through 2"meters authorized for purchase using the Master Meter,Inc.Agreement is 28,500.As of this date,the District has purchased 23,685 AMRs with the remaining 4,815 already committed to be purchased. Currently we are on schedule with the number of change outs. It is expected that during the next five years the District will require an additional 17,414 small meters to complete the AMR meter retrofit program. The purchasing of meters for new installations will be performed separately,on an annual as-needed basis,determined from yearly estimated expected growth and meter sales projections. To date,Master Meter,Inc.AMR meters continue to be a reliable and sustainable product and are meeting the District's needs FISCAL IMPACT // The purchase of the meters for new meter installations will be charged against the Meter Maintenance Annual Operating Budget, 2 which will be off-set by the meter fees paid by new customers. The purchase of new meters will take place only on an as-needed basis to meet customer demand. It is estimated that the cost to purchase the proposed 17,414 AMR retrofit program meters will be $2,991,208.40 to be charged against the AMR/Manual Meter Replacement CIP 2458.The annual purchase of these meters is dependant upon the schedule of replacements projected from FY 2010 to FY 2014.As a condition of the Master Meter,Inc.agreement,the per-meter cost is based on a defined discount of Master Meter,Inc's published standard price schedule.To date,Master Meter,Inc.has not made any adjustments to this schedule. The total budget for the AMR/Manual Meter Replacement CIP 2458 is $10,477,000.Current expenditures and encumbrances for the CIP,including the meters purchased under this request ~f approved,are $6,324,786. Costs include contract retrofit for three-quarter-inch and one- inch meters,angle meter stops,ball valves and meter boxes,and in~house labor for retrofit of meters larger than one-inch. Expenditure Summary: AMR/Meter Replacement eIP 2458 Budget:$10,447,000 Expenditures and Encumbrances to Date:$3,333,578 Proposed Meter Purchases:$2,991,208 Total Expenditures and Encumbrances:$6,324,786 Projected Balance of AMR/Meter Replacement $4,122,214eIP2458Budget: STRATEGIC GOAL: Implementation of the AMR program per schedule. LEGAL IMPACT: None 3 General Manager Attachment "A"Committee Action QA/QC approval: Name<=~~Date:9-n-;JooC{, 4 ATTACHMENT A Approval to Purchase Additional Master Meters through SUBJECTIPROJECT:Master Meter,Inc. COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff indicated that on December 7,2005,the Board approved the Master Meter,Inc.Agreement for the District'i AMR meter retrofit program.To complete the final stage of the program by FY 2014,staff recommends that the Board authorize the General Manager to purchase the remaining 17,414 ~"-2"(small)radio- read AMR meters through Master Meter,Inc.In addition,staff is requesting authorization to purchase small AMR meters on an as-needed basis for new installs and change-outs through the Master Meter,Inc.agreement. •The Committee inquired about staff's satisfaction with the AMR meters provided by Master Meter,Inc.Staff indicated that the AMR meters continue to be a reliable and sustainable product and are meeting the District's needs. •The Committee inquired if District staff plans to re-evaluate the program and consider other alternatives.Staff is currently evaluating alternative technology,which may include other fixed based meter reading technology,that may prove to be more cost effective.Staff plans to pilot test any new technology before implementation.Staff also noted that Padre Dam Municipal Water District is currently pilot testing the "Datamatic Fixed Base Unit"and plans to follow their progress. •The Committee requested that District staff provide the Board with an update when staff is moving to the new technology and updates on Padre Dam MWD's program. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. ATTACHMENT B Execution/Board Version AGREEMENT BETWEEN THE OTAY WATER DISTRICT AND MASTER METER,INC,TO PROVIDE FOR THE PURCHASE,SALE AND WARRANTY OF CERTAIN WATER METERS This Agreement (the "Agreement")is made and entered into by and between the Otay Water District ("District"),a municipal water district,formed and existing pursuant to the provisions of the Municipal Water District Law of 1911,commencing with Section 71000 of the Water Code of the State of California,as amended,and Master Meter,Inc.,a corporation organized,existing and in good standing urider the laws of the State of Texas ("Seller"and together with District,the "Parties"),to provide tenus and conditions pursuant to which District agrees to purchase,install and operate and Seller agrees to sdl,repair,replace and warrant certain radio transmitter read water meters,all as provided herein.This Agreement shall be dated and effective as of the date it is approved by the Board of Directors of District,as indicated on the signature page hereof and on District records (the "Effective Date"). WITNESSETH WHEREAS,District desires to establish a working automated meter reader program and has been searching for a company that produces reliable radio transmitter read water meters toautomatf< as many of its meter reading routes as deemed advisable by District;and WHEREAS,Seller is in the business of manufacturing,or causing to be manufactured,to its own standard and specifications radio transmitter read water meters capable oftransmitting data to a receiver connected to either a laptop computer or handheld devices;and WHEREAS,Seller represents that it causes its meters to be manufactured to all applicable AWWA and CaliforniaProposition 65 standards;and WHEREAS,Seller has agreed to sell and deliver to District 6,500 Dialog 3G-DS radio transmitter read water meters,as set forth in Exhibit A attached hereto (the "Scheduled AMR Water Meters"),under the terms and conditions set forth in this Agreement;and WHEREAS,if the Scheduled AMR Water Meters prove as accurate as anticipated by District and if other conditions set forth herein are met,District will also purchase from Seller additional radio transmitter read water meters of similar design,specification and function to the Scheduled·AMR Water Meters,as set forth in ExhibitB attached hereto (the "Additional AMR Water Meters"·and together with the Scheduled AMR Water Meters,the "AMR Meters");and WHEREAS,if the Scheduled AMR Water Meters prove satisfactory to District,District will order at least 5,000 Additional AMR Water Meters pursuant to one or more purchase orders to be delivered over a period of not less than twenty-four (24)months in accordance with a schedule to be agreed upon by the Parties;and WHEREAS,Seller has represented to District that it has the right,tille and interest in and io the AMR Meters and all related software and equipment,inclUding the transmitter componerit ofthe Prior Meters (as defined below)and the AMR Meters (collectively,the "Transmitters")that transmit the data in the manner required to automate the reading of the water meters,and including the .authority to sell,warrant,repair,replace or otherwise provide the same to District;and WHEREAS,in connection with the purchase of AMR Meters by District,Seller will provide a twenty (20)year warranty to Disuict to cover each and every Tnlnsmitter purchased by District from Seller and will also provide its standard warranty to cover all other pans of the AMR Meters purchased by District from Seller;and WHEREAS,prior to the execution of this Agreement,District has purchased approximately 3,600 narrow band automated meter reader water meters from Seller (the "Prior Meters"),most of which have been installed and all of which are intended by the Parties to be covered under similar tenus as the AMR Meters and Transmitters;and WHEREAS,Seller's warranty will cover the cost of repair or replacement of the Transmitters,the AMR Meters and the Prior Meters,including the cost of mao.ufacturing or acquiring any parts needed to repair or replace said Transmitters and meters,to the extent further described in the warrao.ties attached hereto as Exhibit D,each as hereafter extended or increased by Seller (collectively,the "Warranty");and WHEREAS,the warranty period for the AMR Meters and the Transmitters will commence from the date that is sixty (60)calendar days from the date each AMR Meter and/Qr Transmitter.as applicable,is shipped to District and,with respect to any AMR Meters that arrive in damaged condition,District will cooperate with Seller in the filing of any required damaged claims~and WHEREAS,Seller has provided District a warranty letter extending the coverage described in the Warranty to the Prior Meters and Seller and District agree that,with respect to each of the Prior Meters the warranty coverage will he retroactive,commencing on the date each Prior Meter was shipped by Seller to District~and WHEREAS,Seller and District agree that District shall be responsible for the initial installation of all meters purchased from Seller;and WHEREAS,Seller has provided initial training to designated District staff and will provide any additional training in the proper use,confIguration,handling and/or in.staUation of its AMR Meters,as from time to time required by District and agreed to by the Parti~s at a rate of $850.00 per day,inclusive of transportation and other administrati~e costs incurred by Seller; and WHEREAS,Seller and District have agreed that Seller shall provide technical support to District on an ongoing basis and that during regular business hours Seller will respond to inquiries from District within a period of time not to exceed four (4)hours from the time a question .concerning the perlormance of any AMR Meters,Prior Meters,Transmitters or any related parts of said meters supplied by Seller is tendered to the Seller,provided that District shall have performed troubleshooting procedures as set forth in the.troubleshooting guide provided by Seller and attached hereto as Exhibit E;and WHEREAS,in connection with all software Seller recommends that District acquire from Sellers subsidiary,GreenTree,to be used in connection with the AMR Meters and/or Transmitters, Seller has informed Disuict that software support is available for one year from date of purchase as part of the purchase,and,after the one year,under a support contract if one is executed~and WHEREAS,Seller and District believe that.it is in their respective best interest to enter into this Agreement for the purposes specified herei!:!. NOW,THEREFORE,for good and valuable consideration,receipt and sufficiency of which is hereby acknowledged,District and Seller agree as follows: ( I';p ',' I,.: SD 114844·9622·6304 v4 2 Execution/Board Version 1.Incorporation ofRecitals The recitals above are accurate and true to the best of the understanding of the Parties and are incorporated herein by reference as if fully set forth herein. II.Scope ofUse -Right to Protocols Upon receipt or replacement of any AMR Meters and any related hardware provided by Seller during the term of this Agreement,District is hereby authorized to use all the aforementioned for all legal purposes of District.Seller grants to District all right,title and interest necessary for District to use the AMR Meters and/or calise the transmitter component of the AMR Meters to be constructed and installed in the meters. A.Technologv Escrow.On or prior to ninety (90)calendar days of the execution of this Agreement by District,Seller shall place the protocols (including all technology,technical information,and intellectual property that is necessary and vital)for the manufacturing of the AMR Meters into a technology escrow,in form and substance acceptable to District..The technology escrow may,at District's request,be opened with DIstrict's general counsel office or with District provided that the reassurances as to the storage,handling and confidentiality of the information so escrowed shall be acceptable to Seller. B.Survival.The rights granted hereunder and under the escrow described above shall survive the termination or expiration of this Agreement as well as any event of bankruptcy, reorganization or transfer of assets of Seller or other similar events and shall remain in effect for as l(jng as District owns and operates any AMR Meters purchased hereunder. C.Integration.Proper protocols or codes and other relevant information shall be made available by Seller as needed to support any integration with another meter or hardware manufacturer.Seller will be compensated at its normal travel and/or programming charges,as appropriate,to·support integration;provided that any software data for a new billing system provider will be supplied at no cost,except any bridge programming which shall be compensated at the normal programming rate. Ill.Term This Agreement shall be for the term of ten (10)years'hum the Effective Date (the "Initial Term"),unless extended by the Parties or unless earlier terminated as set forth herein;provided that any warranty,license,indemnity or insurance given by Seller hereunder shall continue in effect during the term specified ill connection therewith,or as required in connection with District's ownership and operation of the AMR Meters or the Prior Meters,as applicable. A.Extension Terms.This Agreement may be extended for three additional two-year terms,or one additional six year term (each an "Extension Term"),upon request of the District and agreement by Seller.On a date that is at least sixty (60)calendar days prior to the expiration of the Initial Tenn,District will give notice to Seller of its intent to extend this Agreement either for one two-year term or for one six year term.IfDistrict opts to extend for only two years,then,prior to the expiration of the first two-year term or second two year term,as applicable,District will give notice to Seller if it desires to extend for an additional two year tern\. SD #4844-9622-6304 v4 3 Execulion/Board Version ..,..-.-.. B.Tenn.As used herein,-the defined term "Term"refers to the period of time during which this Agreement is in effect,including the Initial Tenn and any Extension Terms. IV.Purchase;Price and Payment A.Orders.The Scheduled AMR Water Meters will be delivered by Seller as set faIth on Exhibit A.In connection with the purchase of any Additional AMR Water Meters,District will contact Seller via facsimile,electronic communication or as otherwise requested by Seller to specify the quantity of Additional AMR Water Meters being purchased and to agree on the delivery schedule on a per order basis. 1.Special Order.On a date that is within twelve (12)ca:lendar months of the Effective Date.if the Scheduled AMR Water Meters have proved satisfactory,District agrees to place an order for not less than 5,000 Additional AMR Water Meters (the "Special Order")to be delivered to District based on an agreed-upon schedule not to exceed twenty- four (24) calendar months from the date this Special Order is placed.The price per meter shall be calculated pursuant to the price schedule in effect at the time of each shipment made by Seller pursuant to this Special Order. 2.Obligation to Buv.The obligation of District to purchase the Scheduled AMRMeters,Special Order meters or any other meters or parts shall be void and non- enforceable,and this Agreement may be terminated by District effective immediately,if it becomes unlawful for District to order,purchase,use or install any such meters or parts thereof. B.Price.For the purchase of the Scheduled AMR Water Meters the District will pay the price per meter specified in Exhibit A.For the purchase ofany Additional AMR Water Meters described in Exhibit B,or subsequent or improved series or versions of 3G-DS meters or other similar or improved technology meters purchased by District hereunder,the Parties agree that the price per meter shall be calculated as set forth in Exhibit C attached hereto,as from time to time amended or revised in the manner provided below. I.The price schedule set forth in Exhibit C is subject to change no more than twice annualty.Any adjustment made shall be made only as necessary to bring the price schedule into compliance with Seller's published market rate schedule. However,any price adjustment shall not cause the price multipliers set forth in Exhibit C,nor any price multiplier applicable to District at the time of the adjustment,to be increased.The price multiplier shall be applicable to any other meters ofany kind or series purchased by District from Seller. 2.Each such adjustment shall become effective on the thirtieth (30th)calendar day following delivery of notice together with a copy of the proposed price schedule to District.If Seller fails to give District at least thirty (30)calendar days notice, Seller may request a waiver and the written consent of District for an adjustment to become effective at an earlier day,but District shall be under no obligation to grant such waiver or consent,and the revised price schedule shall become SD#4844-9622-6304 v4 4 Execution/Board Version effective on the earlier of,the agreed upon date or thirty (30)calendar days from the date of actual notice. 3.On the date a revised price schedule becomes effective,it shall replace or become part of Exhibit C,as applicable,and shall be in effect for any purchases made by District from the date it is effective to the date one (1)business day prior to the day the next revised price schedule becomes effective. 4.The term "business day"for the purpose of this Section and this Agreement shall mean all regular working days in the United States of America,composed of the traditional five (5)calendar day work-week and excepting traditional holidays. "Day"shall mean a lnulitional calendar day if not preceded by the word "business.".If a date specified as the last day for the taking of any action hereunder falls on a Saturday or Sunday,the deadline for such action shall be the first business day following such date. e.The Seller shall invoice District concurrently with the first scheduled delivery of the Scheduled AMR Water Meters for all such meters in accordance with the price setforth on Ex.hibit A,and upon delivery of any Additional AMR Water Meters for the meters·so delivered in accordance with Exhibit C,or any revised price schedule in effect at the time of purchase,as provided above.Inconnection with each invoice the following shall be applicable: I.Shipment.For any shipment of $20,000 or more,Seller shall pay the freight and the meters and/or parts shall be shipped FOB Mansfield,Texas,freight allowed. For any shipment less than $20,000,freight will be paid by District,all prices, handling and freight charges must be shown separately on the invoice and the shipment shall be FOB Mansfield,Texas.If Seller moves its plant closer to a different shippirig location,the new location may become the new shipping point if agreed upon by the Panies,but it is the intent of the Parties that Seller will continue to be responsible for all sh.ipplng costs on s1).ipments of $20,000 or more. 2.Invoices.District shall have forty-five (45)calendar days from the date of receipt of an invoice to,without incurring interest and/or penalty charges,either (1)make payment,or (ii)provide written notice to Seller that District is contesting all or some of the invoiced amounts. 3.Contest of Invoiced Amounts.District may contest any amounts invoiced for damaged,defective,non conforming or non delivered items.IT District contests an invoice,District will provide Seller with information and,if applicable, documentation supporting the contest.District may withhold payment of the entirety of the invoice if more than forty percent (40%)of the invoiced amounts are being contested.Otherwise,District shall remit payment for uncontested amounts concurrently with its written notice of contested amounts. 4.Seller Review of Contested Amounts;Resolution.Aft~r Seller has an opportunity to review District's notice of contested amounts,Seller shall contact District to discuss.If the Parties are able to reach an agreement on the amounts due,Seller will issue an invoice for the agreed-upon amounts which shall be paid by District within thirty (30)calendar days of receipt thereof.If the Parties are unable to I [, so #4844-9622-6304 v4 5 ExecurionIBoard Version - reach an agreement concerning the amounts due within a reasonable time not less than sixty (60)calendar days from the date negotiations commence,after good faith effons to settle the matter are made,Seller or District may pursue any remedy available to it hereunder or at law or equity. V.Termination A.This Agreement may be terminated by District or Seller as follows: 1.Upon sixty (60)calendar days notice by District to Seller of District's election to terminate this Agreement for any reason,with or without cause,provided that District shall have fulfilled its obligation to purchase the Scheduled AMR Water Meters and the Special Order prior to any such termination; 2.Upon thirty (30)calendar days notice by non-defaulting Party that this Agreement is being terminated due to the occurrence of an Event of Default by defaulting Party which has occurred and continued for thirty (30)calendar days,provided that defaulting Party may give non-defaulting Party written notice of its election to cure the Event of Default,specifying a reasonable cure period (not to exceed sixty (60)calendar days or other time period acceptable to non-defaulting Party) during which defaulting Party will cure and present evidence of cure satisfactory to non-defaulting Party.IT such notice is given,and non-defaulting Party agrees to the cure period specified by defaulting Party,the notice of termination shall be deemed rescinded and this Agreement will continue in full force and effect as if the Event of Default had not occurred unless,after the expiration of the cure period,non-defaulting Party notifies defaulting Party that the cure is not satisfactory or has not been completed and the Agreement is terminated effective on a date speci.fied in this failure to cure notice; 3.Upon thirty (30)calendar days notice by Seller to District,if District fails to pay the Seller any amounts due by District hereunder,provided that-any amounts· contested in the manner provided above are considered amounts due and are not basis for termination until the Parties have reached an Agreement concerning said amounts or have declared themselves unable to reach an Agreement despite good faith efforts;and further provided that District shan have an opportunity to cure the default by paying to Seller prior to the expiration of said thirty (30)calendar day period all amounts then due,which payment shall rescind the nOtice of termination and this Agreement shall thereafter continue in full force and effect as if the Event of Default had not occurred;or 4. SD #4844-9622-6304 v4 Upon twenty (20)calendar days written notice by either Party to the other if a force majeure event continues for more than ninety (90)calendar days or if the other Party becomes insolvent or bankrupt or makes an assignment for the benefit of creditors.A force majeure event shall mean,for purposes of this Agreement, damage caused by an act of God,war,terrorism or other casualty,which would prevent or make impractical compliance with the provisions hereof,or damage caused under circumstances where it would be impractical or impossible for either Party to notify the other of the necessity for temporary interference with compliance of any provision hereof. 6 B.Survival of Obligations.It is agreed and understood that Seller's obligations under the Warranty and under Section VII,sub-paragraphs entitled "Accuracy"and "Percent Failure"shall survive the termination of this Agreement and that SeUer,or its successors or assigns,as applicable, shall be responsible for fulfLlling said obligations during the longer of (i)the Tenn of this Agreement,or (ii)the tenn such obligation is applicable under the provisions thereof or the Warranty. VI.Events ofDefault &Remedies A.Seller Default.An "Event of Default"as to Seller under this Agreement shall include any or the following: 1.any breach of any proVISLon or obligation of Seller hereunder,or misrepresentation by Seller or any person or entity other than Seller providing warranties or security under this Agreement,which continues uncorrected for fifieen (15)business days after notice of such breach or misrepresentation is given by District; 2.failure of more than three percent (3%)or a determination by Seller or District that there is a design or manufacturing problem with the Transmitters that renders the AMR Meters not usable or unreliable for the purpose for which they are intended,provided that Seller will have an opportunity to cure this default in the manner provided in Section VII,below; 3.the revocation of,attempt to revoke or terminate,or failure to honor,the Warranty"indemnity or Seller's obligation to investigate the reason for excessive failures and to provide labor for replacement,as applicable; 4.failure by SeUer to honor an obligation to give District technical assistance with any problems related to the AMR Meters within the time periods specified herein; 5.the insolvency of Seller or its failure generally to pay its debts as such debts become due; 6.the commencement as to Seller of any voluntary or involuntary proceeding under any laws relating to bankruptcy,insolvency,reorganization,dissolution, liquidation,arrangement,debt adjustment or relief,including any assignment by Seller for the benefit of its creditors,the appointment,or commencement of any proceedings for the appointment,of a receiver,trustee,custodian or similar official for all or a substantial part of Seller's property; 7.the occurrence of an event that,in the reasonable 0pLI1LOn of District after investigation,threatens the corporate existence or financial soundness of Seller including the:(i)filing or recording against Seller,or the property of Seller,of any notice of levy,notice to withhold,or other legal process for taxes other than property taxes;(ii)default by Seller for amounts owed or on an obligation concerning the borrowing of money;or (iii)issuance against Seller,or the property of Seller,or,or failure of Seller to comply with,a writ of attachment, execution, or other order,judgment,injection,decree or judicial lien. SD #4844-9622·6304 v4 7 B.District Default.An "Event of Default"as to District under this Agreement shall include any of the following: 1.any breach,or misrepresentation by District of any provision of this Agreement that continues uncorrected for fifteen (15)calendar days after notice of such breach or misrepresentation is given by Seller to District;or 2.the failure of District to pay any uncontested invoice,or any portion due,as provided in Paragraph IV,above. C,Remedies on Default.Remedies of the Parties upon the occurrence of an Event of Default shall include any of the following: 1,Give written notice of the Event of Default to the defaulting Party;and 2.Give,pursue or request any remedy or cure provided under this Agreement,or agreed by the Parties,including request for specific performance;and/or 3.In connection with a default described in paragraph A.2,above,due to a failure of more than three (3%)of the Transmitters or a manufacturing problem,the cure described under Section vrr,below;and/or 4,Following the ternlination of any applicable cure period.declaring this Agreement terminated and pursuing any remedy available at law or equity, Vll.Covenants,warranties and representations ojSeller In connection with the AMR Meters,the Transmitters,this Agreement,and,as applicable to the Prior Meters where indicated,the Seller represents,covenants,warrants and agrees as follows: A.Time for Deliven Seller shall deliver,or cause to be delivered,the Scheduled AMR Water Meters in accordance with the schedule of delivery set forth in Exhibit A,and shall deliver, or cause to be delivered,the Special Order pursuant to the delivery schedule agreed upon by the Parties in connection with the Special Order,and shall deliver,or cause to be delivered,any other Additional AMR Water Meters purchased by District within standard delivery times based on availability but,unless otherwise agreed to by District,no later than six:ty (60)calendar days from the day an order is made.An order shall be considered "made"on the date a confinnation of receipt of an order is given by SeHer to District following the placement of an order by the District.Each shipment of AMR Meters,or parts,as applicable,shall contain the following: I.Meter lnjonnation.At the time of each delivery,and subsequent thereof as requested by District from time to time,Seller shall provide District with all data relevant to the meters included in each shipment or delivery,including the manufacturer name,the model number,and any serial numbers for each item included in said delivery.This information shall be in both written and electronic form; 2.Electronic jonn oj DaJa.The data included with each shipment in electronic form shall be in Microsoft Excel fannat or other format agreed upon by the Parties.Each shipment shall include only one (l)clean,final,usable fonn of the electronic data in the agreed upon format.Seller alid District agree that Seller's failure to deliver a clean,usable error free spreadsheet will result in delays in the SD #4844-9622-6304 v4 8 Execution/Board Version II f proper installation and incorporation of the affected meters into District's system. If Seller sends an incomplete or otherwise non-complaint spreadsheet to District,District shall be entitled to reject any and all future shipments, in'duding those for which advanced orders have been placed,ifany,and shall not be obligated to pay for the shipment containing the non-compliant spreadsheet until an error free spreadsheet is provided and data is incorporated into District's meter reader system; 3.Software.District intends to use Green Tree meter reading software,or other software as from time to time recommended by Seller,for all meters purchased under this Agreement.As long as District is using any software at any time recommended by Seller,Seller shall insure that its AMR Meters continue to properly function with that software and any modification or updates to said software; B.Quality.Seller will exert its best efforts to deliver high quality AMR Meters in conformance with its published specifications; C.Accuracy.Seller will exert its best efforts to ensure that at least ninety-eight percent (98%)of the meter readings resulting from transmissions from its Transmitters will be accurate, exclusive of errors due to installation or programming by District or other vendors.If inaccurate readings in excess of two percent (2.0%)are evident,in addition to all other remedies available to District hereunder or at law or equity,D.istrict may request Seller,and Seller agrees,to designate at least one fult rime person from itsslaff for as long as needed for such person or persons to inspect all meter readers and run all software or hardware tests required to detennine why inaccurate readings are being provided and to correct the problem; D.Percent Failure.Seller warrants,represents and will make best efforts to ensure that the percent failure on the aggregate of the Transmitters and parts provided to District by Seller does not exceed three percent (3.0%),provided that the following terms shall apply: 1.while tbe aggregate failure rate ofAMR Meters,Transmitters and/or parts sold or provided by Seller to District is equal to or below two percent (2.0%),Seller will only be obligated to repair or replace,as applicable,in the manner provided under the Warranty,provided that a subsequent failure of a 3GDS Meter or part previously repaired or replaced shall also he counted towards the total percentage offailure; 2.if the aggregate failure rate of the Transmitters and/or parts sold or provided to District by Seller exceeds two percent (2.0%)but is less than tqree percent (3.0%),Seller shall repair or replace,as appropriate under the Warranty,all the Transmitters that are in disrepair at the time the aggregate failure exceeded two percent (2%).Seller shall be responsible forall costs related to and incurred in connection with the repair and/or replacement of all such Transmitters,as applicable,and shall,in addition do the following: a.within fifteen (15)business days of the date District informs Seller,either in writing or via telephone or facsimile communication,that the failure rate has exceed two percent (2%),Seller shall either (i)notify District that Seller will, within a time frame not to exceed sixty (60)calendar days,or as otherwise SD #4844·9622·6304 v4 9 accepted by District in writing,provide or cause to be provided actual labor to accomplish the repair or replacement of all Transmitters in disrepair at the time the failure rate exceeded two percent (2%),or (ii)notify District that Seller will compensate District for the costs incurred by District to'repair and/or replace,or cause to be repaired and/or replaced,all such Transmitters, including all administrative costs and aU costs associated with shipping and handling of the Transmitters and,if applicable and necessary,the actual AMR Meters,If Seller fails to give this notice to District within said fLfteen (15) business days,District may undertake to do all acts necessary to accomplish the repair and replacement and ,Seller shall be responsible for reimbtrrsing all costs incurred by District in connection therewith upon the written request of District;AND b.designate and appoint,at its sale cost and expense,at least one full time person from its staff,or a contractor,in either case acceptable to District for as long as needed for such person or persons to (A)test and inspect all Transmitters,and run all software or hardware tests reqUired to determine why the meters are failing,(B)prepare a report indicating 'the source of the problem and the recommended steps and/or procedures for fixing the problem and preventing same from occurring in the future;and (C)correct the problem.District agrees to cooperate with such person or persons by making the software and hardware,including lists of location as maintained by District,available to such person or persons.Seller shall be obligated to comply with this provision even if District has undertaken the responsibility to repair or replace the non-functioning meters in the manner provided in subparagraph (a)above; 3.if the aggregate failtrre rate of the AMR Meters and/or Transmitters purchased by or otherwise provided to District by Seller exceeds three percent (3%),Seller shall be in default hereunder (the "Failure Rate Default").Seller will have sixty (60)calendar days,or if requested by Seller in writing,Qther longer period of time agreed to by District,from the date notice is given by District that the failure rate has exceeded three percent (3%)to cure such default.Cure shall include but not be limited to the following:(i)within ten (10)business days of the date of notice,provide or cause to be provided,actual labor to accomplish the repair or replacement of all the Transmitters in disrepair at the time the failure rate exceeded three percent (3%);(ii)promptly retain or designate professionals acceptable to District to investigate the reason for the repeated failures,to inspect and test all Transmitters provided by Seller to District and to provide or cause to be provided to District,no later than forty-five (45)calendar days from the date the professionals are agreed upon,a report making findings as to the cause for the excessive failure rate;and (iii)within a reasonable time agreed upon by Seller and District,Seller shall make or cause to be made,at its sole cost and expense, all other repairs,replacements or corrections recommended by the report, including any corrections,repair or replacement required to be made to non- failed meters to ensltre the proper functioning of the AMR Meters in accordance with the goals of the District as set forth in this Agreement; so #/4844-9622-6304 v4 10 4.if Seller becomes aware that the failure rate of any series of AMR Meters or Transmitters sold to District and manufactured as a batch,or by the same subcontractor of Seller,exceeds ten percent (10%),Seller shall notify District of that fact and shall inform District of the actions Seller intends to take to correct the problem,which actions may include but not be limited to the replacement of all Transmitters manufactured in that batch at the sale cost and expense of Seller. In computing the number of failures,Seller shall not be held responsible for any failures attributable to damage due to improper installation of any hardware delivered to District,and any such failure shall not be considered in the calculation offailure rate contemplated herein.It is also agreed that if a Transmitter fails due to an act of District or its agents or employees and is replaced by Seller within ninety (90)calendar days of initial installation by District,the failure will not be counted towards the failure rates identified above,provided that any failure due to a manufacturing defect,missing part or other similar cause will be counted against such failure rates; E.Technical Support.Seller shall maintain offices or locations staffed by a sufticient trained and capable staff,adequate to provide District with assistance and instnictions on setup, installation,and use of the Scheduled AMR Water Meters and Additional AMR Water Meters as needed:Said staff shall be available at the numbers specified herein or at such other numbers as from time to time provided by Seller to District; I.During the term of this Agreement,Seller shall provide technical support to District within no more than four (4)hours from an initial request for assistance made during Seller's regular business hours (8:00 a.m.to 6:00 p.m.)CST Monday through Friday via telephone or facsimile to: MasterMeter Inc.-Service Center Phone:(800)765"6518 Fax:(817)842-8100 .email:jpotter@mastermeter.com 2.District may obtain software support directly from Greentree during regular business hours (7:00 a.m.to 6:00 p.m.EST)or as agreed between District and Greentree in any software support contract effective from time to time; 3.Seller shall also provide on-site support at the request of District,provided that District shall fIrst apply any troubleshooting procedures described in the guide provided by Seller,entitled 3G Troubleshooting Guide and attached hereto as Exhibit E;and 4.Seller shall provide free software updates for purchased software as such updates are available or necessary to correct any software problem and will provide upgrades to the software if so agreed by the Parties under a separate software contract; F.Rights Covenant.Seller warrants and represents to District that it has the right,title and interest in and to the AMR Meters,and all related software and equipment,and the authority to sell or otherwise provide the same to District.Seller represents that the AMR Meters and all associated hardware and software contemplated hereunder are proprietary.If District determines or elects to purchase similar meters or meter reading products from another vendor,Seller agrees to so #4844·9622·6304 v4 11 ExecuriolllBourd Version f)1 promptly provide all access informati-on and protocols to the new vendor as needed to insure a seamless incorporation of the other vendor's meters or product; G.Pedomzance.Seller warrants that the Transmitters will,when properly installed, transmit reliable meter readings to a receive manufactured by Seller and connected to either a laptop or a handheld device; H.Warrant\'.Seller hereby provides District with a twenty (20)year warranty for the registers and Transmitters consisting of a full replacement warranty for ten (10)years and a tiered warranty for an additional ten (10)years reflecting a percent discount from years 11 through 20 of the warranty,all as set forth in Exhibit D under the form of warranty entitled "Dialog 3G-DS Component Warranty".Seller hereby extends such warranty to provide District with the same coverage for the Prior Meters as set forth in the letter entitled "Supplemental Warranty"and attached hereto under Exhibit D.In addition,Seller hereby provides coverage for the body of the AMR Meters and Prior Meters in accordance with the terms of the warranty entitled "Utility Products Performance Warranty"attached hereto under Exhibit D.Seller will extend or upgrade such warranties from time to time as'required to provide District any benefits greater than the ones described under the Warranty which SeHer makes available to another customer or to all its customers.In connection with each meter sold or provided by Seller to District,and each meter or Transmitter replaced by Seller pursuant to the Warranty,the Warranty shall become effective sixty (60)calendar days from the date the meter or Transmitter is shipped to District,and,for every replacement meter,Transmitter or other part,on the date the part is either shipped to District or installed by Seller,as applicable,and shall remain in effect as provided under the Warranty; 1.Compliance with laws,All items sold by Seller hereunder shall be in conformance with AWWA Standards (including ANSIIAWWA C708-05,as hereinafter·amended or supplemented)and all other applicable laws,rules and regulations,including Proposition 65 of the State of California.Seller shall be responsible for obtaining any required permits,inspection certificates or any other documentation of compliance required in connection with any such items. Failure to comply with those standards or permits may subject Seller to a product's liability action in accordance with the laws of the State of California; J.Manufacturini Standards and Testing.Seller shall test or cause to be tested each batch of meters in accordance with its practice and procedures before delivering same to District; K.Product Recall.IT a government entity with jmisdiction over Seller,the AMR Meters or the Transmitters,a court of competentjurisdiction or Seller at any time detennines,finds and determines (or orders)that the AMR Meters,or any particular batch or series,should be recalled,or that a manufacturing defect renders the meters not fit for the purpose for which they are intended,Seller shall be responsible for all costs and expenses of the recall.For purposes of this Agreement,said costs and expenses include without limitation,the removal,transportation,disposal and replacement of the AMR Meters.Replacement meters shall be reliable radio transmitter read water meters capable of transmitting data to either a laptop or handbelq device; L.Time is of the Essence.Seller agrees and understands that time and accuracy are of the essence to District in connection with meter readings.Seller will place an agreed upon number of meters and parts in consignment with District to facilitate the replacement or repair of any meters under the warranty within forty-eight (48)hours of notification of failure of a meter; SO #4844-9622-6JD4 v4 12 ~Execution/Board Version \;JI \ M.Rejected Meters/Shortages.Upon notice by District to Seller that a meter arrived in a damaged,defective or nonconforming condition,or any shortage in quantity of any shipment of meters,Seller shall replace the rejected meter or make up the shortage as soon as possible at no cost to District; N.Consignment Meters.At all times during the term of this Agreement,Seller will maintain no less than two (2)boxes of %x 7.5"and two (2)boxes of %x 9"on consignment with District to be used to replace any defective,nonconforming or failed meter and shall replace such consignment meters when used in accordance herewith.Seller will provide a greater number of consignment meters,or different sizes of meters,upon agreement by the Parties.There will be no charge or cost to District for consignment meters,provided that said meters,or pans thereof,shall only be used as needed under the Wan'anty or as provided above upon failure rate of meters. VITI.Insurance and Indemnification A.Seller Insurance.Seller shall procure,and maintain during the term of this Agreement, from insurMlce companies with a Best rating of A VII or better,commercial.general liability insurance and all other insurance required to be maintained by Seller under all laws applicable to Seller. B.Seller Indemnification.Seller shall defend,indemnify and hold harmless District,its Board of Directors and each member thereof,its officers,agents,attorneys;insurers and representatives against any and all liability,damages,costs or expenses resulting from any claim, action,proceeding,lawsuit or other occurrence of similar nature,in connection with the manufacture,design,sale,title,intellectual property or any other right or interest in or to the AMR Meters and/or the Prior Meters and/or arising out of the negligence of Seller,its board, subcontractors,agents or employees.The extent of this indemnification includes,but is not limited to,Seller'&obligation to reimburse an amounts paid by District to Seller hereunder if a court determines that Seller had no right to sell the meters to District as provided under this Agreement or that the meters were no manufactured in accordance with the applicable AWWA or California Proposition 65 standards. C.District Indemnification.District shall defend,indemnify,and hold harmless Seller,its board,agents and employees ag-dinst any and all Liability,damages,costs or expenses resulting from any third-party claims made or suits brought against Seller (that are not related to the issues covered by Seller Indemnification)and which arise out of the negligent storage,handling,installation or use by District of the AMR Meters,Prior Meters or Transmitters. IX.Successors andAssigns;Notice A.This Agreement and all of the terms,conditions,and provisions hereof shall inure to the benefit of and be binding upon the Parties hereto,and their respective successors and assigns; provided,however,that no assignment of this Agreement shall be made without prior written consen~of the other Party to this Agreement.Any attempt by the Seller to assign or otherwise transfer any interest in this Agreement without the prior written consent of District shall be void. Since the primary consideration of District in entering this Agreement is the qualifications of the SO 1t4844-9622-6304 v4 l3 Seller,as opposed to a low bid.District will refuse to consent to assignments if it considers the assignee to have lesser qualifications. B.Notice.Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, registered or certified,postage prepaid,or via facsimile,provided that sender shall retain and be able to produce proofof successful fax,addressed to: District: Otay Water District 2554 Sweetwater Springs Boulevard Spring Valley,California 91978-2004 Phone:(619)670-2280 Fax:(619)660-0829 Attention:General Manager Seller: Master Meter,Inc. 10 1 Regency Parkway Mansfield,Texas 76063 Phone:(800)765-6518 Fax:(817)842-8100 Attention:Jerry Potter,President Any notice given as indicated above shall be effective upon date of mailing or facsimile delivery. X.Miscellaneous A.Entire ANeement.This Agreement and the attached Exhibits represent the entire understanding by and between District and the Seller as to those matters contained herein.All Exhibits,documents or certificates attached to or referenced in this Agreement are incorporated into this Agreement as if fully set forth herein.No prior oral or written understanding shall be of any force or etIect with respect to those matters covered hereunder B.Amendment.This Agreement may not be modified or altered except in writing signed by the Parties. C.Applicable Laws.The Agreement shall be interpreted in accordance with the laws of the State of California without regard to its conflict of laws principles. D.Venue.The proper vellue for the resolution of ally dispute hereunder which the Parties are unable to resolve in an amicable manner shall be with the superior courts within the County of San Diego,California.Each Party hereby submits to the jurisdiction of said courts. E.Drafting.The terms of this Agreement have been negotiated by the Parties and the .Agreement shall be considered to have,and shall be construed as it has.been drafted by both Parties. F.Effect of Waiver.No waiver of any default or other provision hereof,or failure of either Party to enforce a right hereunder,shall be deemed a permanent waiver of said term,right or provision or prevent or limit the enforcement of any other concurrent violation of the waived right, default or provision in the future.. SD 114844·962:2-6304 v4 14 Execution/Board Version Effective Date=Date of,Approval by Board of Directors of District ==IZ---7 ,2005 Date:\2:""'~-D 5' Its:General Manager Jerry Pott XI.Execution.Each person executing and delivering this Agreement represents to the other Party that it hasfull authority to enter into and execute this Agreement and bind the Party on whose behalfit is signing to comply with all terms and conditions ofthis Agreement. Its:President ·Date:#1- COPIES:o Fll...E (l Orig.), 0 Seller (I Orig),0 PROJECT MANAGER,0 ACCOUNTS PAYABLE APPROVED AS TO FORM: ~~Yur~cald~I~-7-2-00:;: General Counsel Otay Water District ....~... SD 1t4844-9622-6304 v4 15 Execwion/Board Version /EXHIBITB Additional AMR Water Meters Dialog Meter Descriptions 3;4 x 7.5 3;4 X 9 I" 11/2" 2" BL06-20D-NAA-2-3G or equal or superior Master Meter meter BL07-20D-NAA-2-3G or equal or superior Master Meter meter MJ09-2(G or L)D-(N or A)AA-2-3G or equal or superior Master Meter meter MJ 11-2(0 or L)D-(N or A)AA-2-3G or equal or superior Master Meter meter MJ13 -2(0 or L)D-(N or A)AA-2 -30 orequal or superior Master Meter meter At the option of District,as specified at the time each order is placed,an Additional AMR Water Meter will be either as identified above,or any other similar,eqnivalent or better meter.All meters purchased shall be counted towards the aggregate number used to identify the pricing category of the meter purchase,provided that,if the pricing schedule for the meter ordered is different from the pricing schedule attached to this Agreement as Exhibit C,the proper pricing schedule shall be used ,to set the pri~e of the meter so purchased. so #4844-9622-6304 v4 Execution/Board Version EXHIBIT A Scheduled AMR Water Meters Price and Delivery Schedule Price Schedule for Scheduled AMR Meters Size I}rice per meter %x 7.5"$112.50 %x 9"1.25.00 1"135.38 1-Y2"215.38 2"275.38 Price and Delivery Schedule for Scheduled AMR Meters \",----Delivery Date Quantity Description Price per Meter Total January 1,2006 500 %x 7.5"$112.50 $56,250 2750 %"x9"125.00 343,750 March 25,2006 500 %x 7.5"112.50 56,250 2750 34"x 9"125.00 -~.nQ TOTAL 6,500 $800,000 \[(, EXHIBITB Additional AMR Water Meters Dialog Meter Descriptions 3,4 X 7.5 BL06-2GD-NAA-2-3G or equal or superior Master Meter meter %x 9 BL07·2GD~NAA-2~3G or equal or superiorMaster Meter meter I"MJ09-2(G or L)D-(N or A)AA-2~3G or equal or superior Master Meter meter 11/2"MJl1-2(G orL)D-(N or A)AA-2-3G or equal or superior Master Meter meter 2".MJl3~2(G or L)D-:(N or A)AA-2-3G orequal or superior Master Meter meter At the option of District.as specified at the time each order is placed,an Additionat AMRWater Meter will be·either asidentified above,or any other similar,equivalent or better meter.Allmetets purchased shall be counted towards the aggregate number used to identify the pricing category of th~nieterpurchase,provided that;if the pricing schedule for the meter ordered·is different from the ' pricing schedule attached to this Agreement as Exhibit C,the proper pricing schedule shall·be usedtosetthepriceofthemetersopurchased. SO #4844-9622-6304 v4 EXHIBITC Price Schedule for Purchase of 3G Meters by the Otay Water District No.of Meters 0-5,000 5001-1 0,000 10,001-15,000 :::15,001+ List Pricel Multiplier 0.51 0.49 0,48 0.46 METER Material PRICE PRICE PRICE PRICE SIZE (per meter)(per meter)(per meter)(per meter) 3/4 x 7.5"EnviroBrass $312.52 $159.39 $153.13 $150.01 $143.76 I"Bronze 365.22 186.26 178.96 175.31 168.00 1.5"Bronze 574.12 292.80 281.32 275.58 264.10 '1"Bronze 705.34 359.72 345.62 338.56 324.46... I"EnviroBrass 401.69 204.86 196.83 192.81 184.78 1.5"EnviroBrass 661.02 337.12 323.90 317.29 304.07 2"EnviroBrass 825.26 420.88 404.38 396.12 379.62 -'No.of Meters 0-5,000 5001-10,000 10,001-15,000 :::15,001+ List Pricel Multiplier 0.49 0.47 0.46 0.45 METER Material PRICE PRICE PRICE PRICE SIZE (per meter)(per meter)(per meter)(per meter) 3/4 x 9"EnviroBrass 348.56 170.79 163.82 160.34 156.85 Seller and District have agreed that,in consideration of the discount given be Seller to District in connection with the Scheduled AMR Water Meters,District will initially purchase Additional AMR Water Meters at the list price mUltiplier under the first column,above,(.51),except for any %x 9" meters in connection with which the special schedule above has been agreed upon.There will be no credits or reimbursement for any meters purchased under a higher multiplier,however,District and Seller has agreed that the multipliers identified above will apply to the purchase by District of any other meters ofSeller.~ SD #4844-9622-6304 \'4 See Attached SD #4844-9622·6304 v4 EXffiBITD Warranty .I( D1ALOG®3G·DS Component Warranty DIALOG 3G-DS registers and external transmitters (herein know as ·product")are warranted to be free from defects in materials and workmanship for Ten (10)years from date ofshipment by M~slerMeter and at a prorated replacement cost of list price during the following Ten (10)years based on the discounted rate value listing below, All other 3G-DS System components are warranted 10 be free from defects in materials and workmanship for One (1)year from dateofshipmen!by Master Meter. If a product fails to perform as warranled,Master MeIer will repair or replace the product.at Master Meter's sale option.at no charge 10 the customer,subject to the terms ofthe warranty.This warranty shall not be applicable to products that have been damaged by willful misconduct,negligence,vandalism,act of God,exposure to adverse service conditions or improper installation,use or repair. Master Meter's liability under this warranty is expressly limited to repair or replacement of the product,at Master Meter's option.The repaired Dr replacement product will maintain the original meter's warranty based on the original purchase date.The customer must pay for freight cost of the relUrned product or products to the factory or service center designated by Master Meter.The product replaced becomes the property ofMasterMeter. Master Meter further warrants that any 3G register or external transmitter installed shall be free from batterydefects in manufacturing and design for a period often (10)years from the date of shipment in the relevant DIALOG3G-DS product (such period is defined as the "Battery Warranty Period").Master Meter will repair or replace a product that is non-performing due to battery failure free of charge for the first Ten (10)years and at a proraled replacement cost based on the current list price dUring the remaining Ten (10)years as folloWS: Year of Failure Replacement Cost 1-10 Full Replacement 11 30% 12 35% 13 40% 14 45% 15 50% 16 55% 17 60% 18 65% 19 70% ~20 75% ,DISCOUNT PERCENTAGES \NILL BE APPLIED AGAINST PUBLISHED LIST PRICES IN EFFECT AT THE TIME THE PRODUCT IS ACCEPTED BY .J~'"~MASTER METER UNDER WARRANTY CONDITIONS.THE WARRANTIES CONTAINED ABOVE HEREOF ARE THE ONLY WARRANTIES WITH RESPECT 1~1 .~. ,-,);TO THE LISTED PRODUCTS.AND ARE IN LIEU OF ALL OTHER WARRANTIES,EXPRESSED OR IMPLIED,BETWEEN THE PARTIES OR ARISING BY ;./fi.li,'...:~!, '"~LAW IN PARTICULAR.WASTER METER DISCLAIMS ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR II PIIRTICULAR ]1'"<'.,!PURPOSE THESE WARRANTIES SHALL BE VOID IN TIlE EVENT THAT THE FAILURE OR DEFECT IN TliE LISTED PRODUCT HAS ARISEN AS II I~'.'. ;1'RESULT OF THE PRODUCT BEING USED FOR ANY PURPOSE OTHER THAN THAT WHICH WAS INTENDED AND APPROPRIATE AT THE TIME O~'[~.,,"."7 . .i!MANUFACTURE INCLUDING USE IN A CONFIGURATION OTHER THAN AS RECOMMENDED OY MASTER METER OR AS A RESULT OF IMPROPER 1("";~',"/i.f MASTER INSTALLATION OR MAINTENANCE.MASTER METER'S LIABILITY SHALL IN NO EVENT EXCEED THE PURCHASE PRICE.MASTER METER SHALL NOT ::-<:;~~,i,:.;~a BE SUBJECT TO AND DISCLAIMS THE FOLLOWING:(1)ANY OTHEROBLlGA.TIONS OR LIABILITIESARISING OUT OF BREA:H OFCONTRACT OR OF I~t~f;~-i ".1~·,J WARRAI-rrY (2)ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NeGLIGENCE AND STRICT L1ABIUTY)OR ARISING ~P~~\I(J~I~METER UNDER OTHER THEORIES OF LAWWITH RESPECTTO PROOUCTS SOLDOR SERVICFS RENDERED BY MASTER METER,OR ANY UNDERTAKINGS.It)...fri'.[rt .~ACT OR OMISSIONS RELATING THERETO.AND (3)ALL CONSEQUENTIAL,INCIDENTAL,SPECIAL.MULTIPLE,EXE.I.lPLARY.AND PUNITIVE '(";r'~lr~t~~f;DAMAGES WHATSOEVER.FORM MM1008 06/20/2005 ~~;~:~:.;1£~~1J1r,.._-.-..._-.....--..._.---_._-...._-__._-_......__.~._....,.._-.......-__....,'"..._.1:;::tt«.~.I'''''''''...o::.i iF',""~!!;~....•..••.•.•,"'I-··)"···~'··''>-·''.~...>,."r~l~"',,"..',[.'-",..".~~".-','~"'~'~"~-""'""""""".-,,,_.,.~,__.<=o.'-"'1"~~.-<"~~~:";:~:;-.·.:.;.,:Yfl~~~'·, :-<.~~~iliS;:~'~1~~~·P'r~·,.;.'i$"".!,)1:;1 ~'F,?717"~7t~:"'::~{;?-~~-,:.~~~qr{~"""~~.,,..~/~:~'~·:r'i}Y~K;Z~&.~~F·,.~'~-"',::~1i¥'.,.I,~~f~'''"~;~"~~~'(&.,~":J"~~.4"l ~4 ~~~?",I ~"~?!Ji.-~"~~~",R1:::,,;~~l.Thi~~~~)\·4fr.·"~ft~~jl&;W">~:~,..,~...r~~.WI/lfJl·~~1 :t~~:;~~~~:=-'if'-\~I.I·";~.~:'-I1!~.$Ji.i-;!!'0"J",]gf.l.~~-Cl:'.-:-...:.~",~\B~·-"".,-:::,..,rT,1'\~';"-""r-,'-~"'"":~lf~,,,"E'z:-;"''-'C;:.,.~f;;lp;J'.';~_lq ...:,......,s''~f~~-''~,-::..-....<~J¥G'-:o.,...._.:.=.7''-':'--~.:'·.::...~:,."r--\~r·-"~~A~'Z~~~'~~~~--··~~~~~r-~~··~~ ....-..-."1.",---"-.#~---.~•.-...~...,...'-~.,--"~~~~'~...._.__~ 101 REGENCY PARKWAY MANSFIELD,TX 76063 817-842-8000 FAX 817-842-8100......._...._.__._---.--.__..__~_."-_. Supplemental Warranty Master Meter specifically agrees to extend our 3GDS warranty to all of the 3GNB units that the Otay Water District currently has within its coverage area as of November 1,2005, The warranty period on these units began when they were shipped to the District or an authorized Master meter Distributor.The additional Warranty becomes effective when and only when the contract titled "Agreement Between the Otay Water District and Master Meter Inc.to provide for the purchase,sale,a~d warranty of certain water meters"is executed. Jerry Potter President Master Meter Inc. - 1 . Problems that can occur our in the field when reading 30 installed routes: 1.No transmission from unit (3G under the glass,universal 3G single or dual switch,and WR clip on). 2,Transmitter number mismatches, 3.Receiver failure. 4.Cable failure:Antenna cable between the receiver and antenna,USB cable or RS 232 cable between the receiver and PC. 5.Reads not matching:PC read to odometer read. 6.Wrong user codes r~,~ MASTER METER EXHIBITE 13G Trouble Shooting Guide No Transmission from unit or weak transmission: I.List of things to check. a)Check cable connection between receiver and computer is not loose b)Check the antenna connection to the receiver is not loose. c)Check that the receiver is on,and the led is blinking orange orsolid orange. d)Check that the stop button in your route management software wasn't accidentally clicked. e)Make sure you've imported the correct route, f)Make sure you are dose to the pit of transmitting register if trouble shooting. g)Check the pit status,it can be filled with dirt or water which can at times attenuate RF signals h)Cross check the transmitting number on the register or Universal to the number and address it corresponds to in the route.n Try corrununicating with another unit then try the problematic unit once more. j)Query the unit using the 30 technician software for TX ON/OFF;ifTX is of,activate unit.IfTX is ON check Transmission interval;the transmission interval for a drive-by system should be ]0 seconds and for fixed area network,Sub-metering only,it should be 300 seconds. k)If the unit is transmitting,check the user code and make changes ifit is different. I)If all above is checked and the unit is not responding replace register or WR.Note;when replacing the 30 register on a bottom load meter you don't have to turn the water off and take the meter out of the pit.Refer to 3Gregister change out guide.If you are replacing WR,refer to the WR installation guide. Transmitter number mismatches: When a transmitting number doesn't match the number ill the route management software,you will get a no response meaning the number/address will not clear from the list in the bottom window ofyour Route management software;it could be possible that the number assigned to the particular address may in fact be transmitting from another location.It is always good to cross check numbers in your software to the transmitting number for verification when ever you are confronted with an unusual read or no read. Ifnumbers are mismatched,make necessary corrections in local data base SO #4844·9622·6304 v4 ,- Receiver failure: Make sure the receiver is fully charged at all times;when charging,make sure the receiver is turned off. When using in drive-by,make sure the power is always plugged. Cable failure: Cables are very important components of the system.Be careful when handling,plugging,unplugging;and installing cables to your recei ver and computer. Typical failures of cables are:loose connections,cuts in the cable,tangled cables,and end connections stripped from the cable. Reads not matching:PC read to odometer read. ll1is is identified when there isan abnormal difference in usage in the reports printed form the reads. Note:berore any changes verify that the number in the route is the same as the transmitter number you are trouble shooting. I.In this case you need to compare the pc read to the odometer read of the meter with the problem using the 30 technician software. 2.If the read difference is more than 3 pulses,this means that the register is not registering properly,if this is the case replace register.Refer to register change out guide. Alerts/statuses: Leak (Alarm),CCW,and Tamper are the three statuses transmitted from the 30 register. Leak (Alann):This means that there is a leak at that location on the customer's side.This will appear on your screen only if water is being used continuously for 24 hours. Locations with leaks need to be doublechecked to verify the leak status.Some leaks will not be noticeable. The register is very sensitive and will detect the slightest movement in the line.It will detect a leak as small as a commode leak in the bathroom.If it is a temporary leak the alarm will reset itself. CCW:This means counter clockwise read.This will appear on your screen if water flows in the opposite direction asrnuch as 30 gallons or more,.or ifthe meter was installed in the wrong direction.... When you receive a CCW status you can interrogate the unit to see how much water passed through the meter CCW.You can reset the status and the CCW read to zero any time after problem is taken care of. CCW is also helpful in installations.If a meter is installed facing the wrong direction,once 30 gallons of water passes through the meter,it will send a CCW status Tamper:This will appear on your screen when meter is tampered with a magnet. SD #4844·9622·6304 v4 AGENDA ITEM 7e 5TAFF REPORT TYPE MEETING:Regular Board MEETING DATE:October 7,2009 SUBMITTED BY: APPROVED BY: (Chief) APPROVED BY: (Ass!.GM): SUBJECT: Frank Anderson,Utility W.O.lG.F.NO:DIV.NO.All Services Manager~~1 Pedro Porras, Chief,Water Oper lons Manny Magana,~~ Assistant General Man~er,Engineering &Operations Authorize the General Manager to Purchase Large Meters GENERAL MANAGER'S RECOMMENDATION: That the Board authorize the General Manager to: 1.Purchase 3"and larger (large)Master Meter,Inc.radio- read (AMR)meters as needed to complete the retrofit of existing manual read meters to AMR meters within the District's existing AMR routes,and 2.Purchase additional large Master Meter,Inc.,or other manufacuted,radio-read meters on an as-needed basis as required to meet the Districts large meter needs. COMMITTEE ACTION: See Attachment "A" PURPOSE: To obtain Board authorization for the General Manager to purchase large meters to complete the District's AMR meter retrofitting program and as required to meet the District's on- going large meter needs. It is anticipated that the AMR retrofit program should be completed no later than FY 2014.Meters for the AMR retrofit program will be purchased under the AMR Retrofit CIP. Large meters purchased to replace under-registering meters per AWWA standards and for new meter requirements will be purchased separately on an as-needed basis from Master Meter,Inc.or from a different vendor,as dictated by its application.These meters will be purchased from a specific Large Meter Testing Program CIP funding account or from the an operating budget as appropriate. ANALYSIS' For the purpose of these projects,large meters are considered three-inch and larger;therefore,in order to fully complete the routes as AMR routes,and ensure a more accurate consumption reading,a specific amount of large meters need to be purchased. This process is expected to be completed in conjunction with the AMR Retrofit Program,estimated to take four more years.Staff determined that there is a need to purchase 112 large meters to complete the District's retrofit program. It is also expected that as a best management practice that the District will regularly flow test all large meters starting with the remaining large meters not yet in AMR routes.During this testing,several meters could be deemed inaccurate and under- registering based on AWWA standards thus reducing revenue to the District.Larger meters typically consume more water and create more revenue for the District.Due to the higher expense of larger meters,expediting the purchase of these large meters in order to recover water loss from the under-registering meters could surpass the current purchase level approval of the General Manager. The purchasing of new large meters for new installations will be performed separately,on an annual basis,from expected growth, estimated every year per meter sale projections. FISCAL IMPACT: It is estimated that the cost to purchase the proposed 112 large AMR retrofit program meters will total $410,088 to be charged against the AMR/Manual Meter Replacement CIP 2458.The annual purchase of these meters is dependant upon the schedule of replacements projected from fiscal year 2010 to fiscal year 2014. 2 The total budget for the AMR/Manual Meter Replacement CIP 2458 is $10,447,000.Current expenditures and encumbrances for the CIP,including the meters purchased under this request,and the retrofit meter request if approved,are $6,734,874. The total budget for the Large Meter Testing CIP 2484 is $535,000.This CIP account will fund the contractual testing large meters,meter testing data analysis by District Engineering staff,and for any large meter purchase deemed necessary due to failing test results.Current expenditures encumbrances for this CIP are $7,524. AMR/Manual Meter Replacement Expenditure Summary: of and AMR/Meter Replacement CIP 2458 Budget:$10,447,000 Expenditures and Encumbrances to Date with proposed purchase of two-inch and smaller $6,324,786 AMR meters: Proposed Large Meter Purchase:$410,088 Total Expenditures and Proposed $6,734,874Encumbrances: Projected Balance of AMR/Meter Replacement $3,712,126CIP2458Budget: Large Meter Testing CIP 2484 Budget:$535,000 Current Expenditures:$7,524 Current Balance of Large Meter Testing CIP $527,4762484Budget: STRATEGIC GOAL: Implementation of the AMR/Meter Replacement program and Large Meter Testing program per schedule. LEGAL IMPACT: None LEGAL IMPACT: None General Manager Attachment "AU,Committee Action QA/QC approval: Nam63<~ 4 ATTACHMENT A SUBJECTIPROJECT:Approval to Purchase Additional Large Meters COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting that the General Manager be authorized to purchase 3 u and larger (large)Master Meter,Inc.~adio-read (AMR)meters to replace the existing manual read meters to AMR meters within the District's existing AMR routes.In order to meet the District's large meter needs,staff also recommended the purchase of additional large radio-read meters on an as- needed basis. •Staff stated that the new large meters could be master meters and will meet AWWA standard requirements. •Staff indicated that the District will regularly flow test all large meters,starting with the remaining large meters that are not yet in AMR routes. •The committee inquired if there is an industry average for quantifying what is considered an "inaccurateU meter.It was noted that the District utilizes AWWA M6 Standards to test meters.The standard indicates that the average accuracy limit is ±5%(note that the specific percentage is related to the size of the meter). •The Committee inquired about the "Large Meter Testing CIP 2484 Budget U of $535,000,and asked why the "Proposed Large Meter Purchase u is only $410,088.Staff indicated that there are two CIP's related to this request.CIP 2458 identifies $410,088 for the purchase of large meters for the AMR/Meter Replacement Program.CIP 2484 identifies $535,000 to obtain a contractor to test all large meters,analyze the test data,and retrofit existing infrastructure.The total requested by staff is $945,088 (or $410,088 +$535,000). Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. 6 , AGENDA ITEM 7f MEETING DATE:October 7,2009 W.O./G.F.NO:P2010-DIV.NO.ALL 001101 TYPE MEETING: SUBMITTED BY: APPROVED BY: (Chief) APPROVED BY: (Asst.GM): SUBJECT: STAFF REPORT Regular Board 'If James F.Peasley Engineering,Mana er Rod posada~I)~. Chief,Engineering Manny Magafia-·1it~4ol!.....::~ Assistant Generalfanager,Engineering &Operations Authorization of ~eneral Manager to Execute a Non-Competitive Professional Services Agreement with MWH Americas Inc.for a North District-South District Service Area Intertie Study GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District's (District)Board of Directors (Board)authorize the General Manager to execute a non- competitive professional services agreement with MWH Americas Inc.(MWH),a professional engineering consulting firm,to prepare for the District a North District-South District Service Area Intertie Study in an amount not to exceed $119,505. COMMITTEE ACTION: Please see Attachment A. PURPOSE: That the Board authorize the General Manager to execute a non- competitive professional services agreement with MWH in an amount not to exceed $119,505 for preparation of a North District-South District Service Area Intertie Study (Study). ANALYSIS: In April 2007 staff made a presentation to the Board regarding the Integrated Water Resources Plan (IRP).The IRP formalized the development of strategies and approaches for water supply diversification,which included the continued exploration of the feasibility for local water treatment plant supply opportunities and pursuit of a North District to South District inter- connection. The Sweetwater Authorities (SWA)Robert A.Perdue Water Treatment Plant (Perdue WTP)is one such obvious example of supply diversification and the conveyance system can also be used for a North District to South District interconnection. Staff has had discussions with SWA staff regarding the feasibility of potential cooperative efforts to implement mutually beneficial projects consistent with the goals and objectives of the lRP. Given the current water supply uncertainties and supportive encouragement from SWA,it is believed that it is a good time to pursue the important Perdue WTP opportunity. The scope of work for the Study,Attachment B,includes the evaluation of conveyance,pumping,and storage system requirements to convey the SWA Perdue WTP supply and interconnection between the North District and South District Systems,as well as an evaluation of various routing arid site alternatives.The South District to North District interconnection would be capable of conveying Rosarito Desalination water supplies to the North District. Mr.William Moser,with MWH,has recent and extensive past experience of 37 years with regional water systems in San Diego County working on water supply and conveyance for SDCWA,SWA, Helix Water District,and the District.Mr.Moser is well respected,is held in high regard,and has developed an excellent level of trust with SWA and District staff.Staff believes,and is confident,that it is in the District's best interest to have MWH,with Mr.Moser as project manager,to perform the Study scope of work. Mr.Moser is very familiar with Water District facilities, through preparation of the District's 1995 Water Resources Master Plan,and familiar with the water facilities and SWA Perdue WTP's numerous projects since 1985 and its past Master Plans.Mr.Moser recently prepared a brief technical memorandum on options for connection to SWA system,which will serve as a starting point for this proposed Study. The schedule to award the MWH professional services consultant contract for the Study is October 2009.The Study effort is projected to take four to five months,with completion projected in March 2010. FISCAL IMPACT:?~ The total budget for ClP P2010,Sweetwater Authority Perdue WTP Connection to 36-lnch Main,for the next six years is $4,000,000 approved as a part of the Fiscal Year 2010 budget process. Expenditures to date are $11,209.86. outstanding commitments and -forecasts $130,714.86. Total expenditures,plus to date,are approximately Based on a review of the budget,the Project Manager anticipates the budget will be sufficient to support the Study effort. Finance has determined that 40%of the funding is available from the Expansion Fund and 60%of the funding is available from the Betterment Fund. STRATEGIC GOAL: Preparation of a North District-South District Service Area Intertie Study supports the District's Mission Statement,"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional., effective,and efficient manner,"and the District's Strategic Goal,in planning for infrastructure and supply to meet current and future potable water demands. LEGAL IMPACT: Legal counsel reviewed District policies and determined that the Board,at its discretion,may authorize and direct the General Manager to enter into non-competitive professional services agreements. P:\jpeasley\BD 10-07-09,Staff Report,Otay Sweetwater Supply Feasibility Study-MWH,(JP-R~).doc JFP/RP:jf Attachments:Attachment A Attachment B QA/QC Approval: _BQ~- NAME SUBJECT/PROJECT: P2010-001101 ATTACHMENT A Authorization of General Manager to Execute a Non- Competitive Professional Services Agreement with MWH Americas Inc.for a North District-South District Service Area Intertie Study COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting approval of a non-competitive professional services agreement with MWH Americas Inc.to prepare the North District-South District Service Area Intertie Study in an amount not-to-exceed $119,505. •Staff is recommending that the contract be awarded to MWH Americas,Inc.,with Mr.Moser as project manager,to perform the Study.Mr.Moser is very familiar with the District's facilities as he prepared the District's 1995 Water Resources Master Plan.He is also familiar with SWA's water facilities and the Perdue WTP's numerous projects.Staff stated that Mr.Moser has 37 years of experience with regional water systems in San Diego County working on water supply and conveyance for SDCWA, SWA,Helix Water District,and Otay Water District. Staff stated that Mr.Moser was instrumental in documenting the justification in obtaining $4.2 million from CWA for the District's East County Regional Treated Water Improvement Program and that he has developed a high level of mutual trust with SWA and the District. •Staff indicated that the additional purpose of the Study is to consider another alternative supply for potable water from the SWA Perdue WTP should it prove viable. •Staff noted that the intertie project would allow the District to move any acquired water supplies available to the North District,such as the Helix WD Levy WTP source, to the South District and also move any acquired water supplies available in the South District,such as the possible Rosarito sea water desalination source,to the North District.The study will focus on the Coral Canyon alignment along with a SWA Perdue WTP supply opportunity. •In addition,should the alternative water supply from the SWA Perdue WTP any time of the year become a reality,it would allow for the deletion of a large reservoir currently identified in the District's CIP as it would no longer be required. •There was discussion regarding the decision to sole source the study contract.It was indicated that Mr. Moser has the expertise and knowledge of both SWA and District's system and should other vendors bid on the contract,they would need to contract with Mr.Moser to complete the study.Thus,it was decided to sole source the contract. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. 5 ATTACHMENT B OTAY WATER DISTRICT North District-South District Service Area Intertie Study Scope of Work Objectives: The North District to South District Service Area Intertie Study (Study)and subsequent report preparation will address three potential alternatives to meet the following two primary objectives: 1.Obtain perhaps up to 10,000 gallons per minute (gpm)from Sweetwater Authority (SWA)in the winter months and possibly in emergency conditions such as scheduled or unscheduled treated water pipeline shutdowns (i.e.,Pipeline Number 4)by the San Diego County Water Authority (SDCWA). 2.Convey treated water from the Gtay Water District (WD)North District to the South District and from the South District to the North District service areas during normal or emergency conditions.Water supplied from the proposed Rosarito Desalination Plant could be conveyed to the North District via the interconnection. Three general alignments are to be addressed;Western alignment,RWCWRF force main, alignment,and Proctor Valley alignment.The goal is to provide two benefits,(1)a link between the 640 Pressure Zone of Regulatory System using the existing 36-inch transmission main in San Carlos Street as the northern connection point,which is connected to the SDCWA Gtay WD No. 11 Flow Control Facility (FCF)in Paradise Valley Road and the 624 Pressure Zone in the Central Area System in H Street and (2)as an emergency 10,000 gpm supply source connected to SWA with the treatment at the Robert A.Perdue Water Treatment Plant (Perdue WTP)located at the Sweetwater Reservoir. Approach: Brief descriptions of the RWCWRF force main and the Proctor Valley alignment options will be presented in the report along with the reasons that they are not competitive with the western alignment possibilities.These reasons include the need to wait for development along Proctor Valley Road (not build now and then later having to move a pipeline),pumping to 1296 hydraulic grade elevation only to bleed back to 640 elevation,the need to upgrade existing pump stations,etc. The RWCWRF force main alignment involves three pump stations (all new)-two feed north to south and one feeds south to north.It would also be necessary to review the capacities of pump stations from the 624 Pressure Zone to the 980 Pressure Zone to assure water can flow in this direction. The Proctor Valley Road alignment would require one new pump station at Perdue WTP and evaluation of the 832-1 Pump Station,944-1 Pump Station,and 1296-1 Pump Station for the north to south flow.The south to north would require review of existing pump stations plus a new station to the 1296 Pressure Zone. There are a number of potential pipeline alignments for the western alternative as could be multiple connection points to the SWA system.It has been assumed that two connection points and no more than four pipeline alignments will be presented. It has also been presumed that Otay WD will provide support.One area will be in the preparation of GIS graphics that can be used to illustrated pipeline locations and to determine pipeline construction lengths.The second will be to run the Otay WD network model to provide hydraulic information in determining pipeline size and pump station total dynamic head. Western Alternative(s) A previously prepared technical memorandum described a pump station and pipeline that would connect to pipelines of the SWAin Bonita Valley and run in Central Avenue and Corral Canyon Road to H Street or in a combination of Conduit Road,San Miguel Road.,Proctor..Valley Road., and Corral Canyon Road to H Street.From either of these an extension to the San Carlos Street or to the FCF on Paradise Valley Road needs to be identified and costs estimated. For the South District to North District flow condition it has been determined that water would be pumped from the 624 Pressure Zone into the 711 Pressure Zone (the existing pumping capacity is adequate)and from there through the proposed pipeline to the North District 640 Pressure Zone. For the North District to South District flow condition it has been determined that a pipeline be also connected to the South 624 Pressure Zone and that a booster pump station would be required to move the water from the 640 Pressure Zone in the north to the 624 Pressure Zone in the south. A second pump station would be required to move water from SWA to either of the Otay WD pressure zones. Valving and metering will be required to allow the multiple flow scenarios. The ability for SWA to take water from the new pipeline in an emergency will also be defined including the type of facility required. Scope of Work Project Administration and report QAlQC. Project Meetings: Kickoff meeting with Otay WD and SWA Progress Meetings with Otay WD (assume three) Coordination meetings with Otay WD and SWA (assume three) Establish design condition for 10,000 gpm emergency supply outage scenario •Perdue WTP to Central Area System 624 Pressure Zone 2 I I t~~- •Perdue WTP to Regulatory System 640 Pressure Zone •Month of emergency,i.e.what is demand condition of the system •Flow to be taken from Perdue WTP during winter months •Flow to be taken from Perdue wTp during summer to keep pipeline water fresh •Flow to be transferred from 640 Pressure Zone to 624 Pressure Zone •Flow to be transferred from 624 Pressure Zone to 640 Pressure Zone Determine and map up to four pipeline alignment possibilities and points ofconnection to SWA, the North District service area,and the South District service area.Meet with Otay WD and SWA to verify and modify as necessary.Identify major utility crossings such as drainage, SDCWA aqueduct,Otay WD,and SWA transmission mains.Have Otay WD staff prepare GIS scaled maps illustrating pipeline locations. Prepare hydraulic analyses of each alignment for each flow condition and for the likely demand in two seasons (summer or winter).Prepare schematics that illustrate connection points,valve arrangements,and meter locations to satisfy all flow conditions.This requires network analyses by OtayWD. Prepare preliminary hydraulic profiles. Determine makeup of each pump station for three conditions;pumping from Perdue WTP, pumping from North to South District and South to North District service areas.Determine if one or two pump stations are required.Make preliminary selection of pumps and prepare scaled mechanical layout. Identify two potential locations for each pump station. Meet with SWA and Otay WD to present preliminary layout and findings and solicit comment and input on SWA facilities that need to be upgraded,expanded,modified,etc.Modify,as appropriate,and estimate operating costs for annual and emergency take from the Perdue WTP. Prepare table(s)of total capital cost for each of the three alternatives using unit cost estimates for pipeline and pump station construction estimates.Add reasonable factor for engineering and administration and contingency costs. The construction cost estimates will be an AACE International CLASS 5 Cost Estimate. Class 5 estimates are generally prepared based on very limited information,and subsequently have wide accuracy ranges.Typically,engineering is from 2%to 10%complete.They are often prepared for strategic planning purposes,market studies,assessment of viability,project location studies,and long range capital planning.Virtually all Class 5 estimates use stochastic estimating methods such as cost curves,capacity factors,and other parametric techniques.Expected accuracy ranges are from -20%to -50%on the low side and +30%to +100%on the high side, depending on technological complexity of the project,appropriate reference information,and the inclusion of an appropriate contingency determination.Ranges could exceed those shown in unusual circumstances. Prepare table(s)of annual cost using data from SWA for purchase from Perdue WTP and energy costs assuming $0.16/kWh.Add pump station maintenance costs but no annual maintenance for pipelines. 3 Show annual costs with and without capital amortization;for annual cost ofcapital assume projects are funded using 25 year bonds at 5%interest. Coordinate with the Otay WD environmental staff to prepare Initial Check List -provide mapping,and respond to questions. Prepare a draft and final reports.Draft report will be submitted in pdf and word format on a compact disc.The final report will be printed with 10 copies for Otay WD and 10 copies for SWA. The scope and fee are based on the assumption that Otay WD and SWA will provide the following: •GIS support by Otay WD to prepare graphics ofpipeline alignments and site plans for pump stations. •Hydraulic network analyses ofexisting and proposed major pipelines in the 640, 624,and 711 Pressure Zones to determine the hydraulic grade line required at the pump station location options. •Participation in the initial workshop to define alignments and connection points to existing facilities. •Details on existing facilities (i.e.,pipeline materials and size,etc.)that will be part of,or connected to,new facilities developed in the Study. 4 Fee Proposal OTAY WATER DISTRICT NORTH SOUTH SERVICE AREA INTERTlE &SWA Emergency Conn Hours Non-Salarv Costs Task No.Pri" Project Engr-Senior-Prin-Prin-Suprv Senior Assoc Suprv Manager Chk OM Elect/Ie Mech/Str Prof Prof Prof Prof Design Design Admin Labor Total Labor CAD CAD $9.50 Mise Subtotal 10%Total Total Activity $250 $210 $190 $175 $190 $150 $140 $120 $100 $125 $110 $85 Hours Cost Hours Cost APC ODCs Subs Nonsalary Markup Non-Salary Costs Pro·eet ManaQement Admin 12 40 52 $6,400 $ $494 $494 $49 $543 $6,943 ONOC 8 24 12 44 $7,580 $$418 $418 $42 $460 $8,040 $ Pro·ect MeetinQs 34 34 $8,500 $$323 $250 $573 $57 $630 $9,130 $- Establish Desion Conditions 8 8 $2,000 $$76 $76 $8 $84 $2,084 $ West Evaluation $ alionmentstudies &MappinqlUtilityRes 8 8 $2,000 $ $76 $76 $ 8 $84 $2,084 hydraulics,schematics,hyd profile 16 40 56 $9,600 $$532 $532 $53 $585 $10,185 pumpselec!bldo lavout 16 24 40 80 $12,960 40 $670 $760 $1,430 $143 $1,573 $14,533 Pumpsta location s 8 8 $2,000 $ $76 $76 $8 $84 $2,084 Review session 8 8 $2,000 $ $76 $76 $8 $84 $2,084 Refinement 8 24 32 $4,640 24 $402 $304 $706 $71 $777 $5,417 $ construction cost estimatin 2 8 40 50 $8,020 $$475 $475 $48 $523 $8,543 $ Capital and O&Mcostevaluation 8 8 $2,000 $ $76 $76 $ 8 $84 $2,084 $ Coordination with Environmental Consultant 24 12 36 $7,680 $ $342 $342 $34 $376 $8,056 $ DraftReport 60 40 40 140 $22,800 $ $1,330 $500 $1,830 $183 $2,013 $24,813 $ Final Recart 40 20 60 $11,700 $$570 $1,000 $1,570 $157 $1,727 $13,427 $ Total 260 0 32 0 24 40 52 0 0 0 104 112 624 $109,880 64 $1,072 $5,928 $1,750 $$8,750 $875 $9,625 $119,505 Z:IOtay WaterDistrlct\MarketlnglNoth SouthService EmergencylOWD Intertie PBW input (4),xls STAFF REPORT AGENDA ITEM 79 TYPE MEETING:Regular Board MEETING DATE:October 7,2009 SUBMITTED BY: PPROVED BY: (Chief) Lisa Coburn-Boyd O<~ Environmental Compliance Specialist Ron Ripperger ~ Engineering Manager Rod posada~~~~ Chief,Engineering PROJECTI SUBPROJECTS: R2096-004000 R2095-004000 S2018-004000 DIV.NO.4 Award of a Professi al Engineering Services Contract for the Ralph W.Chapman Water Reclamation Facility Upgrade Project APPROVED BY: (Ass!.GM): SUBJECT: Manny Magafia---i Assistant General Engineering and Operations GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District (District)Board of Directors (Board)authorize the General Manager to execute a Professional Engineering Services agreement with MWH Americas,Inc.(MWH),a professional engineering consulting firm,for the Ralph W. Chapman Water Reclamation Facility (RWCWRF)Upgrade Project in an amount not to exceed $460,000. COMMITTEE ACTION: Please see Attachment A. PURPOSE: That the Board authorize the General Manager to execute a Professional Engineering Services agreement with MWH in an amount not to exceed $460,000 for the RWCWRF Upgrade Project ANALYSIS: The District's RWCWRF Upgrade Project consists of three CIP projects (CIP Nos.R2095,R2096,and S2018)that were combined for this engineering services contract.The three projects are related because they are all components of an overall upgrade of the RWCWRF. The first component of the upgrade project is the modification of the treatment process at the facility to improve the reduction of Total Nitrogen in the treat~ent plant effluent. The RWCWRF treatment process must be modified to improve nitrogen reduction because the Facility has not been meeting its monthly average effluent discharge limit of 9.4 mg/L total nitrogen.A Nitrogen Reduction Study of the treatment process was conducted in early 2009 by PBS&J.The conclusion of the Study was that the treatment process could be modified by the addition of an anoxic zone prior to the aeration zone (pre- anoxic)to meet the effluent requirements for total nitrogen (T- N).An abandoned aeration basin on the east side of the current aeration basin can be refurbished for use as the anoxic basin. The second upgrade component is the rehabilitation of the facility's process air blower system.Currently,the RWCWRF blower system consists of two sets of blowers and associated piping.One set,which was installed in 1980,is seldom used since they were replaced in 1992 by two larger blowers.Under current plant operations,a single blower is used to supply air to the grit chamber,aerated channels,activated sludge basins, and filters.A Study of the process air blower system was done by District staff earlier this year.This Study concluded that the replacement of the existing blower equipment,controls,and piping would make the system more efficient and result in significant cost savings. The third part of the facility upgrade is the enhancement of the level of automation at the RWCWRF.An Automation Enhancements Assessment of the facility was completed by Westin Engineering in 2008.The report provided an assessment of the processes, control approaches,and SCADA system with recommendations for improvements and an Action Plan.The work for this task under the contract will include miscellaneous improvements of facility automation at the Process Area Controller level utilizing some of the recommendations from the Westin Study as a basis for the design of the system. The final component of the project is the removal of the damaged filter backwash storage reservoir floating cover at the facility and the design of a replacement cover.The replacement cover may be another floating cover or a fixed cover depending on the existing needs of the facility. 2 A Request for Proposals to provide the engineering services was issued on August 13,2009 to eleven consulting firms.These eleven firms had submitted Letters of Interest and Statements of Qualifications in response to the advertisement for engineering services for the project.On September 2,2009,three proposals were received from the following firms: •Lee &Ro •Malcolm-Pirnie •MWH The eight firms that chose not to propose are AECOM,Alfa Tech, Bailey Environmental,Carollo,PBS&J,RBF,RMC,and Tetra Tech. In accordance with the District's Policy 21,staff evaluated and scored all written proposals and also conducted oral interviews with the three firms.The interview selection panel was comprised of five (5)Staff members.After completion of the interviews,the panel completed the consultant ranking process and concluded that MWH was the most qualified consultant,with the best overall proposal.References for MWH were checked and received high ratings.A summary of the complete evaluation is shown in Attachment B. District Staff met with MWH to negotiate the fee and review the proposed scope of work.Staff added a component to the scope of work to provide construction support services and asked MWH to provide a cost proposal for these services.MWH reduced their costs for the project management,preliminary design and bid services tasks of their original cost proposal from $160,000 to $124,500 and added the costs for construction support services, $70,000.These changes resulted in a net increase of $34,500 in the cost of the project.District Staff is confident that MWH ::::A:e:::::T:O aver~evel. The funding for the engineering services for the RWCWRF Upgrade Project will be available from the budgets of the three CIP projects,R2095,R2096,and S2018.The approved total budget for R2095 is $75,000,the approved total budget for R2096 is $1,000,000,and the approved total budget for S2018 is $50,000 Based on a review of the budget,the Project Manager anticipates the budgets will be sufficient to support the engineering services.The funds for the engineering services will be 3 expended in FY2010.See Attachment C-1, C-2,and C-3 for additional details on the expenditures for each CIP Project. Finance has determined that 100%of the funding is available from the General Replacement Fund for CIP projects R2095 and R2096 and that 100%of the funding is available from the Sewer Betterment Fund for CIP project S2018. STRATEGIC GOAL: This project supports the District's Mission Statement,"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional, effective,and efficient manner."This project also supports the District's Strategic Goal,"To develop and implement Treatment Plant Enhancements including automation for remote operation and shutdown,technology improvements,and upgrade of facilities." LEGAL IMPACT: None. P:\WORKING\CIP R2096 -RWCWRF Blower System Rehab-Replace\Staff Reports\RWCWRF Upgrade Project - Staff Report_09-14-09 doc LCB/RR:jf Attachments:Attachment A Attachment B Attachment C-1 Attachment C-2 Attachment C-3 QA/QC Approved: D-4Y 4 DATE ATTACHMENT A Award of a Professional Engineering Services Contract for the Ralph W.Chapman Water Reclamation Facility Upgrade Project SUBJECT/PROJECT:! R2096-004000 R2095-004000 S2018-004000 COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting approval of a Professional Engineering Services agreement with MWH Americas,Inc. for the Ralph W.Chapman Water Reclamation Facility (RWCWRF)Upgrade Project in an amount not-to-exceed $460,000. • A request for proposal was sent to eleven consulting firms on August 13,2009 and three proposals were received.Staff indicated that in accordance with Policy 21,staff evaluated and scored all written proposals and conducted oral interviews with the three firms.The interview selection panel was comprised of five (5)staff members from various departments.After completing the consultant ranking process,staff concluded that MWH was the most qualified consultant,with the best overall proposal. •Staff explained the four components of the Upgrade Project: -Modify the treatment process to improve the reduction of total nitrogen in the treatment plant effluent; Rehabilitate the facility's process air blower system to increase efficiency and lower energy cost; Enhance the level of automation at the RWCWRF; Remove the damaged filter backwash storage reservoir floating cover and design a replacement cover. •Staff indicated that the reduction in total nitrogen is necessary to meet the permit limits for the facility. Also,an evaluation had been conducted to determine the benefits of the components of the Upgrade Project.Staff indicated that the upgraded facility would provide energy savings through the enhancement of the blower system and the repair of leaks in the process air piping.It was found that the blowers were oversized for the facility and they will be replaced with a system that allows for various speeds that are appropriate for the individual processes.The study also identified that the pipes were leaking air at various areas (energy is lost through air loss).A separate study had also identified ways to optimize the plant through automation to make it more efficient and require less manpower.The upgrade project should provide a significant amount of cost savings, however,it is difficult to quantify until the system design is complete and operational. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board as a consent item. ATTACHMENT B SUMMARY OF PROPOSAL RANKINGS BY PANEL MEMBERS <RWCWRF UPGRADE PROJECT> (WRITTEN )ORAL' TOTAL AVERAGE ReferencesUnderstandingofSoundnessandConsultanrsAVERAGEAdditionalPresentation,Qualityof SCORE SCOREQualificationsofscope,schedule,Viabilityof ProposedFee commitment SUBTOTAL SUBTOTAL creativity,insight10 Strength ofproject communication responsetoStaffProposedresourcestoDBESCOREissuesmanagerskillsquestionsProjectPlan SCORE 20 20 25 35 YIN 100 15 15 10 10 150 ..PassIFail LisaCoburn-BoJ!!j e----!?____11__~.35 80 11 11 .7 6 115 Brandon DiPierro 18 18 24 35 __9_5__--)g-_.11 5 6 129 Lee &Ro -:!J!!J.E.'!i'JI!.l_____10___10 15 35 Y 70 86 8 7 8 5 jl8__119 RodPosada 20 ._-19 24 35 ___98__10 12 8 8 136 Gary SIa/i<er 16 15 20 35 86 10 8 6 8 118 Lisa Coburn-Bovd 18 17 20 15 -_79.___12 11 7 7 107 BrandonDjPielTo 17 16 J~15 67 ___13___15 8 8 111 Malcolm-Pirnie Jim Peas/a"/......f-------g~20 25 15 Y 80 71 14 15 10.8 127 110 RodPosada 20 18 ~15 75 10 12 7 7 111 GarySlalkar 15 14 20 15 64 9 9 7 7 96 LisaCobum-Bovd 20 19 -I-24 29 92 14 15 9 10 140 Brandon DiPielro 17 __1§23 29 87 15 15 8 10 135 MWH JimPeas/ev 15 15 20 29 Y 79 87 15 15 10 9 128 133 PASS- RodPosada 20 18 22 29 I---§~-c-----E-14 9 9 133 GarySlalker 18 18 23 29 88 13 12 9 9 131 .i %Above Consultant !Proposed Fee·lowestFee Score ~~~:_.!~.29,854 ---,l:::o"-,w.~e,,,-,s::.t-,--F.::ee=-,_.3_ ~~H ~_$424.3O.ll_~,_21-30%29 __ Malcolm-Pimie .$659,954 91-100%15 Project Manager:~Cc~.'13~ QC CheCk:-$L {~ Engineering Manager:~r¥I7-== Date:4/141d.,r I Date:"'\{1<;10'1 Date:'(1'5'(01 ATTACHMENT C-1 I·SUBJECfi'iRoJECf:-·····-r--·-····-·····-·-·········------.....--.-.-----..-.----.---.---.---.-----------.----.-.--------.--------.-.----.---.-------.-----.---'--"-1 \R2096-004000 jAward of a Professional Engineering Services Contract for II IR2095-004000 Ithe ,Ralph W.Chapman Water Reclamation Facility Upgrade U?_?g_~~.~_Q2:tgg_9.__._J__~E~1~~_~.__._..____._._.. .__..__.........._.________________________......_..l Otay Water District R2095 -RWCWRF -Filter Storage Reservoir Cover Updated:09114/09 Outstanding ProjectedFinal Vendor/Budget Committed Expenditures Commibnent &Cost Comments $75,000 Forecast Planning I In House/Labor 14~149 149-------'-f=---_._--_._-----------C----'------ Total Planning $149 $149 $-$149 Design ._..------- In House/Labor 2,500 2,500 2,500-------_._---_.-1-------_..._._._-.-_-··.0._____---------------_.-.._-_.__._--- Consultant Contracts 7,500 7,500 7,500 MWH AMERICAS,INC--_._------_._.-.----.._.._._-----------._---_.__._-----_._.._- --..-r--..----_. --_..---- Total Design $10,000 $-$10,000 $10,000 Construction ---In House/Labor - ---_.f-----..._------------------_.--------.--_..--------....-f--------_._.----_.__..--_.~---'-----.__._-_.---._._..._----_._-- --1---------r-----.._.-~_...____0"_•-----_._-_.------ I -- Total Construction $-$-$-$- Grand Total $10,149 $149 $10,000 $10,149 PM Signature~~.'B1l"'""QC ~LSL..fL-=Eng.Mgr.~~ ATTACHMENT C-2l·sUBJecijpRoJecT:'!"··········,············1 I R2096-004000 1 Award of a Professlonal Englneerlng 8ervices Contract for I I !iiR2095-004000 I the.Ralph W.Chapman Water Reclamation Facility Upgrade 182018-004000 ,ProJect '....._.......•.........•.•........................•_.....................•.....L.._•........•.•_ _•........•....••....•.•.........•.........._.....•..._._•.............•....•.••...__._.................................. _•..._..••_._.___.................•....._._j Otay Water District R2096 -RWCWRF -Blower System Rehabilitation/Re Updated:09/14/09 Outstanding Projected Final Vendor/Budget Committed Expenditures Commitment &Cost Comments$1,000,000 Forecast Planning In House/Labor 7,319 7,319 7,319._-.---,-- Consultant Contracts 1,225 1,225 -1,225 MWH CONSTRUCTORS INC Service Contracts 250 250 -250 UNION TRIBUNE PUB CO .._---.__.__._.._-_.._----68 68 -68 SD DAILY TRANSCRIPTS-------_._--._._--_.-.- ---- Total Planning $8,861 $8,861 $-$8;861 Design .__.._'--.--f----.---.-....•----__-_0.______•-_._-------- In House/Labor - c--._.....---.--_.---_..._---_._------Consultant Contracts 447,500 447,500 447,500 MWH AMERICAS,INC .-1----_._-._----------1---.--- - Total Design $447,500 $-$447,500 $447,500 Construction In House/Labor ---.--_.--_._--_.N._____•_____._~__•---_.- -----_.-- _..,----,-_.-----.__..._.---_.-- Total Construction $-$-$-$- Grand Total $456,361 $8,861 $447,500 $456,361 PM Signatureoy,."~_~Qc~l\1:-b'VL__~__Eng.Mgr.~~ ·....1 ! ATTACHMENT C-3[--sUBJEcT/PROJEcT:]·m_·m.m.._.....m....m_m ........__....._m_m... !R2096-004000 !Award of a Professional Engineering Services Contract for !R2095-004000 I the Ralph W.Chapman Water Reclamation Facility Upgrade L.§.?-.2~_?--=.Q._Q~9.2_9_.l._~E~je '::_t:_._..______.___....._._...._.._....__..__..___....__..___.___i Otay Water District S2018 -RWCWRF -Secondary Process Automation Updated:09/14/09 Budget Outstanding ProjectedFinal Vendor/ $50,000 Committed Expenditures Commitment &Cost Comments Planning In House/Labor - --._--------- ---.__._._.----.,~-_._--- Total Planning $-$-$-$- Design I In House/Labor 1,500 1,500 1,500 --,_._----------_.--_.,~-----~------------_..---_._-_._.__.• 5,000 5,000 5,000-_._------------_._----------_._--------_.._--_.._-------------------- Total Design $6,500 $-$6,500 $6,500 Construction In House/Labor 2,060 2,060 2,060--Materials &Supplies 4,113 4,113 -4,113 CABLES PLUS LLC -- --_.__.._------_. -- Total Construction $6,173 $6,173 $-$6,173 Grand Total $12,673 $6,173 $6,500 $12,673 PM Signature~c.<""",.,.:;,,1l""QC ~<.l S..~Eng_Mgr.]1&v,11#~(I AGENDA ITEM 7h STAFF REPORT MEETING DATE:October 7,2009TYPEMEETING:Regular Board SUBMITTED BY:Daniel Kay D\L. Associate Civil Engineer PROJECTI SUBPROJECT: P1210- 003000 DIV.NO.ALL APPROVED BY: (Chief) APPROVED BY' (Ass\.GM): SUBJECT: Ron Ripperger ~ Engineering Manager Rod posad~~ Chief,Engineering Manny Magan '.~:;flra ~ Assistant General Ma~ger,Engineering and Operations Award of an As-Needed Electrical Design Services Contract for Fiscal Years 2010 and 2011 GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District (District)Board of Directors (Board)authorizes the General Manager to enter into an agreement for Professional Services for As-Needed Electrical Design Services with Engineering Partners,Inc.(EPI)in an amount not to exceed $100,000 during Fiscal Years 2010 and 2011 (ending June 30,2011) COMMITTEE ACTION: Please see Attachment A. PURPOSE: To obtain Board authorization for the award of a professional services contract for electrical design services on an as-needed basis in support of the District's Capital Improvement Program (CIP).The contract amount is not to exceed $100,000 for Fiscal Years 2010 and 2011 commencing upon Board approval. ANALYSIS: The District will require the professional services of an electrical design consultant to perform electrical design in support of the District's CIP projects for Fiscal Years 2010 and 2011.The As-Needed Electrical Design Services contract will provide the District with the ability to obtain consulting services in a timely and efficient manner and on an as-needed basis. The District will require the expertise of an electrical design consultant to design electrical systems for a variety of CIP projects.The District incurs expenses in requesting, reviewing,and ranking proposals,checking references,and preparing staff reports for Committee and Board approval.The electrical design services,individually,are small enough that preparation of formal proposals by consultants becomes expensive and these costs are then passed on to the District and the time that is lost in obtaining these formal proposals can delay projects.For these reasons,it is more efficient and cost effective to issue a contract on an as-needed basis.This concept has also been used in the past for other disciplines like geotechnical,engineering design,and environmental services. The District will issue task orders to the Consultant for specific projects during the contract period.The Consultant will then prepare a detailed scope of work,schedule,and cost estimate for each task order assigned under the contract.Upon written task order and authorization from the District,the Consultant will then proceed with the project as described in the scope of work. The CIP projects that are estimated to require electrical design services for Fiscal Years 2010 and 2011,at this time,are listed below: CIP DESCRIPTION ESTIMATED COST P2185 640 Reservoirs -Pump Station $15,000Modifications P2473 711-1 Pump Station Modification $10,000 P2487/Interconnection Projects $10,000P2488 P2370 Dorchester Reservoir and Pump Station $5,000Demolition P2474 Fuel Storage Covers and Containment $5,000 R2048 Otay Mesa Distribution Pipelines and $5,000Conversions R2087 20-inch Recycled Pipeline -Wueste $10,000Road-Pressure Reducing Station R2091 944-1 Pump Station Upgrade $20,000 TOTAL:$80,000 2 The electrical design scopes for the above projects are estimated from preliminary information and past projects. Future CIP projects may require the need for electrical design services during Fiscal Years 2010 and 2011.Therefore,staff believes that a $100,000 cap on the As-Needed Electrical Design Services contract is adequate. The contract is not to exceed $100,000 for all task orders. Fees for professional services will be charged to the CIP Projects for which the electrical designs are performed. This As-Needed Electrical Design Services contract does not commit the District to any expenditure until a task order is approved to perform work on a CIP Project.The District does not guarantee work to the consultant,nor does the District guarantee to the consultant that it will expend all of the funds authorized by the contract on professional services. The District solicited electrical design services by placing an advertisement on the District's website,San Diego Union Tribune,and the San Diego Daily Transcript on August 3,2009. Nine (9)firms submitted a letter of interest and a statement of qualifications.The Request for Proposal (RFP)for As-Needed Electrical Design Services was sent to all nine (9)firms resulting in four (4)proposals received on August 25,2009. They are as follows: •BSE Engineering •Engineering Partners I Inc. •Lee &Ro I Inc. •Richard Brady &Associates The five (5)firms that chose not to propose are Carollo Engineers,G4 Engineering,MPA,Malcom Pirnie,and Tanner Engineering. In accordance with the District's Policy 21,staff evaluated and scored all written proposals.Since the value of the contract amount is less than $200,000,no interviews are required.EPI received the highest score for their services based on their experience,understanding of the scope of work,proposed method to accomplish the work,and their composite hourly rate.EPI was the most qualified consultant with the best overall proposal.A summary of the complete evaluation is shown in Attachment B. 3 FISCAL IMPACT: The funds for this contract will be expended from the CIP projects noted previously.The fees for professional services requested herein are available in the authorized CIP project budgets.This contract is for professional services based on the District's need and schedule,and expenditures will not be made until a task order is approved by the District for the consultant's professional services on a specific CIP project. The Project Manager anticipates that the budget will be sufficient to support the professional services required for specific CIP projects previously noted. STRATEGIC GOAL: This projects supports the District's Mission Statement!"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional, effective,and efficient manner,"and the District's Strategic Goal,in planning for infrastructure and supply to meet current and future potable water demands. LEGAL IMPACT: General Manager P:\WORKING\As Needed Services\Electrical\FY 2010-2011\Staff Report\BD 10-07-09,As-Needed Electrical Services.doc DK/RR:jf Attachments:Attachment A Attachment B QA/QC Approval: ~~.23'(f= Name 4 ""j." •0"7 Date ATTACHMENT A iSUBjECTjpR6jECT:·TA;;;ai=d;;fa~As-Needed Electrical Design Services Contract P1210-003000 for Fiscal Years 2010 and 2011 .......................1 COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting approval of an agreement for Professional Services for As-Needed Electrical Design Services with Engineering Partners,Inc.(EPI)in an amount not-to-exceed $100,000 during Fiscal Years 2010 and 2011 (ending June 30,2011). •Staff indicated that in accordance with the District's Policy 21,staff evaluated and scored all written proposals;and since the value of the contract amount is less than $200,000,no interviews were required.Staff stated that EPI received the highest score and was the most qualified consultant with the best overall proposal. In addition,staff indicated that the District has worked with EPI on the 1296-3 Reservoir and the 36-Inch Pipeline projects. •The Committee inquired if staff was considering an as- needed contract because it would provide flexibility in obtaining services as opposed to including it in proposals.Staff indicated that it is more efficient to issue a contract on an as-needed basis because bids are expensive and time consuming,and the time that is lost in obtaining formal proposals can delay projects. •Staff indicated that the As-Needed Electrical Design Services contract does not commit the District to any expenditure until a task order is approved to perform work on a CIP Project.In addition,the District does not guarantee work to the consultant,nor does the District guarantee to the consultant that it will expend all of the funds authorized by the contract. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. II, ATTACHMENT B SUMMARY OF PROPOSAL RANKINGS BY PANEL MEMBERS Professional As-Needed Electrical Design Services Engineering Manager:T2rrrA ~ WRITTEN Understanding Soundness Consultant'sQualifications0ofscope,and Viability of Composite TOTAL AVERAGE References Staff schedule,Proposed HourlyRate'commitment SCORE SCOREtoDBEresourcesProjectPlan SCOR.E 20 20 25 35 YIN 100 Pass/Fail Danie/Kay 18 18 22 35 93 Ron Ripperger 17 16 20 35 88BSEy 88EngineeringDonAnderson16 16 17 35 84 Bob KennedY 12 15 15 35 77 Rod Posada 20 20 24 35 99 Danie/Kay 17 17 21 34 89 Engineering Ron Ripperger 17 18 22 34 91 Partners,Inc.Don Anderson 18 17 17 34 Y 86 91 Pass (EPI)Bob Kennedy 18 18 22 34 92 Rod Posada 19 19 24 34 96 Danie/Kay 18 18 21 33 90 Ron Ripperger 17 17 21 33 88 Lee &Ro,Inc.Don Anderson 17 18 17 33 Y 85 89 Bob Kennedy 17 17 20 33 87 Rod Posada 19 18 23 33 93 Danie/Kay 17 16 20 25 78 Richard Ron Rippemer 15 15 18 25 73 Brady &Don Anderson 11 12 11 25 Y 59 74 Associates Bob Kennedy 18 16 20 25 79 Rod Posada 18 18 22 25 83 1.Hourly Rale Calculation Fonnula =35 -lConsultanlRale -Min.Ralej"10 PM Signature:~,t)V-(Max.Rate -Min.Rale) QC:-;/d.' /"'". P:\V\()RKING\A.sNeededSefVicn\Elecmcal\FY2Oto-2011\SelectionProcess\RFPEvaluation_Electtical.xls AGENDA ITEM 7i STAFF REPORT MEETING DATE:October 7,2009TYPEMEETING:Regular Board SUBMITTED BY:Dani e 1 Kay 01- Associate Civil Engineer PROJECT! SUBPROJECT: N/A DIV.NO.ALL APPROVED BY: (Chief) APPROVED BY: (Ass!.GM): SUBJECT: Ron Ripperger vV-"" Engineering Manager Rod Posada ~~~ Chief,Engineering Manny Magana~~~ Assistant General Manager,Engineering and oper~tifns·~ Award of As-Needed Geotechnical Services Contract for ~scal Years 2010 and 2011 GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District (District)Board of Directors (Board)authorizes the General Manager to enter into an agreement for Professional Services for As-Needed Geotechnical Services with Southern California Soil and Testing,Inc.(SCST) for an amount not to exceed $175,000 during Fiscal Years 2010 and 2011 (ending June 30,2011). COMMITTEE ACTION: Please see Attachment A. PURPOSE: To obtain Board authorization for the award of a professional services cohtract for geotechnical services.on an as-needed basis in support of the District's Capital Improvement Program (CIP).The contract amount is not to exceed $175,000 for Fiscal Years 2010 and 2011 commencing upon Board approval. ANALYSIS: The District will require the services of a geotechnical consultant to perform studies in support of the District's CIP projects for Fiscal Years 2010 and 2011.The As-Needed Geotechnical Services contract will provide the District with the ability to obtain consulting services in a timely and efficient manner and on an as-needed basis. The District will require the expertise of a geotechnical consultant to conduct investigations for a variety of CIP projects.The District incurs expenses in requesting, reviewing,and ranking proposals,checking references,and preparing staff reports for Committee and Board approval.The investigations,individually,are small enough that preparation of formal proposals by consultants becomes expensive and these costs are passed on to the District.For these reasons,it is more efficient and cost effective to issue a contract on an as- needed basis.This concept has also been used in the past for other disciplines like engineering design,electrical,and environmental services. The District will issue task orders to the Consultant for specific projects during the contract period.The Consultant will then prepare a detailed scope of work,schedule,and cost estimate for each task order assigned under the contract.Upon written task order authorization from the District,the Consultant shall then proceed with the project as described in the scope of work. The CIP projects that are estimated to require geotechnical investigations for Fiscal Years 2010 and 2011,at this time,are listed below: ESTIMATED CIP DESCRIPTION COST P2434 Rancho Del Rey Groundwater Well $30,000Development P2482 Otay Mesa Lot 7 Groundwater Well System $20,000 P2488/Interconnection Projects $20,000P2489 R2058 16-inch Recycled Pipeline -Airway Road $15,000 R2077 24-inch Recycled Pipeline -Alta Road $15,000 P2087 20-inch Recycled Pipeline -Wueste Road $15,000 S2019 Avocado Blvd.8-inch Sewer Replacement $15,000 S2020 Calavo Dr.8-inch Sewer Replacement $15,000 TOTAL:$145,000 The geotechnical scopes for the above projects are estimated from preliminary information~and planning studies.The geotechnical scopes of the projects may change during the design phase,potentially increasing geotechnical study costs. Similarly,industry-wide increases in the cost of performing geotechnical investigations,such as fees for drilling and excavation subcontractors,insurance,and regulatory compliance, may also increase the cost of performing geotechnical studies. Therefore,staff believes that a $175,000 cap on the As-Needed Geotechnical Services contract is appropriate. The contract is not to exceed $175,000 for all task orders. Fees for professional services will be charged to the CIP Projects for which the investigations are performed. This As-Needed Geotechnical Services contract does not commit the District to any expenditure until a task order is approved to perform work on a CIP Project.The District does not guarantee work to the consultant,nor does the District guarantee to the consultant that it will expend all of the funds authorized by the contract on professional services. The District solicited geotechnical services by placing an advertisement on the District's website,San Diego Union Tribune,and the San Diego Daily Transcript on August 3,2009. Twenty-Three (23)firms submitted a letter of interest and a statement of qualifications.The Request for Proposal (RFP)for As-Needed Geotechnical Services was sent to all twenty-three (23)firms resulting in ten (10)proposals received on August 25,2009.They are as follows: •GEl Consultants •Geocon,Inc. •Geo-Logic Associates •Geotechnics,Inc. •Koury Geotechnical Services,Inc. •MTGL,Inc. •Ninyo &Moore •Nova Engineering &Environmental •Southern California Soils &Testing •TGR Geotechnical,Inc. The thirteen (13)firms that chose not to propose are Bureau Veritas North America Inc.,Carollo Engineers,Construction Testing &Engineering,EEl Geotechnical &Environmental,Group Delta,Kleinfelder,KPR Consulting,Krazan &Associates Inc., Leighton Consulting,Professional Services Industries Inc., 3 III:' I",' ~: Southern California Geotechnical,Southland Geotechnical Consultants,and United Inspection &Testing. In accordance with the District's Policy 21,staff evaluated and scored all written proposals.SCST received the highest score for their services based on their experience,understanding of the scope of work,proposed method to accomplish the work,and their composite hourly rate seST was the most qualified consultant with the best overall proposal.A summary of the complete evaluation i~Sshownin Attachment B. FISCAL IMPACT:.----:;"L-~-- The funds for this contract will be expended from the CIP projects noted previously.The fees for professional services requested herein are available in the authorized CIP project budgets.This contract is for professional services based on the District's need and schedule,and expenditures will not be made until a task order is approved by the District for the consultant's professional services on a specific CIP project. The Project Manager anticipates that the budget will be sufficient to support the professional services required for specific eIP projects previously noted. STRATEGIC GOAL: This project supports the District's Mission statement,"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional, effective,and efficient manner,"and the District's Strategic Goal,in planning for infrastructure and supply to meet current and future potable water demands. LEGAL IMPACT: None. General Manager P:\WORKING\As Needed Services\Geotechnical\FY 2010-2011\Staff Report\BD 10-07-09,As-Needed Geotechnical Services.doc 4 DK/RR/RP:jf Attachments: QA/QC Approval: Attachment A Attachment B Name:~~-&o Date: 5 SUBJECT/PROJECT: Various ATTACHMENT A Award of As-Needed Geotechnical Services Contract for Fiscal Years 2010 and 2011 COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting approval of an agreement for Professional Services for As-Needed Geotechnical Services with Southern California Soil and Testing,Inc.(SCST)in an amount not-to-exceed $175,000 during Fiscal Years 2010 and 2011 (ending June 30,2011). •Staff indicated that in accordance with the District's Policy 21,staff evaluated and scored all written proposals;and since the value of the contract amount is less than $200,000,no interviews were required.Staff stated that SCST received the highest score and was the most qualified consultant with the best overall proposal. •The Committee inquired about staff's consideration of other consultants'scoring second or third,as opposed to awarding the contract to the highest scorer.Staff indicated that the review panel consists of various staff members from Operations to Engineering (different panel members are selected for each project).Panel members do not only consider the "Summary of Proposal Rankings by Panel Members"worksheet score,but also hold discussions to decide which consultant is the most qualified to perform the District's needs. •The Committee thanked staff for identifying the projects that would utilize the Geotechnical Services contract on page 2 of the staff report.It is very helpful to members of the board to see how monies will be utilized. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. ATTACHMENT B SUMMARY OF PROPOSAL RANKINGS BY PANEL MEMBERS Professional As-Needed Geotechnical Services WRITTEN Understanding Soundness Consultant'sQualificationsofscope,and Viability of Composite commitment TOTAL AVERAGE References of Staff schedule,Proposed Hourly Rate1 to DBE SCORE SCORE resources Proiect Plan SCORE 20 20 25 35 YIN 100 Pass/Fail Daniel Kay 18 18 22 30 88 Lisa Coburn-Boyd 18 19 24 30 91 GEl Consultants Jerry Munoz 18 20 22 30 Y 90 88 Brandon DiPietro 18 16 20 30 84 RodPosada 18 19 22 30 89 Daniel Kay 19 19 23 27 88 Lisa Coburn-Boyd 18 18 23 27 86 GeoCon,Inc.Jerry Munoz 15 17 18 27 Y 77 82 Brandon DiPietro 16 17 20 27 80 Rod Posada 16 18 20 27 81 Daniel Kay 18 18 23 25 84 Lisa Coburn-Boyd 19 18 23 25 85Geo-Logic Y 81AssociatesJerryMunoz1618202579 Brandon DiPietro 16 17 18 25 76 Rod Posada 16 17 21 25 79 DanielKay 16 16 20 33 85 Lisa Coburn-Boyd 19 17 22 33 91Geotechnics,Y 84Inc.Jerry Munoz 12 15 15 33 75 Brandon DiPietro 17 17 18 33 85 RodPosada 16 16 19 33 84 Daniel Kay 16 11 14 28 69 Koury Lisa Coburn-Boyd 16 15 20 28 79 Geotechnical Jerry Munoz 17 17 18 28 Y 80 74 Services,Inc.Brandon DiPietro 12 11 13 28 64 Rod Posada 16 16 19 28 79 Daniel Kay 17 17 21 34 89 Lisa Coburn-Boyd 18 18 22 34 92 MTGL,Inc.Jerry Munoz 18 20 21 34 Y 93 91 Brandon DiPietro 18 18 20 34 90 Rod Posada 17 19 22 34 92 DanielKay 18 17 22 29 86 Lisa Coburn-Boyd 19 19 23 29 90 Ninyo &Moore JerryMunoz 19 18 23 29 Y 89 87 Brandon DiPietro 18 19 20 29 86 Rod Posada 18 18 20 29 85 Daniel Kay 17 17 21 35 90 Nova Lisa Coburn-Boyd 18 17 22 35 92 Engineering &JerryMunoz 15 14 14 35 Y 78 87 Environmental Brandon DiPietro 16 18 16 35 85 RodPosada 17 16 20 35 88 P:\WORKING\As Needed Services\Geolechnical\FY201Q·2011\SelectionProcess\RFPEvaluation_Geolech,xls WRITTEN Understanding Soundness Consultant'sQualificationsofscope,and Viability of Composite commitment TOTAL AVERAGE References of Staff schedule,-Proposed Hourly Rate1 SCORE SCOREtoOSEresourcesProiectPlan SCORE 20 20 25 35 YIN 100 PasslFail Daniel Kay 18 18 23 32 91 Southern Lisa Coburn-Boyd 18 18 22 32 90 California Soli &Jerry Munoz 19 20 25 32 Y 96 92 Pass Testing Brandon DiPietro 18 19 20 32 89 RodPosada 20 20 24 32 96 Danie/Kay 17 16 16 29 78 TGR Lisa Coburn-Boyd 17 16 21 29 83 Geotechnical,Jerry Munoz 13 15 16 29 Y 73 80 Inc.Brandon DiPietro 18 17 17 29 81 Rod Posada 18 18 22 29 87 1.Hourly Rate Calculation Formula =35·(ConsultantRate·Min.RatetlO (Max.Rate Min.Rate) P:\WORKING\As NeededServkes\Geotechnical\FY2010·2011\SelectlonProcess\RFP Evaluation_Geotech.X1S PM Signature:----J~.:=-........"'7--~7""-I--- Engineering Manager:TZrr.t ~ SfAFF REPORT TYPE MEETING:Regular Board SUBMITTED BY:Daniel Kay O\L Associate Civil Engineer AGENDA ITEM 7j MEETING October 7,2009 DATE: PROJECT/Various DIV.NO.ALL SUBPROJECT: APPROVED BY: (Chief) APPROVED BY: (Ass!.GM): SUBJECT: Ron Ripperger~ Engineering Manager Rod posada~~~ Chief,Engineering Manny Magan~~,.A·-.A Assistant General M~ager,Engineering and Operations Award of As-Needed Engineering Design Services Contract for Fiscal Years 2010 and 2011 GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District (District)Board of Directors (Board) authorizes the General Manager to enter into an Agreement for Professional Services for As-Needed Engineering Design Services with Lee &Ro,Inc.(Lee &Ro)in an amount not to exceed $175,000 during Fiscal Years 2010 and 2011 (ending June 30,2011). COMMITTEE ACTION: Please see Attachment A. PURPOSE: To obtain Board authorization for the award of a professional services contract for engineering design services on an as-needed basis in support of the District's Capital Improvement Program (CIP).The contract amount is not to exceed $175,000 for Fiscal Years 2010 and 2011 commencing upon Board approval. ANALYSIS: The District will require the professional services of an engineering consultant in support of the District's CIP projects for Fiscal Years 2010 and 2011.The As-Needed Engineering Design Services contract will provide the District with the ability to obtain consulting services in a timely and efficient manner and on an as-needed basis. The District will require the expertise of an engineering consultant to provide civil engineering design for a variety of crp projects. The District incurs expenses in requesting,reviewing and ranking proposals,checking references,and preparing staff reports for Committee and Board approval.The engineering design services, individually,are small enough that preparation of formal proposals by consultants becomes expensive and these costs are passed on to the District.For these reasons,it is more efficient and cost effective to issue a contract on an as-needed basis.This concept has also been used in the past for other disciplines like geotechnical,electrical,and environmental services. The District will issue task orders to the Consultant for specific projects during the contract period.The Consultant will then prepare a detailed scope of work,schedule,and cost estimate for each task order assigned under the contract.Upon written task order authorization from the District,the Consultant shqll then proceed with the project as described in the scope of work. The crp projects that are estimated to require engineering design services for Fiscal Years 2010 and 2011,at this time,are listed below: ESTIMATED CIP DESCRIPTION COST P2496 Otay Lakes Road Utility Relocations $90,000 S2019 Avocado Blvd.8-inch Sewer Replacement $35,000 S2020 Calavo Drive 8-inch Sewer Replacement $20,000 S2021 Jamacha Road 8-inch Sewer Replacement $15,000 S2022 Hidden Mesa Drive 8-inch Sewer Rehabilitation $15,000 TOTAL:$175,000 The engineering design scopes for the above projects are estimated from preliminary information and past projects.Therefore,staff believes that a $175,000 cap on the As-Needed Engineering Design Services contract is adequate. The contract is not to exceed $175,000 for all task orders.Fees for professional services will be charged to the crp Projects for which the engineering designs are performed. This As-Needed Engineering Design Services contract does not commit the District to any expenditure until a task order is approved to perform work on a crp Project.The District does not guarantee work to the consultant,nor does the District guarantee to the consultant 2 that it will expend all of the funds authorized by the contract on professional services. The District solicited engineering design services by placing an advertisement on the OWD website,San Diego Union Tribune,and the San Diego Daily Transcript on August 3,2009.Twenty-Two (22)firms submitted a letter of interest and a statement of qualifications. The Request for Proposal (RFP)for As-Needed Design Services was sent to all twenty-two (22)firms resulting in fifteen (15) proposals received on August 25,2009.They are as follows: •Carollo Engineers •Fuscoe Engineering •HDR Engineering,Inc. •Hunsaker &Associates,Inc. •J.C.Heden &Associates,Inc. •Kennedy/Jenks Consultants •Lee &Ro,Inc. •Masson &Associates,Inc. •Nasland Engineering •Q'Day Consultants •PBS&J •RCE Consultants,Inc. •Richard Brady &Associates •Spear &Associates,Inc. •Tran Consulting Engineers \ The seven (7)firms that chose not to propose are AECOM,Psomas, Harris &Associates,Tetra Tech,KPR Consulting Inc.,Malcom Pirnie, and MWH. In accordance'with the District's Policy 21,staff evaluated and scored all written proposals.Lee &Ro received the highest score for their services based on their experience,understanding of the scope of work,proposed method to accomplish the work,and their composite hourly rate.Lee &Ro was the most qualified consultant with the best overall proposal.A summary of the complete evaluation is shown in Attachment B. FISCAL IMPACT: The funds for this contract will be expended from the CIP projects noted previously.The fees for professional services requested 3 herein are available in the authorized CIP project budgets.This contract is for professional services based on the District's need and schedule,and expenditures will not be made until a task order is approved by the District for the consultant's professional services on a specific CIP project. The Project Manager anticipates that the budget will be sufficient to support the professional services required for the specific CIP projects previously noted. STRATEGIC GOAL: This project supports the District's Mission statement,"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional,effective,and efficient manner,"and the District's Strategic Goal,in planning for infrastructure and supply to meet current and future potable water demands. LEGAL IMPACT: None. 1h2-uJi1C-Gen~ral Manager P:\WORKING\As Needed Services\Engineering Design\FY 2010-2011\Staff Report\BD 10-7-09,As-Needed Engineering Design Services.doc DK/RR/RP:jf Attachments:Attachment A Attachment B QA/QC Approved: 4 ~111:l I JECT: Various ATTACHMENT A Award of As Needed Engineering Design Services Contract for Fiscal Years 2010 and 2011 COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff is requesting approval of an agreement for Professional Services for As-Needed Engineering Design Services with Lee &Ro,Inc.(Lee &Ro)in an amount not- to-exceed $175,000 during Fiscal Years 2010 and 2011 (ending June 30,2011). •Staff indicated that representatives from Lee &Ro were in attendance to answer any questions the Committee may have. •Staff indicated that Lee &Ro was instrumental with the engineering design of the 36-Inch Pipeline project. •Staff indicated that in accordance with the District's Policy 21,staff evaluated and scored all written proposals;and since the value of the contract amount is less than $200,000,no interviews were required.Staff stated that Lee &Ro received the highest score and was the most qualified consultant with the best overall proposal. •The Committee inquired about staff's request of the exact amount of $175,000 for the CIP projects that are estimated to require Engineering Design services and did not include a buffer similar to the request for Geotechnical or Electrical Design services contracts. Staff indicated that in order to stay in compliance with Policy 21,the fund request would need to be less that $200,000.The Committee recommended to increase the request to $199,000 to include a buffer. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board on the consent calendar. ATTACHMENT B SUMMARY OF PROPOSAL RAN KINGS BY PANEL MEMBERS Professional As-Needed Civil Engineering Design Services WRITTEN Understanding Soundness Consultant'sQualifications0ofscope,and Viability of Composite commitment TOTAL AVERAGE References Staff schedule,Proposed Hourly Rate'to DBE SCORE SCORE resources Proiect Plan SCORE 20 20 25 35 YIN 100 PasslFail Danie/Kav 18 13 21 29 81 Ron Ripperger 15 15 20 29 79Carolloy 77EngineersFrankAnderson19 16 22 29 86 Bob Kennedy 6 6 15 29 56 David Charles 16 17 21 29 83 Daniel Kay 17 17 21 27 82 Ron Ripperger 14 15 18 27 74Fuscoey 80EngineeringFrankAnderson1720 23 27 87 Bob Kennedy 16 16 20 27 79 David Charles 16 15 19 27 77 DanielKav 19 18 21 27 85 HDR Ron Ripperger 16 15 18 27 76 Engineering,Frank Anderson 19 20 24 27 y 90 83 Inc.Bob Kennedv 18 18 22 27 85 David Charles 16 17 20 27 80 DanielKav 17 15 15 31 78 Hunsaker &Ron RiDDeraer 14 14 16 31 75 Associates,Frank Anderson 18 17 22 31 y 88 77 Inc.Bob Kennedv 11 11 16 31 69 David Charles 15 12 18 31 76 Daniel Kay 16 17 21 35 89 J.C.Heden &Ron RiDDerqer 15 15 20 35 85 Associates,Frank Anderson 19 18 22 35 y 94 89 Inc.16 18 22 35 91BobKennedy David Charles 16 17 20 35 88 DanielKav 17 18 22 28 85 Kennedy I Ron Ripperger 15 15 20 28 78 Jenks Frank Anderson 17 17 22 28 y 84 80 Consultants Bob Kennedv 10 13 16 28 67 David Charles 18 17 23 28 86 Daniel Kay 17 17 21 33 88 Ron RiDDerger 17 15 22 33 87 Lee &Ro,Inc.Frank Anderson 19 18 22 33 y 92 90 Pass Bob Kennedv 16 19 23 33 91 David Charles 18 18 23 33 92 DanielKav 11 11 15 35 72 Masson &Ron Ripperger 14 14 18 35 81 Associates,Frank Anderson 15 15 15 35 y 80 75 Inc.6 6 14 35 61BobKennedy David Charles 13 13 18 35 79 P:\WORKING\AsNeededServioes\EogineeringDesign\FY201G-2011\SelectionProce!l~\RFPEvaluatioo_De&ign.xls WRITTEN Understanding Soundness Consultant'sQualifications0ofscope,and Viability 0 Composite commitment TOTAL AVERAGE References Staff schedule,Proposed Hourly Rate'to DBE SCORE SCORE resources Proiect Plan SCORE 20 20 25 35 YIN 100 Pass/Fail Daniel Kay 17 15 20 30 82 Ron Ripperger 15 15 19 30 79Naslandy 78EngineeringFrankAnderson1716203083 Bob Kennedy 11 14 16 30 71 David Charles 14 14 17 30 75 Danie/Kav 18 17 17 34 86 Ron Ripperger 14 14 17 34 79O'Day 15 15 14 34 Y 78 83ConsultantsFrankAnderson Bob Kennedy 17 17 20 34 88 David Charles 16 14 18 34 82 Daniel Kay 18 17 22 30 87 Ron Ripperger 16 15 20 30 81 PBS&J Frank Anderson 18 17 21 30 Y 86 86 Bob Kennedy 19 19 24 30 92 David Charles 17 17 22 30 86 Daniel Kav 15 15 18 29 77 RCE Ron Ripperger 15 14 18 29 76 Consultants,Frank Anderson 14 16 15 29 Y 74 73 Inc.Bob Kennedv 10 12 15 29 66 David Charles 15 12 18 29 74 Danie/Kav 18 16 15 25 74 Richard Ron Ripperger 13 14 18 25 70 Brady &Frank Anderson 19 18 22 25 Y 84 78 Associates Bob Kennedy 16 18 21 25 80 David Charles 17 18 22 25 82 Daniel Kay 8 8 12 31 59 Spear &Ron Ripperger 13 14 18 31 76 Associates,Frank Anderson 15 15 15 31 y 76 69 Inc.Bob Kennedy 6 6 16 31 59 David Charles 15 11 18 31 75 Danie/Kav 20 19 22 34 95 Tran Ron Ripperger 15 14 18 34 81 Consulting Frank Anderson 17 18 18 34 Y 87 84 Engineers Bob Kennedy 12 15 17 34 78 David Charles 14 14 19 34 81 1.HourlyRate Calculation Formula =35-(Consul/ant Rate-Min.Ralet10 (Max.Rate -Min.Rate) P:\WORKlNG\AsNeededSetviOBs\EnQinleringOllsign\fY2D1().2011\SellctionProcess\RFP Evaluation_Design.xls PM Signature:-....rs..~-=""7'=---:I""'6'--- Engineering Manager:JZevt ~ AGENDA ITEM 7k of California et al.and City of October 7,2009 DIV.NO. MEETING DATE: W.O.lG.F.NO:Yuri Calderon,General counse~ Mark Watton,General Manager VJ Draft Settlement Agreement in matters of State al"ex reI.Armenta v.James Jones Co.I et Banning et al.v.James Jones Co.et al. APPROVED BY' SUBJECT: TYPE MEETING:Regular Board SUBMITTED BY: ATTORNEY'S RECOMMENDATIONS: Approve the draft settlement reached in the referenced authorize the General Manager to execute and deliver settlement agreement,subject to review and approval of the General Counsel and the General Manager;and matter and the final changes by Authorize the General Manager and the General Counsel to take all actions necessary to carry out the purpose of the settlement, including accepting settlement payments,delivering documents necessa~y to dismiss the lawsuits and other related actions. BACKGROUND: The written settlement agreement contains substantially the terms previously approved by the Board.The General Counsel recommends that the Board approve the draft settlement agreement and authorize the General Manager to execute and deliver it and to take other related actions in connection with the settlement. FISCAL IMPACT: Net settlement payment to the District of approximately $750,000. LEGAL IMPACT: The settlement will include dismissal of the Armenta and Banning lawsuits,including the pending appeal in the Banning case. COMMITTEE ACTION:None. l/~l~(2;k'~'~7-G-e-n-e'>'r"'l~l Counsel' Attachment:Draft Settlement Agreement SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Release (hereinafter,the "Agreement")is made and entered into by and between the following: A.Alameda County Water District,City ofBurbank,Helix Water District, Irvine Ranch Water District,Padre Dam Municipal Water District,Cityof Pomona,Rancho California Water District,City ofSan Diego,City ofSan Jose,Sweetwater Authority,Valley Center Municipal Water District (collectively,the "Armenta Intervenors");and B.City ofBanning,City ofCarlsbad,City of Colton,Contra Costa Water District,City ofCorona,City ofDel Mar,City ofDelano,Elsinore Valley Municipal Water District,City ofFullerton,City ofGlendale,City of Hemet,City ofHuntington Beach,City ofLaHabra,City ofLorna Linda, City ofLompoc,Mesa Consolidated Water District,Moulton Niguel Water District,City ofOceanside,Olivenhain Municipal Water District, Otay Water District,City ofOxnard,Palmdale Water District,City of Pasadena,City ofPetaluma,City ofPico Rivera,City ofPoway,Rainbow Municipal Water District,City ofRedlands,City ofRiverside,City of Sacramento,San Bernardino Municipal Water Department,CityofSanta Barbara,City of Santa Cru,z,Santa Margarita Water District,City ofSanta Maria,City ofSantaRosa,City ofSouth Pasadena,City ofUpland, Vallecitos Water District,City ofVallejo,Valley ofthe Moon Water District,City ofWestminster,Town ofWindsor (collectively,the "Banning Plaintiffs");and C.Nora Armenta and the Real Parties in Interest on whose behalfRelator has asserted claims (the "Relator"or "Qui Tam Plaintiff');and 2127792 ~..: D.James Jones ConipanyLLC ("Jones"),Mueller Co.Ltd ("Mueller"),Tyco International ("Tyco"),and Watts Water Technologies,Inc.,formerly known as Watts mdustries,me.("Watts")(collectively,the "Defendants"). E."Plaintiffs'Attorneys"shall include counsel and the law firms that have appeared for the Armenta mtervenors,the Banning Plaintiffs,and the Relator. 1.RECITALS WHEREAS,the complaints filed by the Relator in the Armenta Action (as defined herein)allege violations by Defendants ofthe California False Claims Act and were brought in the names ofvarious governmental entities identified in Relator's complaints;and WHEREAS,the Armenta mtervenors intervened in the Armenta Action,and certain ofthe Armenta mtervenors filed Complaints-in-mtervention in the Armenta Action incorporating Relator's allegations and asserting claims under the California False Claims Act and various common-law theories ofrecovery;and WHEREAS,the Banning Plaintiffs filed complaints alleging certain misconduct by Defendants in the Banning Action and asserting claims under various common-law theories ofrecovery;and WHEREAS,Defendants have denied all liability in the Armenta and Banning Actions (collectively the "Actions");and WHEREAS the Parties presented their disputes regarding the Claims in mediation to the Honorable Peter D.Lichtman,and on June 10,2009,reached a settlement subject to approval by the governing boards ofthe Armenta mtervenors and the Banning Plaintiffs; NOW,THEREFORE,the Parties hereby agree as follows: 2127792 . " . "...-.-.:::.._.;:.>.~::.:,.;;-->'_..~.•~':,-. .2- 2.AGREEMENT In consideration ofthe mutual promises,agreements,releases,covenants,and conditions contained in the recitals above and the provisions set forth below,the sufficiency ofsuch conditions being hereby acknowledged,the Parties agree to settle their disputes regarding the Claims pursuant to the terms stated below. 3.DEFINITIONS The following definitions shall apply in this Agreement: 3.1.As used herein,the term "Actions"shall mean and refer to the Armenta Action and the Banning Action,as defined herein. 3.2.As used herein,the term "Armenta Action"shall mean and refer to the legal action captioned State ofCalifornia,et aI.,ex reI.Nora Armenta v.James Jones Company,et al.,Case No.BC 173487,pending in the Superior Court ofthe State of California,County ofLos Angeles.The term "Armenta Action"shall include,without limitation,all complaints and complaints-in-intervention and shall encompass all allegations made in any pleading or document filed or lodged in the Armenta Action. 3.3.As used herein,the term "Banning Action"shall mean and refer to the legal action captioned City ofBanning,et al.v.James Jones Company,LLC,et aI.,Case No.BC 321513,pending in the Superior Court ofthe State ofCalifornia,County of Los Angeles.The term "Banning Action"also shall include the pending appeal entitled City ofBanning,et al.v.James Jones Company,et al.,Case No.B 214057,pending in the Court ofAppeal ofthe State ofCalifornia,Second Appellate District,Division One.The term "Banning Action"shall include,without limitation,all complaints and shall encompass all allegations made in any pleading or document filed or lodged in the Banning Action. 3.4.As used herein,the term "Claims"shall mean and refer to the claims that were or could have been advanced in the Actions bythe Plaintiffs. 2127792 -3- ..-.\,- 3.5.As used herein,the "Effective Date"shall mean and refer to the date by which the governing boards ofall ofthe Armenta Intervenors and Banning Plaintiffs have approved the settlement,all ofthe Parties have executed this Agreement,and the Court has approved the settlement. 3.6.As used herein,the term "Parties"shall mean and refer collectively to the Plaintiffs and Defendants,and the term "Party"shall mean and refer to any individual Plaintiff,Defendant,or Real Party in Interest,as those terms are defined herein. 3.7.As used herein,the term "Payment Date"shall mean and refer to the date on which the Relator's Attorneys'Fees and Costs and the Settlement Sum,as those terms are defined herein,are paid in full pursuant to the terms ofthis Agreement. 3.8.As used herein;the term "Plaintiffs"shall mean and refer to the Relator, the Armenta Intervenors,the Armenta Real Parties in Interest,and the Banning Plaintiffs collectively. 3.9.As used herein,the term "Real Parties in Interest"should mean and refer to all the cities,water districts or other government entities (other than the Armenta Intervenors)identified in the Armenta Action or on whose behalfthe Relator instituted or prosecuted the Armenta Action. 3.10.As used herein,the term "Relator's Attorneys'Fees and Costs"shall mean and refer to the sum of$30,000,000,to be paid by Defendants to Relator pursuant to California Code ofCivil Procedure Section 12652(g)(8).The Relator's Attorneys'Fees and Costs are exclusive of and in addition to the Settlement Sum and any sums previously paid to settle any portion ofthe Actions.Neither the payment ofthe .Settlement Sum nor the prior payment ofany amount to settle any portion ofthe Actions shall operate to reduce the amount ofthe Relator's Attorneys'Fees and Costs to be paid under this Agreement. 3.11.As used herein,the term "Settlement Sum"shall mean and refer to the sum of$39,000,000,to be paid byDefendants in settlement ofthe Claims.The 2127792 ·4· Settlement Sum is exclusive ofand in~addition to the Relator's Attorneys'Fees and Costs and any sums previously paid to settle any portion ofthe Actions.Neither the payment ofany amount representing Relator's Attorneys'Fees and Costs nor the prior payment of any amount to settle any portion ofthe Actions shall operate to reduce the amount ofthe Settlement Sum to be paid under this Agreement. 4.PAYMENT 4.1.Within fifteen days after the latest of(i)approval bythe Court ofthis Settlement Agreement;(ii)approval by the Court ofthe allocation ofthe Settlement Sum to be proposed by the Relator,the Armenta Intervenors,and the Banning Plaintiffs;or (iii)execution ofthis Settlement Agreement by all Parties;Defendants shall pay Plaintiffs the Settlement Sum by wire transfer to the Phillips &Cohen Client Trust Account for distribution as the Court may approve pursuant to Paragraph 8.The Plaintiffs will pay the Relator's share and/or any contingency payment out ofthe Settlement Sum. 4.2.At the same time as the payment in Paragraph 4.1,Defendants shall pay Relator the Relator's Attorneys'Fees and Costs by wire transfer to the Phillips &Cohen Client Trust Account for distribution to Relator's counsel. 4.3.After payment ofthe Settlement Sum and the Relator's Attorneys'Fees and Costs pursuant to Paragraphs 4.1 and 4.2,Plaintiffs shall file a dismissal ofthe Actions with prejudice and Defendants shall have no further liability to the Plaintiffs for the Claims.Phillips &Cohen shall not distribute the sums deposited to its Client Trust Account before the dismissal is filed with the Court. 5.BASIS OF SETTLEMENT No Defendant admits liability for any claim alleged in the Actions,including without limitation any claim under the False Claims Act or for fraud or other intentional wrongdoing or misconduct,whether alleged in any complaint or complaint-in- intervention in the Armenta or Banning Actions,and this Agreement shall not be construed as an admission ofany wrongdoing or liability by Defendants. i; ~.~'. 2127792 - 5 - 6.RELEASES 6.1.Subject to the other provisions and limitations set out in this Agreement and effective as ofthe later ofthe Effective Date or the Payment Date,Plaintiffs,for themselves,their governing bodies,boards,and commissions,officers,agents, .employees,administrators,successors,and assigns,do hereby forego,release,and forever discharge the Defendants,as well as each ofDefendants'respective past and present affiliates,parents,subsidiaries,divisions,branches,departments,agencies,predecessors, successors,and the heirs,principals,employees, associates,owners,stockholders, assigns,devisees,agents,distributors,directors,officers,representatives,insurers, lawyers,and predecessors and successors in interest,and each ofthem,and all persons acting by,through,under,or in concert with Defendants (collectively,the "Defendant Released Parties")from any and all actions;grounds for complaint;causes ofaction,in law or in equity,in contract,in tort,or otherwise;suits;guarantees ofindebtedness; suretyships;debts;liens; contracts;agreements;promises;liability,including all direct and/or indirect liability (including,without limitation,vicarious liability);claims; demands;damages;losses;costs;expenses;defenses;set-offs;or recoupments,ofany nature whatsoever,known or unknown to Plaintiffs (regardless oftheir diligence), suspected or unsuspected,fixed or contingent,which Plaintiffs now have,ever had,or shall have against the Defendant Released Parties,or any ofthem,arising out of or in any way connected with the Claims or Actions or the facts alleged or asserted or which could have been alleged or asserted in the Claims or in the Actions.The Parties agree to request Judge Ann I.Jones,or such otherjudge as is presiding over the Actions,to order that the Real Parties in Interest on whose behalfRelator has submitted claims are bound by the releases herein and this Settlement Agreement and Release to the fullest extent permitted by law.Defendants,the Armenta Intervenors,the Banning Plaintiffs,and Relator shall jointly submit to the Court a Proposed Order approving this Agreement in the form appended hereto as Exhibit A. ,-:\;~ ! 2127792 -6- ~ 6.2.Subject to the other provisions and limitations set out in this Agreement, and effective as ofthe Effective Date,Defendants,for themselves,their administrators, successors,and assigns,do hereby forego,release,and forever discharge Plaintiffs,as well as each Plaintiffs respective past and present affiliates,governing bodies,boards, commissions,agents,administrators,parents,subsidiaries,divisions,branches, departments,agencies,predecessors,successors,and the heirs,principals,employees, associates,owners,stockholders,assigns,devisees,agents,distributors,directors, officers,representatives,insurers,lawyers,and predecessors and successors in interest, and each ofthem,and all persons acting by,through,under,or in concert with them (collectively,the "PlaintiffReleased Parties")from any and all actions;grounds for complaint;causes ofaction,in law or in equity,in contract,in tort,or otherwise;suits; guarantees ofindebtedness;suretyships;debts;liens;contracts;agreements;promises; liability,including all direct and/or indirect liability (including,without limitation, vicarious liability);claims;demands;damages;losses;costs;expenses;defenses;set-offs; or recoupments,ofany nature whatsoever,known or unknown to Defendants (regardless of diligence),suspected or unsuspected,fixed or contingent,which they now have,ever had,or shall have against the PlaintiffReleased Parties,or any ofthem,arising out ofor in any way connected with the Claims or Actions or the facts alleged or asserted or which could have been alleged or asserted in the Claims or in the Actions. 6.3.The Parties hereby waive any and all rights that they may have under any and all statutes or laws that purport to limit the scope ofa general release,including, without limitation,Section 1542.ofthe California Civil Code,which provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release,which if known by him or her must have materially affected his or her settlement with the debtor. ".,0.. 2127792 -7- ~ 6.4.The release in Paragraph 6.1 above shall not preclude Plaintiffs from asserting claims for indemnification or contribution in the event that the Plaintiffs are sued bythird parties as a result ofharm allegedly caused by the parts supplied to the Armenta Intervenors,the Banning Plaintiffs or the Real Parties in Interest on whose behalfRelator has submitted claims.In any such action,the Plaintiffs will not take the position that Defendants'parts have created any health risk.In addition,neither Plaintiffs nor Plaintiffs'Attorneys in the Actions presently have any evidence indicating that any particular person has suffered actual adverse health effects caused by the parts supplied to the Armenta Intervenors,the Banning Plaintiffs or the Real Parties in Interest. The representations respecting health effects containedin this paragraph shall not be used for any purpose other than in connection with an action by a third party against any ofthe Plaintiffs.Nothing in this Agreement waives,releases oraffects any rights,defenses or claims that any Plaintiffor Defendant may have against any party in response to any claim for indemnification or contribution. 7.DISMISSAL OF ACTIONS 7.1.Promptly upon Court approval ofthis Agreement,Plaintiffs will take all actions necessary to obtain the dismissal ofthe Actions with prejudice,except that the Parties stipulate that all disputes arising from or related to this Agreement shall be referredto the Honorable Peter D.Lichtman,or ifJudge Lichtman is unable or not available to hear the dispute,suchjudge as is then presiding over the Actions,and that said trial court shall retain jurisdiction to resolve any such disputes pursuant to California Code ofCivil Procedure §664.6. 7.2.Other than the payment by Defendants ofthe Relator's Attorneys'Fees and Costs pursuant to Paragraph 4.2 above,Plaintiffs shall bear their own attorneys'fees and costs,subject to any separate agreements among them or orders ofthe Court concerning the allocation ofthe Settlement Sum,and Defendants shall bear their own attorneys'fees and costs,subject to any separate agreements among them. 2127792 ......~•...~~.~~~~.'.' -8- 8.CONTINGENCIES The Parties'obligations and releases under this Agreement are contingent upon approval ofthis Agreement by the governing boards ofthe Armenta Intervenors and the Banning Plaintiffs,upon Court approvalofthe settlement and this Agreement,upon the approval ofthe allocation ofthe Settlement Sum to be proposed by the Relator,the Armenta Intervenors,and the Banning Plaintiffs,upon the dismissal ofthe Actions (as set forth in Section 7 above),and ~pon payment ofthe Settlement Sum and the Relator's Attorneys'Fees and Costs (as set forth in Section 4 above). 9.GENERAL PROVISIONS 9.1.The Parties have been represented bytheir respective attorneys throughout the negotiation and execution ofthis Agreement and have not relied upon any advice or representation ofopposing parties or their attorneys in entering into this Agreement.The Parties have entered into this Agreement freely,without compulsion,and with full understanding and voluntary acceptance ofits terms and they hereby assume the risk of any mistake offact in connection with the true facts involved,which may now be unknown. 9.2.The Parties acknowledge that,subsequent to the execution ofthis Agreement,the Parties may discover facts or incur or suffer claims which,ifknown or anticipated,might have materially affected the Parties'or a Party's decision to execute this Agreement.The Parties expressly acknowledge this risk and agree that this Agreement applies to such unlmown,unanticipated,or different facts and/or claims,and that the enforceability ofthis Agreement shall not in anyway be affected by such discovery ofunknown or unanticipated facts and/or claims. 9.3.This Agreement constitutes the entire agreement between the Plaintiffs and the Defendants with respect the subject matter contained herein and represents the final,complete,and exclusive expression ofthe terms and conditions ofthe Agreement between the Plaintiffs and Defendants.All prior or contemporaneous agreements .j.'; 1: 2127792 - 9 - between the Plaintiffs and the Defendants,oral or written,with respect to the subject matter ofthis Agreement are merged herein and superseded hereby.The Defendants and theircontribliting insurers have pursuant to separate agreement agreed to their respective contributions to the Relators'Attorneys'Fees and Costs and the Settlement Sum.This Agreement is subject to Defendants and their contributing insurers finalizing that separate agreement and depositing their agreed upon portions ofRelator's Attorneys'Fees and the Settlement Sum in the trust account described in Paragraphs 4.1 and 4.2.As between the Plaintiffs and Defendants,Plaintiffs and Defendants acknowledge that no Party,or any agent of any Party,has made any promise,representation,orwarranty whatsoever, express or implied,not contained herein concerning the subject matter hereof,to induce the Parties (or any individual Party D;amed or referred to herein)to execute this Agreement,and each Party acknowledges that it has not executed this Agreement in reliance on any such promise,representation,or warranty.Notwithstanding anything in this paragraph,prior settlement agreements executed in this action involving any government entities that are not parties to this Agreement are not merged herein or superseded hereby. 9.4.This Agreement may not be altered,amended,modified,or otherwise changed in any respect whatsoever except by a writing duly executed by the Parties hereto. 9.5.Ifany covenant,term,condition,or provision ofthis Agreement shall,to any extent,be invalid or unenforceable,the remainder ofthis Agreement shall be valid 'and enforceable to the fullest extent permitted by law. 9.6.For purposes ofconstruction,this Agreement shall be deemed to have been negotiated and drafted by all ofthe Parties hereto,and no ambiguity shall be resolved against any Party by virtue ofits participation in the drafting ofthis Agreement. The Agreement shall be construed neutrally and shall not be applied more strictly against one Party than against another. ~.... 2127792 -10- 9.7.This Agreement shall be binding upon each Party and its assigns, successors,heirs,executors,and administrators. 9.8.The Parties agree to use their best efforts to cooperate with each other in good faith and will,without further consideration,execute and deliver further documents or instruments and take such other action as may be reasonably necessary to carry out and effectuate the purposes ofthis Agreement. 9.9.All notices required or permitted hereunder shall be in writing,and may be sent by facsimile or any form offirst-class mail service and addressed to the Party for whom it is intended as follows: [insert notice addresses] The Parties may change the addresses provided in this Paragraph 9.9 bynotice in writing in accordance with this Paragraph 9.9 to all Parties signed by an appropriate representative ofthe Party requesting the change. 9.1 O.Counsel for each Party may retain one complete set ofnon-electronic records related to the Actions,consisting ofpleadings,documents from Plaintiffs, Defendants'or third party files,and work product generated by Plaintiffs'attorneys or experts ("Litigation Documents").All documents related to the Actions,including any electronic copies,shall be maintained in confidence by Plaintiffs and Plaintiffs'Attorneys and not be disclosed to any third party or used to initiate or prosecute litigation against Defendants,their agents,affiliates,or insurers,except as required by law or ethical rules governing the conduct of attorneys.However,documents that have been filed in open court are not deemed confidential and their use is not restricted by this Agreement.Two years following dismissal ofthe Actions,Defendants may request that Intervenors' outside counsel and Plaintiffs'Attorneys destroy or return to Defendants all copies of documents produced by Defendants in the Actions,and those law firms shall comply with that request.This confidentiality provision does not preclude the use ofLitigation 2127792 -11 - Documents in defending against malpractice claims or collateral disputes arising directly from this litigation or the conduct ofthis litigation. 9.11.It is understood and agreed by the Parties hereto that this Agreement is a compromise ofdisputed claims and allegations and that each Party denies liability for all claims and allegations asserted against it in the Actions.Neither the execution ofthis Agreement,nor the consideration therefore shall be construed as an admission as to the merits ofany such claim or allegation,or as an admission ofany allegation oflaw or fact by any Party hereto. 9.12.The Parties hereby agree that this Agreement is a good-faith settlement of litigation as provided under the laws ofthe State ofCalifornia. 9.13.Each person signing this Agreement represents and warrants that he or she has.full authority to sign this Agreement on behalfofthe Party for whom he or she is signing and warrants that he or she has the ability to bind that Party to the obligations and commitments set forth herein;provided,however,that Nora Annenta represents and warrants only that she has the authority to sign this Agreement on her own behalfand that she has the ability to bind the Real Parties in Interest on whose behalfshe has asserted claims only to the extent pennitted by law.Nora Annenta disclaims any ability to bind any Real Party in Interest beyond the extent pennitted bylaw. 9.14.This Agreement shall be construed and interpreted in accordance with the laws ofthe State ofCalifornia,without regard to its conflict oflaws principles.The validity and effect ofthis Agreement,including any claims for breach ofany ofthe tenns hereof,shall be governed by the laws ofthe State ofCalifornia. 9.15.Duplicate originals ofthis Agreement will be executed by the Parties. This Agreement may be executed in one or more counterparts,each ofwhich shall be deemed an original but all ofwhich shall together constitute one and the same agreement. IN WITNESS WHEREOF,the Parties have executed this Agreement effective as ofthe Effective Date as defined above. ~,;. 2127792 -12 - [signature blocks --including all law finns and counsel] I f: 2127792 -13· , i t..:· !I~;~;! ;':'~.~ ~:~. ., AGENDA ITEM 8a 51AFF REPORT TYPE MEETING:Regular Boar~~.....t?~A MEETING DATE: SUBMITIED BY:James CUdlG;~~~nager W.O.lG.F.NO: APPROVED BY:~'fosePh R.Beach-e2~financial Officer (Chief) APPROVED BY:German Alvarez,Assistant General Manager (Asst.GM): October 7,2009 DIV.NO.All' SUBJECT:Adopt Resolution No.4147 and No.4148 Authorizing the Sale and Issuance Not to Exceed $9,000,000 of Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds,and Authorizing the General Manager and the Chief Financial Officer to Execute and Deliver Related Documents and Take Other Related Actions GENERAL MANAGER'S RECOMMENDATION: Adopt Resolution No.4147 and No.4148 authorizing the sale and issuance not to exceed $9,000,000 of Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds,and authorizing the General Manager and the Chief Financial Officer to execute and deliver related documents and take other related actions. COMMITTEE ACTION: See Attachment A. BACKGROUND: The District originally issued General Obligation Bonds,Series 1992 of Improvement District No.27,in the amount of $11,500,000,the proceeds of which were used primarily to finance the construction of a 30 million gallon storage reservoir as well as replacement of existing pipeline and the construction of new pipeline to provide distribution to and from the reservoir. In 1998 the District refinanced this debt by issuing $11,835,000 of General Obligation Refunding Bonds,thereby obtaining a lower interest rate and projected savings of approximately $30,000 per year over the remaining life of the debt.A portion of these bonds mature and are redeemed each year,with the final maturity and redemption scheduled for September 2022.However,beginning September 1,2009 and thereafter all remaining bonds may be redeemed,at the option of the District,at a redemption price equal to the principal amount together with interest accrued thereon to the date fixed for redemption,with no premium. Presently there is approximately $7,960,000 of these Series 1998 GO bonds outstanding. ANALYSIS: Current economic conditions,to include continuing low market interest rates,have once again combined to give the District an opportunity to refinance these bonds and attain a significant savings from the present bond obligations.The outstanding bonds bear interest over their remaining 13 years at an average 5%. Current interest rates for bonds with the same credit quality and years to maturity are 3.7%. Financial estimates prepared by the District's financial advisor,Harrell &Company Advisors,LLC,project that 'savings of approximately $46,700 per year could be realized by refunding the outstanding debt at this time.Total savings over the remaining 13 year life of the bonds is estimated to be in excess of $600,000,and the present value of these savings amounts to over $488,000.While market conditions may change at any time, these estimates include provisions for reasonable market fluctuations over the next 30 -60 days. The District makes semi-annual bond payments using funds collected from customers in 10 27.The District collects these funds via the County tax roll.There are approximately 26,000 customers in 10 27,which would result in an average annual tax savings of approximately $1.80 per customer parcel,or 6.2%of the current average tax levy of $29.These savings will be realized directly by the customers of 10 27 as a reduction in the tax bills on their property. Based on these positive projections,it is recommended that the Board authorize staff to proceed with the process of issuing new bonds to refund the Series 1998 GO Bonds so as to "lock in"the maximum amount of savings as quickly as possible.The current savings estimate represents,on a present value basis,about 6% of the outstanding bonds.The District's Debt Policy requires that no refunding be commenced unless the District can demonstrate at least a 5%present value savings.The refunding complies with the District's Debt Policy. FISCAL IMPACT: Projected total savings over 13 years in excess of $600,000, with a present value of these savings of $488,000.The expected principal amount of bonds to be issued is $8 2 million. STRATEGIC GOAL Demonstrate financial health through formalized policies, prudent investing,and efficient operations. LEGAL IMPACT: Gerferal Manager Attachments: A)Committee Action Form B)Bond Refunding Presentation C)Resolution No.4147 0)Resolution No.4148 E)Preliminary Official Statement F)Summary Notice of Sale G)Official Notice of Sale H)Continuing Disclosure Certificate I)Paying Agent Agreement J)Escrow Agreement ATTACHMENT A Adopt Resolution No.4147 and No.4148 Authorizing the Sale and Issuance Not to Exceed $9,000,000 of Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds,and Authorizing the General Manager and the Chief Financial Officer to Execute and SUBJECTIPROJECT:Deliver Related Documents and Take Other Related Actions COMMITTEE ACTION: The Finance,Administration reviewed this item at a meeting the following comments were made: and Communications held on September 14, Committee 2009 and •Staff is requesting that the board authorize the sale and issuance of not-to-exceed $9,000,000 of 2009 General Obiligation Refunding Bonds for ID 27,approve the terms of the sale and form of documents,and authorize the General Manager and Chief Financial Officer to execute and deliver the documents related to the General Obligation Refunding Bonds. •ID 27 was formed in 1989 by a vote of the landowners. General Obiligation Bonds were issued in 1992 in the amount of $11,500,000 at 6%to fund a 30 MG storage reservoir,replace existing pipelines,and provide new pipelines for ID 27. •The bonds were refunded once In 1998 at an interest rate of 4.5%to 5%.It was noted at the new interest rate,a homeowner whose home had an assessed value of $400,000, paid between $40 to $20 on their property taxes in the years 2005 to 2009 for the 1998 bonds.The bonds will mature on September 1,2022. •It was indicated that interest rates are looking favorable and staff is proposing refunding the bonds once again.Interest rates have been declining since June 2009 and are currently below 5%.Staff indicated that refunding the 1998 bonds can reduce debt service by 6% per year for the remaining 13 years or from $850,000 to $800,000. Y:\Board\CurBdpkg\FINANCE\CommMtgID27BondRefundl00709.doc •It was discussed that it was will stay low through the fall of tax exempt bonds available. up possibly in February 2010. felt that interest rates as there is a low number Rates are expected to go District's of on-going •Staff reviewed the individuals required for the issuance of the General Obiligation Refunding Bonds: Issuer:Debtor or borrower Bond Counsel:Prepares the legal documents for the bond issuance Disclosure Counsel:Reviews official statement for bond issuance and assures that all necessary disclosures on bond issue is done Financial Advisor:Advises and structures the repayment terms to assure the District obtains the best financial transaction Paying Agent:Conduit to transmit money from District to buyer and the documents for the issuance: Resolution indicating Districts intent to issue General Obligation Refunding Bonds Official Statement:Describes the security and pledge to repay the debt,risk factors that the bondholder might need to know to make an informed decision Continuing Disclosure Certificate:The covenant to provide annual dissemination financial information to the bond market Official Notice of Sale:Sets out competitive bid parameters Notice of Intention to Sell Bonds:Advising through television and newspaper the sale date of the bonds •Staff indicated that the District expects to submit documents to the rating agencies this week.The credit ratings should be received around September 30.Staff plans to present this item at the October 7th board meeting with the committee's recommendation.Should the board approve the bond issuance,the bonds would be released for sale on October 21.The sale of the bonds will close on November 4. •The following Attachments have been Finance Committee meeting to reflect by the District's Financial Advisor updated since the wording recommended and Legal Counsel, and better describe the District's overall financial position as well as-provide additional historical and financial data that relate to 10 27: -Attachment c: -Attachment 0: Attachment E: Attachment F: -Attachment G: Resolution 4147 Resolution 4148 Preliminary Official Statement Summary Notice of Sale Official Notice of Sale Upon completion of the discussion,the committee supported staffs'recommendation and presentation to the full board as an action item. 1998 General Obligation Bonds Refunding L--__---------lII'-----' I ~~1 o_C_to_b_er_7_,_20_0__9 _ I Today's Recommendation I 01 I •Authorize the Sale and Issuance of Not to Exceed $9,000,000 of 2009 General Obligation Refunding Bonds for Improvement District No.27 •Approve Terms of Sale and Form of Documents and Authorize the General Manager and Chief Financial Officer to Execute and Deliver Related Documents 2 Attachment B $11,500,000 1992 General Obligation Bonds Issued •30 MG Storage Reservoir •Replace Existing Pipelines •New Pipeline i Improvement District No"27 I OL ..I •Formed in 1989 by vote of Landowners •Approved Ad Valorem Taxes to be Levied to Pay up to $100 Million of General Obligation Bond Debt 3 i==I=m=p=r=0=v=e=m=e=n=t=D=i=s=tr=ic=t=N=0="=2=7==='.., 0:=1==c=============:;-' I 4 10 27 General Obligation Bonds DI:===================~ 11992 GO Bonds: •Interest Rates 6.00/0 -6.50/0 •Refunded in 1998 1998 GO Bonds: •Interest Rates 4.5°1<»-5.0%L~Mature on September 1_,_2_0_2_2__----' 5 10 27 GO Bond Tax Rates D~I-=========c============-==~ Tax Based on Per$100 $400,000 ofAV Home Value 2005-06 .010 $40 2006-07 .007 28 2007-08 .006 24 2008-09 .005 20 2009-10 .005 20 2010-11 (Est.).006 24 6 6.00% -"- 5.00%--!'r"...rL ""U 4.00%--v---a ..rl. 3.00%~~ 2.00% 1.00%----0.00% Aug '08 Feb '09 June '09 Aug '09 ""*"1 YR -0-5 YR -e-10 YR ~20YR I Interest Rates -AAA Rated Bonds D[~_=========-====:======~ I 7 Refunding DI~==================::;-, Refunding 1998 Bonds Can Reduce Debt Service by 6%per Year for Remaining 13 Years •Reduce Debt Service from $850,000 to $800,000 •Reduce Ad Valorem Tax Levy from $24 per Parcel to $22 per Parcel 8 Refunding Participants 01==============="-' -Issuer -Bond Counsel -Disclosure Counsel -Financial Advisor -Paying Agent 9 Refunding Documents 01:================:;--, -Resolution -Official Statement -Continuing Disclosure Certificate -Official Notice of Sale -Notice of Intention to Sell Bonds 10 Refunding Schedule DL=================~ Sept 14 -Finance Committee Meeting Sept 15 -Submit Documents to Credit Rating Agencies Sept 30 -Receive Credit Ratings Oct 7 -Board Approval of Financing I Oct 21 -Bond Sale (Competitive) Nov 4 -Bond Closing 11 I Questions I DL I ,.~••.•.~)"'~,~~/;l r::)\~1'~- I 12 Attachment C Resolution No.4147 A RESOLUTION OF THE BOARD OF DIRECTORS OF OTAY WATER DISTRICT PRESCRIBING THE TERMS OF SALE OF NOT TO EXCEED $9,000,000 PRINCIPAL AMOUNT OF OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27,2009 GENERAL OBLIGATION REFUNDING BONDS (SAN DIEGO COUNTY, CALIFORNIA);APPROVING THE FORM OF AN OFFICIAL NOTICE OF SALE AND A SUMMARY NOTICE OF SALE; APPROVING THE FORM OF ESCROW AGREEMENT; AUTHORIZING THE OFFICIAL STATEMENT RELATING THERETO;APPROVING THE FORM OF THE CONTINUING DISCLOSURE CERTIFICATE;RATIFYING CERTAIN ACTIONS PREVIOUSLY TAKEN AND AUTHORIZING THE EXECUTION OF NECESSARY DOCUMENTS AND ACTIONS RELATING THERETO WHEREAS,the Board of Directors ("Board")of Otay Water District (the "District") duly caused a special election to be held in a proposed uninhabited improvement district designated "Improvement District No.27 of Otay Water District"on October 31,1989 for the purpose of voting to establish Improvement District No.27 ("Improvement District No.27") and for the issuance of bonds to raise money for the acquisition,construction and completion of water improvements and works,including,but not limited to,all engineering,inspection, legal and consultant fees and other costs incidental and in connection with such acquisition and construction;and WHEREAS,more than two-thirds of the votes cast were in favor of establishing Improvement District No.27 and issuing said bonds;and WHEREAS,pursuant to said election on November 18,1989,the Board adopted Resolution No.2836,establishing Improvement District No.27 of the District and providing for the issuance of not to exceed $100,000,000 aggregate principal amount of bonds of the District for Improvement District No.27;and WHEREAS,by Resolution No.3186 adopted by the Board on November 19,1992, the District issued its Otay Water District General Obligation Bonds for Improvement District No.27,Series 1992,in the aggregate principal amount of $11,500,000 which were advanced- refunded on June 24,1998 with proceeds of the 1998 Bonds (defined below);and WHEREAS,by Resolution No.3744 adopted by the Board on May 13,1998,the District issued its Otay Water District Improvement District No.27,General Obligation Refunding Bonds,Series 1998 (the "1998 Bonds"),in the aggregate principal amount of $11,835,000 ofwhich $7,960,000 currently remain outstanding as of September 1,2009;and WHEREAS,this Board deems it necessary and.desirable that the District offer for sale,on or about October 21,2009,general obligation refunding bonds designated "Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (San Diego County,California)"(the "Refunding Bonds")in the principal amount ofnot to exceed $9,000,000 in accordance with the sale terms and in the manner hereinafter prescribed,for the purpose of refunding the outstanding 1998 Bonds and paying the Costs of Issuance (as that term is defined in the Resolution oflssuance defined below);and WHEREAS,there has been submitted to this Board a resolution providing the terms of issuance of the Refunding Bonds (the "Resolution of Issuance"),a proposed form of Preliminary Official Statement describing the Refunding Bonds,a proposed form ofNotice of Sale,a proposed form of Summary Notice of Sale and other related documents herein described;and WHEREAS,the Board desires to authorize the purchase of a municipal bond insurance policy if,at the time of sale of the Refunding Bonds,it is determined that such purchase is in the best interest ofthe District;and WHEREAS,the Board anticipates that the aggregate amount of tax-exempt obligations to be issued by the District during calendar year 2009,will not exceed $30,000,000 and the Board believes that it is in its best interest to designate the Refunding Bonds as "qualified tax-exempt obligations"within the meaning of Section 265(b)(3)of the Internal Revenue Code of 1986,as amended (the "Code");and WHEREAS,this Board wishes to ratify and approve the retention of Harrell & Company Advisors,LLC,as Financial Advisor to the District,Garcia Calderon Ruiz,LLP,as Bond Counsel to the District and Stradling Yocca Carlson &Rauth,a Professional Corporation,as Disclosure Counsel to the District,in connection with the Refunding Bonds. NOW,THEREFORE,BE IT RESOLVED by the Board of Directors of the Otay Water District,as follows: SECTION 1.Incorporation of Recitals.The recitals set forth above are true and correct and are incorporated herein by reference. SECTION 2.Issuance and Sale ofRefunding Bonds.The Board hereby authorizes the issuance and sale of not to exceed $9,000,000 principal amount of bonds to be designated as "Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (San Diego County,California)"(the "Refunding Bonds").The Board hereby authorizes the General Manager and the Chief Financial Officer of the District,each,to determine the sale date,the maturity dates and the redemption dates of the Refunding Bonds,subject to the following terms and conditions:(i)the true interest cost of the Refunding Bonds shall not exceed 5%(as such term is defined in the Official Notice of Sale described and defined in Section 3 hereof);and (ii)the Refunding Bonds shall have a final maturity on or prior to September 1,2022. SECTION 3.Official Notice of Sale.The form of Official Notice of Sale (the "Official Notice of Sale")inviting bids for the Refunding Bonds,in substantially the form submitted to the Board,is hereby approved and adopted,with such corrections,revisions or additions as may be acceptable to Bond Counsel and the General Manager and the Chief 2 Financial Officer.Harrell &Company Advisors,LLC (the "Financial Advisor")is hereby authorized to distribute or cause to be distributed to prospective bidders for the Refunding Bonds copies ofthe Official Notice of Sale,subject to such corrections,revisions or additions as may be acceptable as set forth above.The General Manager and the ChiefFinancial Officer, each,is hereby authorized to approve amendments to the Official Notice of Sale from time to time,as shall be required to cause the Official Notice ofSale to contain any further information required to accurately describe the Refunding Bonds. SECTION 4.Publication of Summary Notice of Sale.The form of proposed Summary Notice of Sale for the Refunding Bonds (the "Summary Notice of Sale"),in substantially the form submitted to the Board,is hereby approved and adopted,with such corrections,revisions or additions as may be acceptable to Bond Counsel and the Chief Financial Officer.The Financial Advisor is hereby authorized to cause the Summary Notice of Sale to be published as follows: (i)Once,at least 15 days prior to the sale date in The Bond Buyer,a financial publication generally circulated throughout the State;and (ii)Once,at least 5 days prior to the sale date,in a newspaper of general circulation published in San Diego County. SECTION 5.Solicitation of Competitive Bids.The Board hereby authorizes the solicitation of competitive bids for the purchase ofthe Refunding Bonds on the date and at the place determined in accordance with the Official Notice ofSale. SECTION 6.Approval of Official Statement.The form of proposed Preliminary Official Statement describing the Refunding Bonds (the "Preliminary Official Statement") submitted to the Board is hereby approved and adopted as the Official Statement describing the Refunding Bonds,with such corrections,revisions and additions as may be determined to be necessary or desirable by Bond Counsel,Disclosure Counselor the Financial Advisor and the Chief Financial Officer and the General Manager of the District.The General Manager and ChiefFinancial Officer,each,is hereby authorized and directed to cause the distribution ofthe Preliminary Official Statement deemed final for purposes of Rule 15c2-12 of the Securities Exchange Act of 1934,as amended,and to sign a certificate to that effect.The Financial Advisor is hereby authorized and directed to cause to be printed and mailed or electronically distributed to prospective bidders for the Refunding Bonds copies of the Preliminary Official Statement in substantially the form ofthe Preliminary Official Statement approved and adopted hereby,as completed,corrected or revised.The General Manager and Chief Financial Officer, each,is authorized and directed to approve the final Official Statement with respect to the Refunding Bonds,which final Official Statement shall be in the form of the Preliminary Official Statement,with such corrections,revisions and additions as may be determined to be necessary or desirable to reflect the terms of the sale of the Refunding Bonds and to comply with applicable federal securities laws,such approval to be evidenced by the execution and delivery thereof.The Financial Advisor is hereby authorized and directed to cause to be printed and mailed or electronically distributed copies of the final Official Statement to all initial purchasers ofthe Refunding Bonds. 3 SECTION 7.Award of Refunding Bonds;Insurance.The General Manager and the ChiefFinancial Officer,each,is hereby authorized to award the Refunding Bonds to the bidder whose bid represents the lowest true interest cost to the District,all in accordance with the procedures described in the Official Notice of Sale.The General Manager or the Chief Financial Officer shall provide copies of the Bond Award as soon as practicable to the Financial Advisor;provided,however,that failure to provide such copies shall not affect the validity ofthe Bond Award. Ifthe District determines it is in its best interest to acquire municipal bond insurance to provide credit enhancement with respect to the Bonds,the General Manager and the Chief Financial Officer,each,is hereby authorized to make such determination and is further authorized to enter into an agreement with the selected municipal bond insurer and to deliver in connection therewith such documents and certificates as required to give effect to such determination. SECTION 8.Notice of Sale.The District has caused a Report of Proposed Debt Issuance to be filed with the California Debt and Investment Advisory Commission ("CDIAC"),in the form required by the State of California (the "State")and such report is hereby ratified,approved and confinued.Following the sale,the District shall cause a Report ofFinal Sale to be filed with CDIAC as required by law. SECTION 9.Continuing Disclosure Certificate.The form of Continuing Disclosure Certificate issued by the District to permit the original purchaser of the Refunding Bonds to comply with Securities and Exchange Commission Rule 15c2-12 promulgated under the Securities Exchange Act of 1934,as amended,submitted to the Board is hereby approved and adopted as the Continuing Disclosure Certificate.The General Manager and the Chief Financial Officer,each,is hereby authorized and directed to execute the Continuing Disclosure Certificate on behalf of the District and to approve such additions,corrections and revisions as may be determined to be necessary or desirable to comply with applicable federal securities laws,such approval to be evidenced by the execution and delivery thereof.The General Manager or the Chief Financial Officer,each,is authorized to deliver the Continuing Disclosure Certificate to the original purchaser ofthe Refunding Bonds. SECTION 10.Approval ofthe Escrow Agreement.The form ofthe Escrow Agreement submitted to the Board and to be entered into by an between the District and Union Bank of California,N.A.,hereby appointed as escrow agent,(the "Escrow Agreement"),providing for the deposit of cash or the purchase and deposit of federal securities to secure the payment of the principal and redemption price of and interest on the 1998 Bonds,is hereby approved,and the General Manager or the Chief Financial Officer,each,is hereby authorized and directed for and in the name and on behalfof the District to execute and deliver the Escrow Agreement in substantially the form hereby approved with such changes therein as the officer executing the agreement may approve,such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 11.Approval of the Paying Agent.Union Bank of California,N.A.,is hereby appointed as paying agent,registrar and/or fiscal agent (the "Paying Agent")for the Refunding Bonds.The form ofthe Paying Agent Agreement submitted to the Board and to be 4 entered into by an between the District and the Paying Agent,is hereby approved,and the General Manager or the Chief Financial Officer,each,is hereby authorized and directed for and in the name and on behalf of the District to execute and deliver the Paying Agent Agreement in substantially the form hereby approved with such changes therein as the officer executing the agreement may approve,such approval to be conclusively evidenced by the execution and delivery thereof. The General Manager or the Chief Financial Officer,each,is hereby authorized and directed to direct the Paying Agent,either in a certificate or pursuant to the terms of an agreement with the Paying Agent,to establish an account for the payment of Costs ofIssuance not otherwise paid by or at the direction of the initial purchaser,on behalf of the District.The Costs of Issuance are estimated to be approximately $150,000,including the Financial Advisor,Bond Counsel, and Disclosure Counsel fees,bond insurance premium (if any),costs of printing the Official Statement,rating agency fees,Paying Agent fees,and other related costs (excluding any initial purchaser discount).Final Costs of Issuance will be determined and presented to the Board subsequent to sale ofthe Bonds. SECTION 12.Official Actions.The President of the Board,the General·Manager,the Chief Financial Officer,and any and all other officers of the District are each authorized and directed in the name and on behalfofthe District to execute and deliver any and all certificates, requisitions,agreements,notices,consents,warrants and other documents,which they or any of them might deem necessary or appropriate in order to consummate the lawful issuance,sale and delivery ofthe Refunding Bonds.Whenever in this Resolution any officer ofthe District is authorized to execute any document or take any action,such execution or action may be taken on behalfof such officer by any person designated by such officer to act on his or her behalfin the case such officer is absent or unavailable. SECTION 13.Relationship to Resolution of Issuance.In the event of any conflict between this Resolution and the Resolution of Issuance relating to the Refunding Bonds,the Resolution of Issuance shall control.Without limiting the foregoing,the District is not obligated to transfer money from the General Fund of the District to the Debt Service Fund established under the Resolution of Issuance to pay for principal and/or interest on the Refunding Bonds. SECTION 14.Designation of the Refunding Bonds as Qualified Tax Exempt Obligations.The Refunding Bonds are hereby designated as "qualified tax-exempt obligations"within the meaning of Section 265(b)(3)of the Code.The Board reasonably anticipates that the District,together with all subordinate entities ofthe District,will not issue tax-exempt obligations greater than $30,000,000 during the calendar year in which the Refunding Bonds are issued. SECTION 15.Ratification.All actions heretofore taken by officials,employees and agents of the District with respect to the sale and issuance of the Refunding Bonds are hereby approved,confirmed and ratified. SECTION 16.Effective Date ofResolution.This Resolution shall take effect from and after the date ofits passage and adoption. 5 ADOPTED,SIGNED AND APPROVED this th day ofOctober,2009.---- By: President ofthe Board ofDirectors ATTEST: By:_ Secretary to the Board ofDirectors * * * * * * * * * 6 STATE OF CALIFORNIA SAN DIEGO COUNTY ) ) ) The undersigned Secretary to the Board of Directors hereby certifies that the foregoing Resolution No.4147,was duly adopted by the Board of Directors of the Otay Water District at a meeting thereof held on the th day of October,2009,and that it was so adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: By:_ Susan Cruz,Secretary to the Board'ofDirectors ofthe Otay Water District 7 RESOLUTION NO.4148 RESOLUTION OF THE OTAY WATER DISTRICT BOARD OF DIRECTORS PROVIDING FOR THE ISSUANCE OF NOT TO EXCEED $9,000,000 PRINCIPAL AMOUNT OF OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27,2009 GENERAL OBLIGATION REFUNDING BONDS (SAN DIEGO COUNTY,CALIFORNIA) Attachment D SECTION 1. SECTION 2. SECTION 3. SECTION 4. SECTION 5. SECTION 6. SECTION 7. SECTION 8. SECTION 9. SECTION 10. SECTION 11. SECTION 12. SECTION 13. SECTION 14. SECTION 15. SECTION 16. SECTION 17. SECTION 18. SECTION 19. SECTION 20. SECTION 21. SECTION 22. SECTION 23. SECTION 24. SECTION 25. SECTION 26. SECTION 27. SECTION 28. SECTION 29. SECTION 30. SECTION 31. SECTION 32. EXHIBIT A. TABLE OF CONTENTS Definitions 2 Equality ofBonds,Security 5 Findings Amount,Issuance,Purpose and Nature ofBonds 6 Description ofBonds;Interest Rates 6 Medium and Payment 6 Form ofBonds;Authentication 7 Form ofBonds;Execution ·7 Book Entry System 7 Redemption ofBonds 9 Application ofProceeds ofRefunding Bonds 10 Levy ofTaxes 11 Debt Service Fund 11 Investments 11 Warranty 12 Covenants 12 Rebate ,13 Rebate Fund 14 Mutilated Lost or Destroyed Bonds 14 Temporary Bonds 14 Defeasance 15 Cancellation ofBonds 17 Supplemental Resolutions or Orders 17 Paying Agent.18 Liability ofPaying Agent.19 Bond Register 19 Event ofDefault and Remedies ofBondowners 19 Execution ofDocuments and Proof ofOwnership 20 Provisions Constitute Contract 21 Unclaimed Moneys 22 Severability 22 General Authorization 22 Effective Date 22 FORM OF BOND A-l Resolution No.4148 A RESOLUTION OF THE OTAY WATER DISTRICT BOARD OF DIRECTORS PROVIDING FOR THE ISSUANCE OF NOT TO EXCEED $9,000,000 PRINCIPAL AMOUNT OF OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27,2009 GENERAL OBLIGATION REFUNDING BONDS (SAN DIEGO COUNTY,CALIFORNIA) WHEREAS,pursuant to the Municipal Water District Law of 1911,being Division 20 of the Water Code of the State of California,(the "Law"),the Board of Directors ("Board")of the Otay Water District (the "District")caused a special election to be duly and regularly held on October 31,1989 within what was then a proposed uninhabited area tentatively designated "Improvement District No.27 ofthe Otay Water District";and WHEREAS,at said election,the voters of the proposed improvement district approved by unanimous vote ofthose voting the following proposition: "Shall Otay Water District form Improvement District No.27 and incur a bonded indebtedness for Improvement District No.27 thereofin the principal sum of $100,000,000 for the purpose of acquisition,construction and completion of water improvements and works,including but not limited to,all engineering, inspection,legal and financial consultant fees and other costs incidental to and in connection with such acquisition and construction." WHEREAS,pursuant to said election,the Board adopted Resolution No.2836 (the "ID Resolution"),on November 1,1989,establishing Improvement District No.27 of the Otay Water District,as the boundaries may change by annexation from time to time ("ID 27"),and providing for the issuance ofnot to exceed $100,000,000 for the purposes approved by the voters;and WHEREAS,pursuant to Resolution No.3186,adopted by the Board on November 19, 1992 (the "1992 Bond Resolution"),the District previously issued $11,500,000 Otay Water District General Obligation Bonds for Improvement District No.27,Series 1992 (the "1992 Bonds"),which were advanced-refunded on or about June 24,1998 with proceeds of the 1998 Bonds (defined below);and WHEREAS,pursuant to Resolution No.3744,adopted by the Board on May 13,1998 (the "1998 Bond Resolution"),the District issued its $11,835,000 Otay Water District Improvement District No.27,General Obligation Refunding Bonds,Series 1998 (the "1998 Bonds")of which $7,960,000 currently remain outstanding (the "1998 Bonds");and WHEREAS,pursuant to Section 71854 ofthe Law,being Division 20 of the Water Code ofthe State of California,and Articles 9 and 11 ofChapter 3 ofPart 1 ofDivision 2 ofTitle 5 of the Government Code of the State ofCalifornia (the "Act")the Board may authorize and cause to be issued refunding bonds ofthe District to refund the 1998 Bonds;and WHEREAS,this Board deems it necessary and desirable that the District offer for sale on or about October 21,2009 general obligation refunding bonds designated "Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (San Diego County, California)"(the "Refunding Bonds")in the principal amount of not to exceed $9,000,000 according to the terms and in the manner hereinafter set forth for the purpose of refunding in whole the 1998 Bonds;and WHEREAS,the issuance of Refunding Bonds to redeem the 1998 Bonds as herein contemplated shall not be construed as the incurring or increasing of an indebtedness and the approval ofthe voters is not required for the issuance ofthe Refunding Bonds. NOW,THEREFORE,BE IT RESOLVED by the Board of Directors of the Otay Water District,as follows: SECTION 1.Definitions.Unless the context otherwise requires the following terms shall have the meanings indicated next to them: "Administrative Expenses"means the administrative costs with respect to the determination, apportionment,levy and collection ofthe taxes and any other costs related to the Bonds for which the taxes may be levied in accordance with the law. "Authorized Investment"means,subject to applicable law: (a)Direct obligations of the United States of America (including Treasury Bills,Bonds, Notes,obligations issued or held in book-entry form on the books of the Department of the Treasury)or obligations the principal of and interest on which are unconditionally guaranteed by the United States ofAmerica. (b)The Local Agency Investment Fund (LAIF)of the State of California,created pursuant to Section 16429.1 ofthe California Government Code. (c)Bonds,debentures,notes or other evidence of indebtedness issued or guaranteed by any of the following federal agencies and provided such obligations are backed by the full faith and credit ofthe United States ofAmerica (stripped securities are only permitted if they have been stripped by the agency itself): (i)Federal Home Loan Bank System (ii)Federal Home Loan Mortgage Corporation (FHLMC or "Freddie Mac") (iii)Federal National Mortgage Association (FNMA or "Fannie Mae") (iv)Government National Mortgage Association (GNMA or "Ginnie Mae") (v)Student Loan Marketing Association ("Sallie Mae") (vi)Federal Farm Credit Bank (DDCB) (d)Certificates ofdeposit or demand deposit accounts;provided that such instruments are interest bearing and fully insured by the Federal Deposit Insurance Corporation (FDIC). (e)Bills of Exchang~or Time Drafts drawn on and accepted by a commercial bank, otherwise known as Bankers Acceptances (BA),which are eligible for purchase by the Federal Reserve System. 2 (t)Commercial Paper rated,at the time of purchase,"Al+"or better by S&P and maturing no later than 270 calendar days from the date ofpurchase. (g)Medium term notes,defined as all corporate debt securities with a maXImum remaining maturity offive years or less. (h)Money market mutual funds that invest only in securities described in subparagraph (a),above. (i)Any other investments authorized under the provisions of the California Government Code and approved by the District. "Bonds"or "Refunding Bonds"means the Otay Water District Improvement District No. 27,2009 General Obligation Refunding Bonds (San Diego County,California). "Bond Counsel"means Garcia Calderon Ruiz,LLP,or any attorney or firm of attorney nationally recognized for expertise in rendering opinions as to the legality and tax exempt status ofsecurities issued by public entities. "Bond Register"means the books which the Paying Agent shall keep or cause to be kept on which the registration and transfer ofthe Bonds shall be recorded. "Bondowner"or "Registered Owner"or any similar term,when used with respect to the Bonds,means any person who shall be the registered owner ofany Bond. "Bond Year"means the twelve-month period commencing March 1 in any year and ending on the last day of February in the next succeeding year,both dates inclusive;provided however,that the first Bond Year shall commence on the dated date ofthe Bonds and shall end on February 28,2010,both dates inclusive. "Business Day"means each Monday through Friday of each week other than federal, banking or State ofCalifornia holidays. "Board ofDirectors"or "Board"means the Board ofDirectors ofthe Otay Water District. "Closing Date"means the date on which the Bonds are issued and delivered to the original purchaser thereof in exchange for the purchase price ofthe Bonds. "Code"means the Internal Revenue Code of 1986,as amended and the regulations issued thereunder,as the same may be amended from time to time and any successor provisions of law. Reference to any particular section ofthe Code shall be deemed to be a reference to any successor to any such section. "Continuing Disclosure Certificate"means that certain Continuing Disclosure Certificate executed by the District and dated the Closing Date,as it may be amended from time to time in accordance with the terms thereof. "Costs of Issuance"means the administrative costs of the District and all costs related to the issuance of the Bonds,including but not limited to,costs of preparation and reproduction of documents,printing expenses,filing and recording fees,initial fees and charges of the Paying 3 Agent (including any applicable fees ofcounsel to the Paying Agent),legal fees and charges,fees and disbursements of consultants and professionals,rating agency fees,letter of credit fees and bond insurance premiums (ifany),fees and charges for preparation,execution and safekeeping of the Bonds,municipal bond insurance premiums,and any other cost,charge or fee in connection with the issuance ofthe Bonds or the defeasance ofthe 1998 Bonds. "County"means the County ofSan Diego,California. "Debt Service Fund"means the Fund by that name established by Section 12 hereof. "District"means the Otay Water District. "District Representative"means the General Manager,the Chief Financial Officer or any other person designated by the General Manager or authorized by resolution ofthe Board to act on behalfofthe District with respect to this Resolution and the Bonds. "DTC"means The Depository Trust Company,New York,New York,and its successors and assIgns. "Escrow Agreement"means the escrow deposit and trust agreement between the District and the escrow agent named therein relating to the defeasance ofthe 1998 Bonds. "Escrow Fund"means the account by that name established pursuant to the Escrow Agreement. "Excess Investment Earnings"means that term as defined in the Tax Certificate relating to the Bonds. "Federal Securities"means United States Treasury notes,bonds,bills or certificates of indebtedness,or any other obligations the timely payment ofwhich is directly or indirectly guaranteed by the faith and credit of the United States ofAmerica. "Fiscal Year"means the term from July 1 of any year to June 30 of the following calendar year. "Gross Proceeds"means that term as defined in the Tax Certificate. "Improvement District No.27"or "ID 27"means that certain improvement district ofthe District,as the boundaries may change by annexation from time to time,formed pursuant to Resolution No.2836 ofthe Board adopted on November 1,1989. "Interest Payment Date"means each March 1 and September 1,commencing on March 1, 2010. "Law"means the Municipal Water District Law of 1911,being Division 20,commencing with Section 71000 ofthe Water Code of the State. "1998 Bonds"means the $11,835,000 Otay Water District Improvement District No.27 General Obligation Refunding Bonds,Series 1998. 4 "Outstanding"means,with respect to the Bonds,all Bonds issued by the District and authenticated and delivered by the Paying Agent under this Resolution except: (1)Bonds theretofore called by the Paying Agent or surrendered to the Paying Agent for cancellation;and (2)Bonds for the transfer or exchange of or in lieu of or in substitution for which other Bonds shall have been authenticated and delivered by the Paying Agent pursuant to this Resolution. "Parity Bonds"means all bonds,notes or other similar evidences ofindebtedness hereafter issued,payable out of ad valorem taxes levied by the District solely on property in ID 27 and which,as provided in this Resolution or any Supplemental Resolution of the District,rank on a parity with the Bonds. "Paying Agent"means Union Bank,N.A.and any successor thereto. "Record Date"means the 15th day of the month immediately preceding an Interest Payment Date. "Refunding Bond Law"means Article 9 (commencing with Section 53550)and Article 11 (commencing with Section 53580)of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code ofthe State ofCalifornia. "Resolution"means this Resolution,as hereafter amended or supplemented pursuant to the terms hereof. "Sale Resolution"means the Resolution No.4147 ofthe Board prescribing the sale terms of the Refunding Bonds. "Supplemental Resolution"means any resolution authorizing the issuance ofParity Bonds subsequent to the issuance ofthe Bonds. "Term Bonds"means Bonds,if any,subject to mandatory sinking fund redemption pursuant to Section 9(b)hereof. SECTION 2.Equality of Bonds,Security.Pursuant to the Law and this Resolution,the Bonds shall be equally payable from ad valorem taxes levied for such purpose without priority for number,date ofBonds,date ofsale,date of execution,or date ofdelivery,and the payment ofthe interest on and plincipal of the Bonds and any premiums upon the redemption thereof shall be paid from ad valorem taxes levied for such purpose and such other revenues ofthe District as the Board of Directors may designate therefor.The District has the power,is obligated and hereby covenants to levy ad valorem taxes upon all property within Improvement District No.27 subject to taxation by the District,without limitation ofrate or amount for the payment of the Bonds and the interest thereon. Nothing in this Resolution or in any Supplemental Resolution shall preclude:(a)the redemption plior to maturity of any Bonds subject to call and redemption and payment of said Bonds from proceeds of refunding bonds issued under the Law and the Refunding Law as the same now exists or as may be hereafter amended,or under any other law of the State of 5 California;or (b)the issuance,subj ect to the limitations contained herein,of Parity Bonds which shall be payable from ad valorem taxes levied for such purpose. SECTION 3.Findings Amount,Issuance,Purpose and Nature of Bonds.The Board of Directors hereby finds and detennines that prudent management ofthe fiscal affairs ofthe District requires the issuance of the Bonds under the provisions of the Refunding Bond Law,and that it may do so without submitting the question ofthe issuance ofthe Refunding Bonds to a vote ofthe qualified electors within Improvement District No.27.The Board of Directors further finds that the total net interest cost to maturity on the Refunding Bonds plus the principal amount of the Bonds,does not exceed the total net interest cost to maturity on the 1998 Bonds plus the principal amount of the 1998 Bonds.Under and pursuant to the Law and the Refunding Law,the Refunding Bonds in an amount not to exceed $9,000,000 shall be issued for the purpose of refunding the 1998 Bonds.The Refunding Bonds shall be and are general obligations of Improvement District No.27 and shall be payable as to the principal thereof and interest thereon and any premiums upon the redemption thereoffrom ad valorem taxes levied and hereby pledged for such purpose and from such other legally available funds of the District as the Board may designate therefor. SECTION 4.Description of Bonds;Interest Rates.The Refunding Bonds shall be dated the date of issuance,shall be issued in fully registered fonn in denominations of $5,000 or any integral multiple thereof and shall be numbered as detennined by the Paying Agent.The Bonds shall be designated "Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (San Diego County,California)."The Bonds shall mature and be payable on September 1 in the years and in the aggregate principal amounts to be fixed at the time of the award of the Bonds and shall bear interest at the rates to be fixed at the time of the award ofthe Bonds,but not to exceed twelve percent (12%)per annum.Interest shall be payable on each Interest Payment Date until the principal sum of each Bond has been paid;provided,however, that if at the maturity date of any Bond (or if the same is redeemable and shall be duly called for redemption,then at the date fixed for redemption)funds are available for the payment or redemption thereof,in full accordance with the tenns of this Resolution,such Bond shall then cease to bear interest.Interest on the Bonds shall be calculated on the basis of a 360-day year comprised of twelve 30-day months. SECTION 5.Medium and Payment.The Bonds shall be payable both as to principal and interest,and as to any premiums upon the redemption thereof,in lawful money of the United States of America.The principal of the Bonds and any premiums due upon the redemption thereof shall be payable upon presentation thereof at the principal corporate trust office of the Paying Agent in Los Angeles,California.Interest on any Bond shall be payable from the Interest Payment Date next preceding the date of authentication of that Bond,unless (i)the date of authentication is an Interest Payment Date,in which event interest shall be payable from such date of authentication,(ii)the date of authentication is after a Record Date but on or prior to the immediately succeeding Interest Payment Date,in which event interest shall be payable from such Interest Payment Date,or (iii)the date of authentication is prior to the close of business on the first Record Date in which event interest shall be payable from the Closing Date;provided, however,that if at the time of authentication of any Bond,interest is in default,interest on that Bond shall be payable from the last Interest Payment Date to which the interest has been paid or made available for payment.Interest on any Bond shall be paid to the person whose name shall appear in the Bond Register as the Owner of such Bond as of the close ofbusiness on the Record Date.Such interest shall be paid by check of the Paying Agent mailed by first class mail,postage 6 prepaid,to the Bondowner at his or her address as it appears on the Bond Register;provided, however,that the registered owner of the Bonds in an aggregate principal amount of at least $1,000,000 may submit a written request to the Paying Agent on or before the Record Date preceding any Interest Payment Date for payment of interest hereon by wire transfer to a commercial bank located in the United States ofAmerica. SECTION 6.Form of Bonds;Authentication.The Bonds,the form of the Paying Agent's certificate ofauthentication and registration and the form ofassignment to appear thereon shall be substantially in the form attached hereto as Exhibit A,which is incorporated herein by reference,with such necessary or appropriate variations,omissions and insertions,as permitted or required by this Resolution or by the Law.The delivery of the Bonds to the Paying Agent shall constitute evidence ofthe approval ofany such variations,omissions and insertions. Only such Bonds as shall bear thereon a certificate ofauthentication and registration in the form set forth in Exhibit A attached hereto,executed and dated by the Paying Agent,shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution,and such certificate of the Paying Agent shall be conclusive evidence that the Bonds so registered have been duly authenticated,registered and delivered hereunder and are entitled to the b~nefits of this Resolution. SECTION 7.Execution of Bonds.The Bonds shall be signed by the manual or facsimile signatures of the President of the Board and the Chief Financial Officer and countersigned manually or by facsimile by the Secretary.In case anyone or more of the officers who shall have signed any ofthe Bonds shall cease to be such officer before the Bonds so signed have been authenticated and delivered by the Paying Agent (including new Bonds delivered pursuant to the provisions hereof with reference to the transfer and exchange of Bonds or to lost, stolen,destroyed or mutilated Bonds)such Bonds may,nevertheless be authenticated and delivered as herein provided. SECTION 8.Book Entry System. (a)Original Delivery.The Bonds shall be initially delivered in the form of a separate single fully registered Bond (which may be typewritten)for each maturity of the Bonds.Upon initial delivery,the ownership ofeach such Bond shall be registered on the Registration Books in the name of Cede &Co.(the "Nominee").Except as provided in subsection (c),the ownership of all of the Outstanding Bonds shall be registered in the name of the Nominee on the Registration Books. With respect to Bonds the ownership of which shall be registered in the name of the Nominee,the District and the Paying Agent shall have no responsibility or obligation to any Depository System Participant or to any person on behalf of which the Depository holds an interest in the Bonds.Without limiting the generality of the immediately preceding sentence,the District and the Paying Agent shall have no responsibility or obligation with respect to (i)the accuracy of the records of the Depository,the Nominee or any Depository System Participant with respect to any ownership interest in the Bonds,(ii)the delivery to any Depository System Participant or any other person,other than an Owner as shown in the Registration Books,of any notice with respect to the Bonds,including any notice of redemption,(iii)the selection by the Depository of the beneficial interests in the Bonds to be redeemed in the event the District elects to redeem the Bonds in part,(iv)the payment to any Depository System Participant or any other 7 [: I'':,',i'l; ~..·I~.Ii~: ~:.~!r:i person,other than an Owner as shown in the Registration Books,of any amount with respect to principal,premium,if any,or interest on the Bonds or (v)any consent given or other action taken by the Depository as Owner ofthe Bonds. (b)Registration;DTC Deemed Owner.The District and the Paying Agent may treat DTC (or its nominee)as the sole and exclusive owner of the Bonds registered in its name for all purposes (including payment of principal,premium or interest on the Bonds,for the giving of notices of redemption and any other purpose whatsoever)ofthis Resolution,and the District shall not be affected by any notice to the contrary.The District shall not have any responsibility or obligation to any participant ofDTC (a "Participant"),any person claiming a beneficial ownership interest in the Bonds under or through DTC or a Participant,or any others person which is not shown on the Bond Register as being an owner,with respect to the accuracy of any records maintained by DTC or any Participant,the payment by DTC or any Participant of any amount in respect ofthe principal or interest,or any notice,communication or other dealings with respect to the Bonds.The District and the Paying Agent shall pay all principal and interest with respect to the Bonds only to DTC,and all such payments shall be valid and effective to fully satisfy and discharge the District's obligations with respect to the principal and interest with respect to the Bonds to the extent of the sum or sums so paid.Except under the conditions noted below,no person other than DTC shall receive a Bond evidencing the obligation of the District to make payments of principal,interest and premium,if any,pursuant to this Resolution.Upon delivery by the Depository ofwritten notice to the effect that the Depository has determined to substitute a new nominee in its place,and subject to the provisions herein with respect to Record Dates,such new nominee shall become the Nominee hereunder for all purposes;and upon receipt of such a notice the District shall promptly deliver a copy ofthe same to the Paying Agent. (c)Transfer or Exchange.The registration of any Bond may,in accordance with its terms,be transferred upon the Bond Register by the person in whose name it is registered,in person or by his or her duly authorized attorney or legal representative,upon surrender of such Bond for cancellation at the principal corporate trust office of the Paying Agent designated for such purpose accompanied by delivery of a written instrument of transfer in a form approved by the Paying Agent and duly executed by the Bondowner or his or her duly authorized attorney or legal representative.Bonds may be exchanged at the principal corporate trust office ofthe Paying Agent for a like aggregate principal amount of Bonds of other authorized denominations of the same maturity.The Paying Agent will not charge the Bondowner for any new Bond issued upon any exchange,but may require the Bondowner requesting such exchange to pay any tax or other governmental charge required to be paid with respect to such exchange.Whenever any Bond or Bonds shall be surrendered for registration of transfer or exchange,the District shall execute and the Paying Agent shall authenticate and deliver a new Bond or bonds of the same maturity and interest rate,and for like aggregate principal amount;provided that the Paying Agent shall not be required to register transfers or make exchanges of Bonds (i)for a period of 15 days next preceding any date selected for redemption ofBonds,or (ii)any Bonds selected for redemption. (d)Physical Certificates.If the District determines that it is in the best interest of any beneficial owners that they be able to obtain physical certificates evidencing Bonds and delivers a written certificate to DTC to that effect,DTC shall notify the Participants of the availability through DTC of Bonds.In such event,the District shall issue,transfer and exchange such Bond certificates as requested by DTC and any other owners in appropriate amounts. 8 (e)DTC Successors.DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving notice to the District and discharging its responsibilities with respect thereto under applicable law.Under such circumstances (if there is no successor securities depository),the District shall be obligated to deliver Bonds as described in this Resolution.Whenever DTC requests the District to do so,the District will cooperate with DTC in taking appropriate action after reasonable notice to (i)make available one or more separate Bonds to any DTC Participant having Bonds credited to its DTC account or (ii)atTange for another securities depository to maintain custody ofcertificates evidencing the Bonds. (t)Payments to Nominee.Notwithstanding any other provision of this Resolution to the contrary,so long as any Bond is registered in the name of the Nominee,all payments by the District or the Paying Agent with respect to principal ofand interest and premium,ifany,on such Bond and all notices with respect to such Bond shall be made and given,respectively,as provided in the letter described in subsection (b)of this Section or as otherwise instructed by the Depository. SECTION 9.Redemption ofBonds. (a)Optional Redemption.The Bonds shall not be subject to optional redemption. (b)Mandatory Sinking Fund Redemption.If,and as specified in the bid of the winning bidder for the Bonds,any maturity ofthe Bonds is designated as "Term Bonds,"which are subject to mandatory sinking fund redemption on September I in each ofthe years set forth in such bid,at a redemption price equal to 100%of the principal amount thereof to be redeemed (without premium),together with interest accrued thereon to the date fixed for redemption.The certificate of sale or certificate of award or other documentation evidencing the sale of the Bonds may provide that the Bonds shall not be subject to mandatory sinking fund redemption. (c)Selection ofBonds for Redemption.If less than all of the Outstanding Bonds of any one maturity are to be redeemed,the Paying Agent shall select the Outstanding Bonds of such maturity to be redeemed by lot in any manner deemed fair by the Paying Agent.In selecting portions of such Bonds,the Paying Agent shall treat each such Bond as representing individual Bonds of $5,000 denominations each,which may be separately redeemed.The Paying Agent shall promptly notify the District in writing the Bonds,or portions thereof,selected for redemption. (d)Notice ofRedemption.When the Paying Agent shall receive notice from the District of its election to redeem Bonds,or when Bonds are otherwise to be redeemed pursuant to this Section 9,the Paying Agent shall give notice,in the name and at the expense ofthe District,ofthe redemption of such Bonds.Such notice ofredemption shall (a)specify the numbers ofthe Bonds selected for redemption,except that where all the Bonds are subject to redemption,or all the Bonds of one maturity are to be redeemed,the numbers thereofneed not be specified;(b)state the date fixed for redemption;(c)state the redemption price;(d)state the place or places where the Bonds are to be redeemed;(e)in the case of Bonds to be redeemed only in part,state the portion ofthe Bond which is to be redeemed;(f)state the CUSIP numbers ofthe Bonds to be redeemed; and (g)state the maturity date ofthe Bonds to be redeemed in whole or in part.Such notice shall further state that on the date fixed for redemption there shall become due and payable on each Bond,or portion thereof called for redemption,the principal thereof,together with any premium, and interest accrued to the redemption date,and that from and after such date,interest thereon 9 shall cease to accrue and be payable.At least thirty (30)days but no more than forty-five (45) days prior to the redemption date,the Paying Agent shall mail by first class mail,a copy of such notice,postage prepaid,to the respective Bondowners of the Bonds to be redeemed at their addresses appearing on the Bond Register.The actual receipt by the Bondowner of such notice of redemption shall not be a condition precedent thereto,and failure to receive such notice shall not affect the validity ofthe proceedings for the redemption ofsuch Bonds,or the cessation ofinterest on the redemption date.A certificate by the Paying Agent that notice of such redemption has been given as herein provided shall be conclusive as against all parties,and it shall not be open to any Bondowner to show that he or she failed to receive notice or such redemption. (e)Effect ofNotice and Availability ofRedemption Money.Notice ofredemption having been duly given,as provided in this Section 9,and the amount necessary for the redemption having been made available for that purpose: (l)The Bonds,or portions thereof,designated for redemption shall on the date fixed for redemption,become due and payable at the redemption price thereof as provided in this Resolution,anything in this Resolution or in the Bonds to the contrary notwithstanding; (2)Upon presentation and surrender thereof at the principal corporate trust office ofthe Paying Agent,such Bonds shall be redeemed at the said redemption price; (3)From and after the redemption date the Bonds or portions thereof so designated for redemption shall be deemed to be no longer outstanding and such Bonds or portions thereof shall cease to bear further interest;and (4)From and after the date fixed for redemption no Bondowner ofany ofthe Bonds or portions thereof so designated for redemption shall be entitled to any of the benefits of this Resolution,or to any other rights,except with respect to paying of the redemption price and interest accrued to the redemption date from the amounts so made available. The check of the Paying Agent in paying of the redemption price for each Bond surrendered for redemption shall specify the CUSIP number ofthe Bond thereby redeemed. SECTION 10.Application of Proceeds of Refunding Bonds.Upon receipt of payment for the Refunding Bonds when the same shall have been duly sold by the District,the Chief Financial Officer shall forthwith deposit or cause the transfer of such amounts in the following respective funds: (i)The Chief Financial Officer shall deposit in the 2009 General Obligation Refunding Bonds Debt Service Fund (the "Debt Service Fund"),for future transfer to the Paying Agent,accrued interest,ifany,received upon the sale of the Refunding Bonds; (ii)The Chief Financial Officer shall cause a portion of the proceeds of the Refunding Bonds to be wire transferred to the Escrow Agent,appointed under the Sale Resolution,who shall set aside such amount,together with any other moneys provided therefor,in the Escrow Fund created under the Escrow Agreement to be used for the refunding of the 1998 Bonds;and 10 (iii)The Chief Financial Officer shall cause a portion of the proceeds of the Refunding Bonds to be wire transferred to the Paying Agent for the payment of certain Costs of Issuance ofthe Refunding Bonds. SECTION 11.Levy of Taxes.The Board of Directors has the power and shall cause an ad valorem tax to be levied as provided in the Law on all taxable property within Improvement District No.27,sufficient to pay the principal ofand interest on the Bonds when due.The Board of Directors shall determine the amounts necessary to be raised by taxation during each Fiscal Year for the payment ofthe principal ofand interest on the Bonds,and shall fix the rate of tax to be levied which will raise the amount ofmoney required by the District for such purposes.Within a reasonable time prior to the time when the Board of Supervisors of the County of San Diego is required by law to levy taxes for County purposes for each Fiscal Year,the Board of Directors shall certify to said Board of Supervisors the rate of tax so fixed and shall furnish to the County Auditor a statement in writing containing an estimate ofthe minimum amount ofmoney required to be raised by taxation during the Fiscal Year for the payment of the principal of and interest on the Bonds.The Board ofDirectors shall direct that at the time and in the manner required by law for the levying of taxes for County purposes said Board of Supervisors shall levy,in addition to such other tax as may be levied by such Board ofSupervisors,at the rate so fixed and determined by the Board ofDirectors,a tax upon the taxable property within the Improvement District No.27 for the said purposes,and it is made the duty of said Board of Supervisors to levy the tax so required and it shall be the duty of all officers of the County of San Diego charged with the duty of collecting taxes to collect such taxes in time,form and manner as County taxes are collected and when collected to pay the same to the District. SECTION 12.Debt Service Fund.The Board agrees to pledge,and hereby pledges,the Debt Service Fund for the payment of the principal of and interest on the Bonds when and as the same become due,including the principal of any Term Bond required to be paid upon the mandatory sinking fund redemption thereof.The Chief Financial Officer shall administer the Debt Service Fund and make disbursements there from in the manner set forth in this Section 12. All moneys derived from the tax levies described in Section 11,above,and all other moneys,ifany,allocated and designated by the District for payment ofthe Bonds and the interest thereon shall be deposited by the ChiefFinancial Officer in the Debt Service Fund. On the last Business Day of February and August in each year,the ChiefFinancial Officer shall transfer amounts in the Debt Service Fund to the Paying Agent to the extent required to pay the principal of and interest and redemption premium (if any)on the Bonds when due.The Paying Agent,in tum,shall pay such moneys to DTC to pay the principal of and interest on the Bonds.Any moneys remaining in the Debt Service Fund after the Bonds and the interest thereon have been paid,or provision for such payment has been made,may be used and applied in the then-current fiscal year as determined by the Chief Financial Officer to payor reimburse Administrative Expenses,including Paying Agent Fees and County fees and costs in connection with the levy ofad valorem taxes. If after all of the Bonds have been paid and cancelled,or redeemed and cancelled,there are moneys remaining in the Debt Service Fund,said moneys may be used for any lawful purposes ofthe District. 11 SECTION 13.Investments.Obligations purchased as investments of moneys in any of the funds and accounts in which investments are authorized shall be deemed at all times to be a part of such funds and accounts.Except for investment earnings which constitute Excess Investment Earnings which shall be deposited in the Rebate Fund for rebate to the United States, all investment earnings shall be deposited in the Debt Service Fund.Subject to the restrictions set forth herein,moneys in said funds and accounts may from time to time be invested by the Chief Financial Officer in Authorized Investments,or if no such written direction is given,in United States Treasury bills and notes,provided that;moneys in the Debt Service Fund shall be invested only in obligations which will by their terms mature on such dates so as will ensure the payment ofprincipal ofand interest on the Bonds as the same become due. SECTION 14.Warranty.The District shall preserve and protect the security of the Bonds and the rights of the Bondowners and warrant and defend their rights against all claims and demands ofall persons. SECTION 15.Covenants.So long as any ofthe Bonds issued hereunder are Outstanding and unpaid,the District makes the following covenants with the Bondowners under the provisions ofthe Law and this Resolution,which covenants are necessary,and desirable to secure the Bonds and tend to make them more marketable. (a)Punctual Payment.The District covenants that it will duly and punctually payor cause to be paid the principal of and interest on every Bond issued hereunder,on the date,at the place and in the manner mentioned in the Bonds and in accordance with this Resolution,all in strict conformity with the terms of the Bonds and this Resolution,and that it will faithfully observe and perform all of the conditions,covenants and requirements ofthis Resolution and all resolutions supplemental hereto and of the Bonds issued hereunder,and that time of such payments and performance is ofthe essence ofthe District's contract with the Bondowners. (b)Levy of Taxes.This Board of Directors shall cause ad valorem taxes to be levied upon all property within Improvement District No.27 subject to taxation by the District,without limitation of rate or amount to pay principal,interest with respect to the Bonds and any Parity Bonds. (c)Extension of Time for Payment.To prevent any accumulation of claims for interest after maturity,the District will not,directly or indirectly,extend or consent to the extension ofthe time for the payment of any claim for interest.In case any such claim for interest shall be extended or funded,whether or not with the consent of the District,such claim for interest so extended or funded shall not be entitled,in case of default hereunder,to the benefits of this Resolution,except subject to the prior payment in full of the principal of all Bonds then Outstanding and ofall claims for interest which shall not have so extended or funded. (d)Further Assurances.The District will adopt,make,execute and deliver any and all such further resolutions,instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Resolution,and for the better assuring and confirming unto the Owners of the Bonds of the rights and benefits provided in this Resolution. (e)Tax Covenants.The District shall not take any action or permit to be taken any action within its control which would cause or which,with the passage oftime ifnot cured would cause, 12 the interest on the Bonds to become includable in gross income for federal income tax purposes. To that end,the District hereby makes the following specific covenants: (i)Private Business Use Limitation.The District shall assure that the proceeds ofthe Bonds are not used in a manner which would cause the Bonds to become "private activity bonds"within the meaning ofSection l4l(a)ofthe Code. (ii)Private Loan Limitation.The District shall assure that the proceeds of the Bonds are not used to make or finance a loan (other than loans constituting nonpurpose obligations as defined in the Code of constituting assessments)to personas other than state or local government units. (iii)Federal Guarantee Prohibition.The District shall not make any action or permit ofsuffer any action to be taken ifthe result ofthe same would be to cause the Bonds to be "federally guaranteed"within the meaning of Section l49(b)ofthe Code. (iv)No Arbitrage.The District shall not take,or permit or suffer to be taken by the Paying Agent or otherwise,any action with respect to the proceeds of the Bonds which,if such action had been reasonably expected to have been taken,or had been deiiberately and intentionally taken,on the Closing Date,would have caused the Bonds to be "arbitrage bonds" within the meaning ofSection l48(a)ofthe Code. (t)Continuing Disclosure.The District hereby covenants and agrees that it will comply with and carry out all ofthe provisions of the Continuing Disclosure Certificate.Notwithstanding and other provisions of this Resolution,failure of the District to comply with the Continuing Disclosure Certificate shall not be considered an event ofdefault hereunder;however,any Owner or Beneficial Owner may take such actions as may take such actions as may be necessary and appropriate,including seeking mandate or specific performance by court order,to cause the District to comply with its obligations under this paragraph.For purposes of this paragraph, "Beneficial Owner"means any person which (a)has the power,direct or indirectly,to vote or contest with respect to,or to dispose of ownership of,any Bonds (including persons holding Bonds through nominees,depositories or other intermediaries)or (b)is treated as the owner of any Bonds for federal income tax purposes. SECTION 16.Rebate.The District shall pay to the United States of America from time to time all Excess Investment Earnings required to be paid pursuant to the Code.Payments to the United States of America shall be made to the address prescribed by the Code,together with such reports and statements as may be prescribed by the Code.In connection with such obligation: (i)The District shall comply with all applicable provisions of the Code relating to the calculation of Excess Investment Earnings.Such calculations shall be made by or on behalf of the District at such times,and in such manner,as shall be required pursuant to all applicable provisions ofthe Code. (ii)The District shall assure that Excess Investment Earnings on the Bonds are not paid or disbursed except as required in this Section 16.To that end,the District shall assure that investment transactions of such amounts are on an arm's length basis.In the event that Gross Proceeds or Excess Investment Earnings are invested in Nonpurpose Obligations which consist of certificates of deposit or investment contracts,investment in such Nonpurpose Obligations shall 13 be made in accordance with the procedures described in applicable Code as form time to time in effect. (iii)The District shall keep,and retain for a period of six (6)years following the retirement ofthe Bonds,records ofthe determinations made pursuant to this Section 16. (iv)The District may provide for the employment of independent attorneys, accountants and consultants and consults compensated on such reasonable basis as the District may deem appropriate. Any of the provisions of this Section 16 may be amended,modified or deleted in any manner whatsoever in the event that the District shall obtain an opinion of Bond Counsel stating that such amendment,modification or deletion will not cause interest on the Bonds to be includable in gross income ofthe Owners for federal income tax purposes. SECTION 17.Rebate Fund.On such date as may be specified by the District pursuant to Section 16,the Chief Financial Officer shall cause to be deposited in a special fund designated as the "Rebate Fund,"which the Chief Financial Officer shall cause to be established,maintained and held,an amount determined to be subject to rebate to the United States of America in accordance with Section 16.Amounts in the Rebate Fund shall be applied and disbursed solely for the purpose of making rebate payments to the United States of America and at the times set forth in calculations made by the District pursuant to Section 16. SECTION 18.Mutilated Lost or Destroyed Bonds.Ifany Bond shall become mutilated, the District shall execute,and the Paying Agent shall authenticate and deliver,a new Bond oflike tenor and maturity in exchange and substitution for the Bond so mutilated,but only upon surrender to the Paying Agent ofthe Bond so mutilated.Every mutilated Bond so surrendered to the Paying Agent shall be cancelled and delivered to the District.If any Bond so surrendered to the paying Agent shall be cancelled and delivered to the District.If any Bond shall be lost, destroyed or stolen,evidence of such loss,destruction or theft may be submitted to the Paying Agent and,if such evidence is satisfactory to the Paying Agent and,if indemnity satisfactory to the Paying Agent and the District shall be given,the District shall execute,and the Paying Agent shall authenticate and deliver,a new Bond of like tenor and maturity,numbered and dated as the Paying Agent shall determine in lieu of and in substitution for the Bond so lost,destroyed or stolen.The District and the Paying Agent may charge the Owner of any mutilated,lost,destroyed or stolen Bond the reasonable expense incurred by them in replacing such Bond.Any Bond issued under the provisions ofthis Section 18 in lieu of any Bond alleged to be lost,destroyed or stolen,shall be equally and proportionately entitled to the benefit hereof with all other Bonds secured hereby.The Paying Agent shall not treat both the original Bond and any duplicate Bond as being outstanding for the purpose ofdetermining the principal amount of Bonds which may be executed,authenticated and delivered hereunder or for the purpose of determining any percentage ofBonds Outstanding hereunder,but both the original and duplicate Bond shall be treated as one and the same.Notwithstanding any other provision of this Section,in lieu of delivering a new Bond in replacement ofa Bond which has been mutilated,lost,destroyed or stolen,and which has matured,the Paying Agent may make payment with respect to such Bond upon receipt of an indemnity satisfactory to the Paying Agent. SECTION 19.Temporary Bonds.Any Bonds issued under this Resolution may be initially issued in temporary form exchangeable for definitive bonds.The temporary bonds may 14 I t !(. 1.·.·...··.~. i[' I' f;' ! I be printed,lithographed or typewritten,shall be of such denominations as may be determined by the District and may contain such reference to any of the provisions of this Resolution as may be appropriate.Every temporary Bond shall be executed by the District in substantially the same manner as provided in Section 7 hereof.Ifthe District issues temporary Bonds it will execute and furnish definitive Bonds without delay and thereupon the temporary Bonds may be surrendered for cancellation at the principal corporate trust office of the Paying Agent in Los Angeles, California,and the District shall deliver in exchange for such temporary Bonds an equal aggregate principal amount of definitive Bonds of the same interest rates and maturities.Until so exchanged,the temporary Bonds shall be entitled to the same benefits under this Resolution as definitive Bonds issued hereunder. SECTION 20.Defeasance. (a)Discharge of Resolution.Bonds may be paid by the District in any of the following ways,provided that the District also pays or causes to be paid any other sums payable hereunder by the District; (i)by paying or causing to be paid the principal of and interest on Bonds Outstanding,as and when the same become due and payable; (ii)by depositing,in trust,at or before maturity,money or securities in the necessary amount (as provided in Section 20(c))to payor redeem Bonds Outstanding;or (iii)by delivering to the Paying Agent,for cancellation by it,Bonds Outstanding. If the District shall pay all Bonds Outstanding and shall also payor cause to be paid all other sums payable hereunder by the District,then and in that case,at the election ofthe District (evidenced by a certificate of a District Representative,filed with the Paying Agent,signifying the intention of the District to discharge all such indebtedness and this Resolution),and notwithstanding that any Bonds shall not have been sUlTendered for payment,this Resolution and other assets held under this Resolution and all covenants,agreements,and other obligations of the District under this Resolution shall cease,terminate,become void and be completely discharged and satisfied,except only as provided in Section 20(b).In such event,upon request of the District,the Paying Agent shall cause an accounting for such period or periods as may be requested by the District to be prepared and filed with the District and shall execute and deliver to the District all such instruments as may be necessary or desirable to evidence such discharge and satisfaction,and the Paying Agent shall pay over,transfer,assign or deliver to the District all moneys or securities or other propmiy held by it pursuant to this Resolution which are not required for the payment or redemption ofBonds not theretofore surrendered for such payment or redemption. (b)Discharge of Liability on the Bonds.Upon the deposit,in trust,at or before maturity, of money or securities in the necessary amount (as provided in Section 20(c))to payor redeem any Outstanding Bond (whether upon or prior to its maturity or the redemption date of such Bond),provided that,if such Bond is to be redeemed prior to maturity,notice ofsuch redemption shall have been given as in Section 9(d)provided or provision satisfactory to the Paying Agent shall have been made for the giving of such notice,then all liability of the District in respect of such Bond shall cease and be completely discharged,except only that thereafter the Owner 15 thereof shall be entitled only to payment of the principal of and interest on such Bond by the District,and the District shall remain liable for such payment,but only out of such money or securities deposited with the Paying Agent as aforesaid for such payment,provided further, however,that the provisions ofSection 20(d)shall apply in all events. The District may at any time surrender to the Paying Agent for cancellation by it any Bonds previously issued and delivered,which the District may have acquired in any manner whatsoever,and such Bonds,upon such surrender and cancellation,shall be deemed to be paid and retired. (c)Deposit of Moneys or Securities with the Paying Agent.Whenever in this Resolution it is provided or permitted that there be deposited with or held in trust by the Paying Agent money or securities in the necessary amount to payor redeem any Bonds,the money or securities so to be deposited or held may include money or securities held by the Paying Agent in the funds and accounts established pursuant to this Resolution and shall be: (i)lawful money of the United States of America in an amount equal to the principal amount ofsuch Bonds and all unpaid interest thereon to maturity,except that,in the case of the Bonds which are to be redeemed prior to maturity and in respect ofwhich notice of such redemption shall have been given as in Section 9(d)provided or provision satisfactory to the Paying Agent shall have been made for the giving of such notice,the amount to be deposited or held shall be the principal amount or redemption price of such Bonds and all unpaid interest thereon to the redemption date;or (ii)Federal Securities (not callable or prepayable by the issuer thereof prior to maturity)the principal of and interest on which when due,in the opinion of a certified public accountant delivered to the District,will provide money sufficient to pay the principal or redemption price ofand all unpaid interest to maturity,or to the redemption date,as the case may be,on the Bonds to be paid or redeemed,as such principal or redemption price and interest become due,provided that,in the case of Bonds which are to be redeemed prior to the maturity thereof,notice of such redemption shall have been given as provided in Section 9(d)or provision satisfactory to the Paying Agent shall have been made for the giving of such notice,provided,in each case,that the Paying Agent shall have been irrevocably instructed (by the terms of this Resolution or by request ofthe District)to apply such money to the payment of such principal or redemption price and interest with respect to such Bonds. (d)Payment of Bonds after Discharge ofResolution.Notwithstanding any provisions of this Resolution,any moneys held by the Paying Agent in trust for the payment ofthe principal or redemption price of,or interest on,any Bonds and remaining unclaimed for two years after the principal of all ofthe Bonds has become due and payable (whether at maturity or upon call for redemption or by acceleration as provided in this Resolution),ifsuch moneys were so held at such date,or two years after the date of deposit ofsuch moneys if deposited after said date when all of the Bonds became due and payable,shall,upon request of the District,be repaid to the District free from the trusts created by this Resolution,and all liability ofthe Paying Agent with respect to such moneys shall thereupon cease;provided,however,that before the repayment ofsuch moneys to the District as aforesaid,the Paying Agent may (at the cost of the District)first mail to the Owners of all Bonds which have not been paid at the addresses shown on the Bond Register maintained by the Paying Agent a notice in such form as may be deemed appropriate by the 16 Paying Agent,with respect to the Bonds so payable and not presented and with respect to the provisions relating to the repayment to the~District ofthe moneys held for the payment thereof. SECTION 21.Cancellation of Bonds.All Bonds sunendered to the Paying Agent for payment upon maturity or for redemption shall upon payment thereof be immediately cancelled and destroyed by the Paying Agent,whereupon the Paying Agent shall deliver the certificate of destruction to the District Representative.Any Bond purchased by the District as authorized herein shall be delivered to the Paying Agent and cancelled forthwith and shall not be reissued. SECTION 22.Supplemental Resolutions or Orders.The District may from time to time, and at any time,without notice to or consent of any of the Bondowners,adopt resolutions or orders supplemental hereto for any ofthe following purposes: (i)to cure any ambiguity,to correct or supplement any provision herein which may be inconsistent with any other provision herein,or to make any other provision with respect to matters or questions arising under this Resolution or in any additional resolution or order,provided that such action shall not materially adversely affect the interests of the Bondowners; (ii)to add to the covenants and agreements of and the limitations and the restnctIOns upon the District contained in this Resolution,other covenants,agreements, limitations and restrictions to be observed by the District which are not contrary to or inconsistent with this Resolution as theretofore in effect; (iii)to modify,alter,amend or supplement this Resolution in any other respect which is not adverse to the interests ofthe Bondowners;and (iv)to provide for the issuance ofParity Bonds. Exclusive of the resolutions or orders supplemental hereto provided for in the first or fourth paragraph of this Section 22,the Registered Owners of not less than 60 percent in aggregate principal amount of the bonds then outstanding shall have the right to consent to and approve the adoption by the District of such resolutions or orders supplemental hereto as shall be deemed necessary or desirable by the District for the purpose of waiving,modifying,altering, amending,adding to or rescinding,in any particular,any of the terms or provisions contained in this Resolution;provided,however,that nothing herein shall permit,or be construed as permitting,(a)an extension ofthe maturity date ofthe principal of,or the payment date of interest on,any Bond or change the monetary medium in which principal and interest is payable,(b)an advance ofthe earliest redemption date of any Bond,(c)a reduction in the principal amount of,or redemption premium on,any Bond or the rate of interest thereon,(d)a preference or priority of any Bond or Bonds over any other Bond or Bonds,or (e)a reduction ill the aggregate principal amount of the Bonds the Owners of which are required to consent to such resolution or order, without the consent to such resolution or order,without the consent of the Owners of each Bond affected. If at any time the District shall desire to adopt a resolution or order supplemental hereto, which pursuant to the tenus of this Section 22 shall require the consent of the Bondowners,the District shall so notify the Paying Agent and shall deliver to the Paying Agent a copy of the proposed resolution or order.The Paying Agent shall,at the expense of the District,cause notice 17 of the proposed resolution or order to be mailed,postage prepaid,to all Bondowners at their addresses as they appear in the Bond Register.Such notice shall briefly set forth the nature ofthe proposed resolution or order and shall state that a copy thereof is on file at the principal corporate trust office ofthe Paying Agent for inspection by all Bondowners.The failure ofany Bondowner to receive such notice shall not affect the validity of such resolution or order when consented to and approved as in this Section 22 provided.Whenever at any time within forty-five (45)days after the date ofthe first mailing of such notice,the Paying Agent shall receive an instrument or instruments purporting to be executed by the Owners of not less than 60 percent in aggregate principal amount ofthe Bonds then outstanding,which instrument or instruments shall refer to the proposed resolution or order described in such notice,and shall specifically consent to and approve the adoption thereofby the District substantially in the form ofthe copy thereof referred to in such notice as on file with the Paying Agent,such proposed resolution order,when duly adopted by the District,shall thereafter become a part of the proceedings for the issuance of the Bonds.In determining whether the Owners of60 percent ofthe aggregate principal amount ofthe Bonds have consented to the adoption ofany Supplemental Resolution or order,Bonds which are held in the name of the District,shall be disregarded and shall be treated as though they were not outstanding for the purpose ofany such determination. Upon the adoption of any resolution or order supplemental hereto and the receipt of consent to any such resolution or order from the Owners of the appropriate aggregate principal amount of Bonds in instances where such consent is required pursuant to the provisions of this Section 22,this Resolution shall be,and shall be deemed to be,modified and amended in accordance therewith,and the respective rights,duties and obligations under this Resolution ofthe district and all Owners of Bonds then Outstanding shall thereafter be determined,exercised and enforced here under,subject in all respects to such modifications and amendments. Notwithstanding anything herein to the contrary,no Supplemental Resolution shall be entered into which would modify the duties of the Paying Agent hereunder,without the prior written consent ofthe Paying Agent. SECTION 23.Paying Agent.The District hereby appoints Union Bank,N.A.as Paying Agent for the Bonds.The Paying Agent is hereby authorized to and shall mail or wire interest payments to the Bondowners,give notice of meetings of Bondowners and maintain the Bond Register.The Paying Agent is hereby authorized to pay the principal of and premium,if any,on the Bonds when the same are duly presented to it for payment at maturity or on call and redemption,to provide for the registration of transfer and exchange of Bonds presented to it for such purposes,to provide for the cancellation of Bonds,all as provided in this Resolution,and to provide for the authentication of Bonds,and shall perform all other duties assigned to or imposed on it as provide in this Resolution.The Paying Agent shall keep accurate records of all moneys administered by it and all Bonds paid and discharged by it.The Paying Agent initially appointed, and any successor thereto,may be removed by the District and a successor or successors may be appointed;provided that such successor or successors shall be a bank or trust company doing business in and having an office in the city where the predecessor did business and had an office and shall have a combined capital (exclusive of borrowed capital)and surplus of at least $50,000,000.So long as any Bonds are outstanding and unpaid the Paying Agent and any successor or successors thereto designated by the District shall continue to be Paying Agent ofthe District for all ofsaid purposes until the designation ofa successor or successors as Paying Agent. The District shall compensate the Paying Agent for the performance of its services hereunder such amounts as the Paying Agent and the District shall agree to in writing,and the compensation of the Paying Agent shall be an Administrative Expense. 18 A Paying Agent appointed hereunder may resign at any time upon 90 days'written notice and after appointment of a successor.Ifthe District fails to appoint a successor Paying Agent within such 90 days,the resigning Paying Agent may petition the appropriate court having jurisdiction to appoint a successor Paying Agent.Upon merger,consolidation,or recognition ofa Paying Agent,the District will appoint a new Paying Agent,which may be the corporation resulting from such reorganization. SECTION 24.Liability ofPaying Agent.The recitals offact and all promises,covenants and agreements contained herein and in the Bonds shall be taken as statements,promises, covenants and agreements of the District,and the Paying Agent assumes no responsibility for the correctness of the same and makes no representations as to the validity or sufficiency of this Resolution or of the Bonds,and shall incur no responsibility in respect thereof,other than in connection with its duties or obligations herein or in the Bonds or in the certificate of authentication assigned to or imposed upon the Paying Agent.The Paying Agent shall be under no responsibility or duty with respect to the issuance ofthe Bonds for value.The Paying Agent shall not be liable and shall be indemnified by the District in connection with the performance of its duties hereunder,except for its own negligence or default. SECTION 25.Bond Register.The Paying Agent shall keep or cause to be maintained the Bond Register,which shall at all times be open to inspection by the District upon reasonable notice;and,upon presentation for such purpose,the Paying Agent shall,under such reasonable regulations as it may prescribe,register or transfer or cause to be registered or transferred,on said books,Bonds as herein before provided. SECTION 26.Event ofDefault and Remedies ofBondowners. (a)Events of Default.Anyone or more of the following events shall constitute an "events ofdefault:" (i)ifdefault shall be made by the District in the due and punctual payment of the principal of and any installment of interest on any Bond when and as the same shall become due and payable,whether at maturity as therein expressed,by declaration or otherwise; (ii)if default shall be made by the District in the observance of any of the covenants,agreements or conditions on its part in this Resolution or in the Bonds contained,and such default shall have continued for a period ofthiliy (30)days after written notice thereof to the District Representative;or (iii)if the District shall file a petition seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law ofthe United States of America,or if a court of competent jurisdiction shall approve a petition,seeking reorganization ofthe District under the federal bankruptcy laws or any other applicable law ofthe United States ofAmerica,or if,under the provisions of any other law for the relief or aid of debtors,any cOUli of competent jurisdiction shall assume custody or control of the District or ofthe whole or any substantial part ofits property. (b)Remedies of Bondowners.In an Event of Default,any Bondowner shall have the right,for the equal benefit and protection of all Bondowners similarly situated: 19 (i)by mandamus,suit,action or proceeding,to compel the District and its members,officers,agents or employees to perform each and every term,provision and covenant contained in this Resolution and in the Bonds,and to require the carrying out of any or all such covenants and agreements ofthe District and the fulfillment ofall duties imposed upon it; (ii)by suit,action or proceeding in equity,to enjoin any acts or things which are unlawful,or the violation of any ofthe Bondowners'rights;or (iii)upon the happening of any event of default (as defined in Paragraph (a)of this Section 26),by suit,action or proceeding in any court ofcompetent jurisdiction,to require the District and its members and employees to account as if it and they were the trustees ofan express trust. (c)Non-Waiver.Nothing in this Section 26 or in any other provision of this Resolution, or in the Bonds,shall affect or impair the obligation of the District,which is absolute and unconditional,to pay the principal of and interest on the Bonds to the respective Owners of the Bonds at the respective dates ofmaturity,as herein provided,or affect or impair the right ofaction against the District,which is also absolute and unconditional,of such Owners to.institute suit against the District to enforce such payment by virtue ofthe contract embodied in the Bonds. A waiver of any default by any Bondowner shall not affect any subsequent default or impair any rights or remedies on the subsequent default.No delay or omission ofany Owner of any ofthe Bonds to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein, and every power and remedy conferred upon the Bondowners by this Section 26 may be enforced and exercised from time to time and as often as shall be deemed expedient by the Owners of the Bonds. Ifa suit,action or proceeding to enforce any right or exercise any remedy be abandoned or determined adversely to the Bondowners,the District and the Bondowners shall be restored to their former positions,rights and remedies as if such suit,action or proceeding had not been brought or taken. (d)Remedies not Exclusive.No remedy herein conferred upon the Owners of Bonds shall be exclusive of any other remedy and that each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or thereafter conferred on the Bondowners. SECTION 27.Execution of Documents and Proof ofOwnership.Any request,direction, consent,revocation of consent,or other instrument in writing required or permitted by this Resolution to be signed or executed by Bondowners may be in any number of concurrent instruments ofsimilar tenor,and may be signed or executed by such Owners in person or by their attorneys appointed by an instrument in writing for that purpose,or by any bank,trust company or other depository for such Bonds.Proof of the execution of any such instrument,or of any instrument appointing any such attorney,and ofthe ownership ofBonds shall be sufficient for the purposes of this Resolution (except as otherwise herein provided),if made in the following manner: 20 (a)The fact and date of the execution by any Owner or his attorney of any such instrument and of any instrument appointing any such attorney,may be proved by a signature guarantee ofany bank or trust company located within the United States ofAmerica.Where any such instrument is executed by an officer of a corporation or association or a member of a partnership on behalf of such corporation,association or partnership,such signature guarantee shall also constitute sufficient proofofhis authority;and (b)As to any Bond,the person in whose name the same shall be registered in the Bond Register shall be deemed and regarded as the absolute Owner thereof for all purposes,and payment of or on account of the principal of any such Bond,and the interest thereon,shall be made only to or upon the order of the registered Owner thereof or his legal representative.All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond and the interest thereon to the extent of the sum or sums so paid.The Paying Agent shall not be affected by any notice to the contrary. Nothing contained in this Resolution shall be construed as limiting the Paying Agent to such proof,it being intended that the Paying Agent may accept any other evidence ofthe matters herein stated which the Paying Agent may deem sufficient.Any request or consent,of the Owner of any Bond shall bind every future Owner of the same Bond in respect of anything done or suffered to be done by the Paying Agent in pursuance ofsuch request or consent. SECTION 28.Provisions Constitute Contract.The provisions of this Resolution and the Bonds shall constitute a contract between the District and the Bondowners and the provisions hereof and thereof shall be enforceable by any Bondowner for the equal benefit and protection of all Bondowners similarly situated by mandamus,accounting,mandatory injunction or any other suit,action or proceeding at law or in equity that is now or may hereafter be authorized under the laws ofthe State ofCalifornia in any court ofcompetent jurisdiction.Said contract is made under and is to be construed in accordance with the laws ofthe State ofCalifornia. No remedy confelTed hereby upon any Bondowner is intended to be exclusive of any other remedy,but each such remedy is cumulative and in addition to every other remedy and may be exercised without exhausting and without regarding to any other remedy conferred by the Law or any other law of the State ofCalifornia.No waiver ofany default or breach ofduty or contract by any Bondowner shall affect any subsequent default or breach ofduty or contract or shall impair any rights or remedies on said subsequent default or breach.No delay or omission of any Bondowner to exercise any right or poser accruing upon any default shall impair any such right or power or shall be construed as a waiver of any such default or acquiescence therein.Every substantive right and evelY remedy conferred upon the Bondowners may be enforced and exercised as often as may be deemed expedient.In case any suit,action or proceeding to enforce any right or exercise any remedy shall be brought or taken and the Bondowner shall prevail,said Bondowner shall be entitled to receive reimbursement for reasonable costs,expenses,outlays and attorney's fees and should said suit,action or proceeding be abandoned,or be determined adversely to the Bondowners then,and in every such case,the District and the Bondowners shall be restored to their former positions,rights and remedies as ifsuch suit,action or proceeding had not been brought or taken. After the issuance and delivery ofthe Bonds this Resolution shall be irrepealable,but shall be subject to modification to the extent and in the manner provided herein,but to no greater extent and in no other manner. 21 SECTION 29.Unclaimed Moneys.Notwithstanding any provisions of this Resolution, subject to applicable State of California escheat laws,any moneys held by the Paying Agent in trust for the payment ofthe principal or premium,ifany,or interest on,any Bonds and remaining unclaimed for one year after the principal of all of the Bonds has become due and payable (whether at maturity or upon call for redemption or by declaration as provided in this Resolution), if such moneys were so held at such date,or one year after the date of deposit ofsuch moneys if deposited after said date when all of the Bonds became due and payable,shall be repaid to the District free from the lien created by this Resolution,and all liability of the Paying Agent with respect to such moneys shall thereupon cease and the Bondowners shall upon such payment look only to the District for payment;provided,however,that before the repayment ofsuch moneys to the issuer,the Paying Agent may (at the cost of the District)first publish at least once in a financial newspaper or journal a notice,in such form as may be deemed appropriate by the Paying Agent,with respect to the provisions relating to the repayment to the District of the moneys held for the payment thereof. SECTION 30.Severability.If any covenant,agreement or provision,or any portion thereof,contained in this Resolution,or the application thereof to any person or circumstance,is held to be unconstitutional,invalid or unenforceable,the remainder of this Resohltion and the application of any such covenant,agreement or provision,or portion thereof,to other persons or circumstances,shall be deemed severable and shall not be affected thereby,and this Resolution and the bonds issued pursuant hereto shall remain valid and the Bondowners shall retain all valid rights and benefits accorded to them under this Resolution and the constitution and Laws ofthe State ofCalifornia. SECTION 31.General Authorization.The President of the Board,the General Manager and the Chief Financial Officer are hereby each respectively authorized to do and perform from time to time any and all acts and things consistent with this Resolution necessary or appropriate to carry the same into effect,including but not limited to securing bond insurance,paying Costs of Issuance,entering into a Letter of Representations with DTC,filing reports with the State of California and filing reports with the United States Treasury. SECTION 32.Effective Date.This Resolution shall take effect upon adoption. ADOPTED,SIGNED AND APPROVED this th day ofOctober,2009.---- By:_ President ofthe Board ofDirectors Otay Water District ATTEST: By:-----------------Susan Cruz Secretary to the Board ofDirectors ********* 22 STATE OF CALIFORNIA SAN DIEGO COUNTY ) ) ) The undersigned Secretary to the Board of Directors hereby certifies that the foregoing Resolution No.4148,was duly adopted by the Board of Directors of the Otay Water District at a meeting thereof held on the th day of October,2009,and that it was so adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: By:_ Susan Cruz,Secretary to the Board ofDirectors ofthe Otay Water District 23 REGISTERED NO.R- EXHIBIT A FORM BOND OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (SAN DIEGO COUNTY,CALIFORNIA) REGISTERED ***$*** INTEREST RATE:MATURITY DATE:DATED AS OF:CUSIP: REGISTERED OWNER:CEDE &CO. PRINCIPAL AMOUNT:Dollars The Otay Water District ("District"),a municipal water district organized and existing pursuant to the Municipal Water District Act of 1911,commencing with Section 71000 of the Water Code of the State of California ("State"),for value received,promises to pay to the Registered Owner named above,or registered assigns,on the Maturity Date set forth above or upon prior redemption hereof,the Principal Amount specified above and to pay interest thereon, each payment to be made in lawful money of the United States of America,from the interest payment date next preceding the date of authentication of this bond (unless this bond is authenticated as of a date during the period from the Record Date (as defined herein)next preceding any interest payment date to such interest payment date,inclusive,in which event it shall bear interest from such interest payment date,or unless this bond is authenticated on or before February 15,2010,in which event it shall bear interest from the date hereof)at the interest rate per annum stated above,payable commencing on March 1,2010,and thereafter on March 1 and September 1 in each year,until the Principal Amount is paid or provided for. The principal hereofis payable to the registered owner hereofupon the surrender hereof at the principal corporate trust office of Union Bank,N.A.(the "Paying Agent")in Los Angeles, California,or such other office as may be designated by the Paying Agent for such purpose.The interest hereon is payable to the person whose name appears on the bond registration books ofthe Paying Agent as the registered owner hereof as of the close of business on the 15th day of the month preceding an interest payment date (the "Record Date"),whether or not such day is a business day,such interest to be paid by check mailed to such registered owner at the owner's address as it appears on such registration books,or at such other address filed with the Paying Agent for that purpose;provided,however,that the registered owner ofthe Bonds in an aggregate principal amount of at least $1,000,000 may submit a written request to the Paying Agent on or before the Record Date preceding any interest payment date for payment of interest hereon by wire transfer to a commercial bank located in the United States ofAmerica. This bond is one of a duly authorized issue of bonds of like tenor amounting in the aggregate to the stated amount of $and designated as "Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (San Diego County, California)"(the "Bonds"). The Bonds are being issued pursuant to the provisions of the Municipal Water District Law of 1911,as set forth in the California Water Code,commencing with Section 71000, pursuant to the provisions of Articles 9 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State ofCalifornia,and pursuant to Resolution No.of the District adopted on ,2009 authorizing the issuance ofthe Bonds (the "Resolution"). The Bonds were authorized (the "Authorization")pursuant to a vote of 2/3 of eligible voters at a special election on October 31,1989 within an area of the District designated as Improvement District No.27 ("ID No.27").The Bonds are being issued to refund,redeem and defease certain outstanding general obligation bonds previously issued pursuant to the Authorization to refinance the acquisition of certain lands for the benefit of the District and its inhabitants. This Bond and the issue of which this Bond is one are,to the extent set forth in the Resolution,general obligations of ID No.27 payable as to both principal and interest from the proceeds of the levy of ad valorem taxes on all property subject to such taxes in ID No.27,which taxes are unlimited as to rate or amount,and from such other legally available funds of the District. The Bonds are issuable only as fully registered bonds,without coupons,in the denominations of $5,000 or any integral multiple thereof.Bonds are exchangeable and transferable for Bonds of other auth0l1zed denominations at the principal corporate trust office of the Paying Agent,by the Registered Owner or by a person legally empowered to do so,upon presentation and surrender hereof to the Paying Agent,together with a request for exchange or an assignment signed by the Registered Owner or by a person legally empowered to do so,in a form satisfactory to the Paying Agent,all subject to the terms,limitations and conditions provided in the Resolution.Any tax or governmental charges shall be paid by the transferor.The District and the Paying Agent may deem and treat the Registered Owner as the absolute owner ofthis bond for the purpose of receiving payment of or on account of principal or interest and for all other purposes,and neither the District,nor the Paying Agent shall be affected by any notice to the contrary. Neither the District nor the Paying Agent will be required to (a)issue or transfer any bond during a period beginning with the opening of business on the 15th day of the month next preceding any Bond Payment Date or any date ofselection of Bonds to be redeemed and ending with the close of business on the Bond Payment Date or day on which the applicable notice of redemption is given,or (b)to transfer any Bond which has been called for redemption in whole or in part. The Bonds are not subject to optional redemption. The Bonds maturing on (the "Term Bonds")are subject to mandatory redemption prior to their stated maturity dates,without a redemption premium,in part by lot,from mandatory sinking fund payments in the years and in the amounts set forth below: 2 I~!L,~I, [! ""iI Principal Amount [Insert the mandatory sinking fund terms established at the time ofaward ofthe Bonds] Notice of mandatory sinking fund redemption shall be given by the Paying Agent,as provided in the Resolution,to the registered owners ofBonds to be redeemed,no less than thirty (30)days nor more than sixty (60)days prior to the redemption date.Notice shall be given to the Bondowner at the address appearing on the registration books of the Paying Agent;provided however that neither failure to receive such notice nor any defect therein shall not invalidate the notice or affect the validity ofthe proceedings for redemption. Reference is made to the Resolution for a more complete description of the provisions, among others,with respect to the nature and extent ofthe security for the Bonds of this series,the rights,duties and obligations ofthe District,the Paying Agent and the Registered Owners,and the terms and conditions upon which the Bonds are issued and secured.The Owner of this Bond assents,by acceptance hereof,to all ofthe provisions ofthe Resolution. This Bond shall not be valid or obligatory for any purpose and shall not be entitled to any security or benefit under the Resolution until the Certificate of Authentication below has been signed by the Paying Agent. IN WITNESS WHEREOF,the District,has caused this bond to be executed,in their official capacities by the manual or facsimile signature ofthe President ofthe Board ofDirectors, and to be countersigned by the manual or facsimile signature of the Secretary to the Board of Directors,and has caused the seal of the District to be affixed hereto,all as of the date stated hereof,all as ofthe date stated above. OTAY WATER DISTRICT By:-Exhibit - President ofthe Board ofDirectors By:-Exhibit - ChiefFinancial Officer ATTEST: By:-Exhibit - Secretary to the Board ofDirector 3 [FORM OF CERTIFICATE OF AUTHENTICATION] This is one ofthe Bonds described in the within-mentioned Resolution. u.s.Bank:National Association, as Paying Agent By:-Exhibit- Authorized Signatory 4 Date:_ (FORM OF ASSIGNMENT) For value received,the undersigned do(es)hereby sell,assign and transfer unto (Name,Address and Tax Identification or Social Security Number ofAssignee) the within Bond and do(es)hereby irrevocably constitute and appoint , attorney,to transfer the same on the bond register ofthe Paying Agent,with full power ofsubstitution in the premises. Dated:_ Signature Guaranteed: NOTICE:Signature(s)must be guaranteed by a qualified guarantor NOTICE:The signature on this assignment must correspond with the name(s)as written on the face ofthe within Bond in every particular without alteration or enlargement or any change whatsoever. DTCLEGEND Unless this certificate is presented by an authorized representative of The Depository Trust Company,a New York corporation ("DTC"),to Issuer or its agent for registration of transfer,exchange,or payment,and any certificate issued is registered in the name ofCede &Co.or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede &Co.or to such other entity as is requested by an authorized representative ofDTC),ANY TRANSFER,PLEDGE,OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof,Cede & Co.,has an interest herein. 5 Attachment E *Preliminary,subject to change. The date ofthis Official Statement is ---',2009. The cover page contains certain information for quick reference only.It is not a summary of the issue.Potential investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. RATINGS Standard &Poor's: Due:September 1,as Shown on the Inside Front Cover. DRAFTAS OF SEPTEMBER 28,2009 Dated:Date ofIssuance Interest on the Bonds is payable on March I,2010,and semiannually thereafter on September I and March I ofeach year until maturity (each,a "Interest Payment Date")(see "THE BONDS -General Provisions"herein).The Bonds are not subject to optional redemption prior to maturity.The Bonds are subject to mandatory sinking fund redemption as described herein. The Bonds are general obligations of Improvement District No.27 ofthe District ("ID 27"),and the Board is empowered and obligated to cause the levy ofad valorem taxes,without limitation ofrate or amount,upon all property within [D 27 subject to taxation (except for certain classes of personal property which is taxable at a limited rate),for the payment of interest on and principal of the Bonds when due (see "SECURITY FOR THE BONDS"herein).The Bonds are offered, when,as and if issued,subject to the approval as to their [egality by Garcia Calderon Rulz,LLP,San Diego,California, Bond Counsel,and certain other conditions.Certain legal matters will be passed on for the District by Garcia Calderon Rulz,LLP,San Diego,California,as General Counsel to the District,and by Stradling Yocca Carlson &Rauth,a Professional Corporation,Newport Beach,California,as Disclosure Counsel.It is anticipated that the Bonds,in book- entry form,will be available for delivery in New York,New York on or about November 4,2009,for deposit with The Depository Trust Company (see "APPENDIX F-DTC AND THE BOOK-ENTRY-ONLY SYSTEM"herein). $8,285,000* OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (San Diego County,California) (BANK QUALIFIED) The Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (the "Bonds"),in the aggregate amount of$8,285,000,*are being issued to refund the outstanding Otay Water District Improvement District No.27 San Diego County,California General Obligation Refunding Bonds,Series 1998 (the "1998 Bonds").The Bonds are being issued under the laws ofthe State ofCalifornia (the "State")and pursuant to a resolution adopted by the Board of Directors (the "Board")of the Otay Water District (the "District").See "INTRODUCTION -Authorization;Purpose" herein. Moody's:_ (See"CONCLUDING INFORMATION -Ratings on the Bonds"herein) In the opinion of Garcia Calderon Ruiz,LLP,San Diego,California ("Bond Counsel"),based upon an analysis of existing statutes,regulations,rulings,and court decisions and assuming,among other things,the accuracy ofcertain representations and compliance with certain covenants,interest on the Bonds is excludablefrom gross income forfederal income tax purposes and is exempt from State ofCalifornia personal income taxes.In the opinion ofBond Counsel, interest on the Bonds is not an item oftax preference for purposes ofthe alternative minimum tax imposed on individuals and cO/porations,although Bond Counsel observes that such interest is taken into account in determining adjusted current earnings for the pUlpose ofcomputing the alternative minimum tax imposed on certain cO/porations.Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of,or the accrual orreceipt ofinterest on,the Bonds.See "LEGAL lvlAITERS -Tax Matters"herein. NEW ISSUE -BOOK-ENTRY-ONLY CONSTITUTIONAL AND STATUTORY LIMITATION ON TAXES AND EXPENDITURES Principal and interest on the Bonds are payable from the proceeds ofan ad valorem tax levied by the Districtfor the payment thereof See "SECURITY FOR THE BONDS"herein.Articles XIIIA,XIIIB,XIIIe and X/IID ofthe Constitution,Proposition 218,and certain other provisions oflaw discussed below,are included in this section to describe the potential effect ofthese Constitutional and statutory measures on the ability ofthe District to levy taxes and to spend such tax proceeds for operating and other purposes, and it should not be inferredfrom the inclusion ofsuch materials that these laws impose any limitation on the ability ofthe District to levy taxes for payment of the Bonds.The tax levied by the District for payment ofthe Bonds was approved by /D 27 voters in compliance with Article XII/A and all applicable laws. Article XIIIA Article XIIIA of the Califomia Constitution limits the taxing powers of Califomia public agencies. Article XIIIA provides that the maximum ad valorem tax on real property cannot exceed 1%of the "full cash value"of the property,and effectively prohibits the levying of any other ad valorem property tax except for taxes above that level required to pay debt service on voter-approved general obligation bonds. "Full cash value"is defined as "the County assessor's valuation ofreal property as shown on the 1975/76 tax bill under 'full cash value'or,thereafter,the appraised value of real property when purchased,newly constructed,or a change in ownership has occurred after the 1975 assessment."The "full cash value"is subject to annual adjustment to reflect inflation at a rate not to exceed 2%.Alticle XIIlA has subsequently been amended to permit reduction of the 'full cash value'base in the event of declining propelty values caused by substantial damage,destruction or other factors,and to provide that there would be no increase in the 'full cash value'base in the event of reconstruction of property damaged or destroyed in a disaster and in other special circumstances. The foregoing limitation does not apply to ad valorem taxes or special assessments to pay the interest and redemption charges on any indebtedness approved by the voters before July 1,1978 or any bonded indebtedness for the acquisition or improvement ofreal property approved by two-thirds of votes cast by the voters voting on the proposition,such as the Bonds. In the general election held November 4,1986,voters of the State of Califomia approved two measures, Propositions 58 and 60,which further amend the terms "purchase"and "change of ownership,"for purposes of determining full cash value of property under Alticle XIIIA,to not include the purchase or transfer of (I)real propelty between spouses and (2)the principal residence and the first $1,000,000 of other property between parents and children.Proposition 60 amends Article XIIIA to permit the Legislature to allow persons over age 55 who sell their residence and buy or build another of equal or lesser value within two years in the same County,to transfer the old residence's assessed value to the new residence.In the March 26,1996 general election,voters approved Proposition 193,which extends the parents-children exception to the reappraisal of assessed value.Proposition 193 amended Article XIIIA so that grandparents may transfer to their grandchildren whose parents are deceased,their principal residences,and the first $1,000,000 ofother property without a re-appraisal ofassessed value. County of Orange v.Orange County Assessment Appeals Board No.3.In a ruling issued on December 27,2001,in County ofOrange v.Orange County AssessmentAppeals Board No.3,Case No.00CC03385, the Orange County Superior Court held that the Orange County assessor violated the 2%annual inflation adjustment provision ofArticle XIIIA when the assessor tried to "recapture"the taxable value ofa single family residential property by increasing its assessed value by approximately 4%in a single year.The assessor had not increased the assessed value ofthe property during a year in which the market value of the property was determined by the assessor to have declined below its taxable value pursuant to Article XIIIA.In the following year,the assessor established the taxable value of the property by determining 21 that its then-current market value was greaterthan if the 2%annual inflation adjustment had been applied in the previous year.The assessor enrolled the property at a taxable value that recaptured the foregone 2%inflation adjustment from the previous year,resulting in a one-year increase of approximately 4%. The State Board of Equalization has approved this methodology for increasing assessed value in similar circumstances. The case had been certified as a class action with all affected Orange County residents as class members. In 2002,two local courts (Los Angeles and San Diego)ruled differently on the "recapture"issue. Therefore the issues of uniformity and equal protection for each taxpayer statewide must be addressed. When local courts differ,the subject matter is often subject to a uniformity review.On June 12,2003,the Orange County Assessor and the Orange County Tax Collector,in conjunction with Orange County,filed a notice to appeal the Superior Court ruling to State Court of Appeal,Fourth District.The Appellate COUli heard oral arguments in the case on January 7,2004,and issued its opinion on March 26,2004, reversing the holding of the Orange County Superior Court.The Plaintiffs filed an appeal with the California State Supreme Court and on July 21,2004,the California State Supreme Court by a 5-2 vote decided not to hear an appeal,ending this litigation. Article XIIIB On October 6,1979,California voters approved Proposition 4,or the Gann Initiative,which added Article XIIIB to the California Constitution.The principal thrust of Article XIIlB is to limit the annual appropriations of the State and any city,county,city and county,school district,authority or other political subdivision of the State.The "base year"for establishing such appropriations limit is the 1978/79 Fiscal Year,and the limit is to be adjusted annually to reflect changes in population,consumer prices and certain increases in the cost ofservices provided by public agencies. Appropriations subject to Article XIIIB include generally the proceeds oftaxes levied by or for the entity and the proceeds of certain State subventions,refunds of taxes,benefit payments from retirement, unemployment insurance and disability insurance funds."Proceeds oftaxes"include,but are not limited to,all tax revenues,certain State subventions,and the proceeds to an entity of government,from (1) regulatory licenses,user charges and user fees,to the extent that such charges and fees exceed the costs reasonably borne in providing the regulation,product or service,and (2)the investment oftax revenues. Article XIIlB includes a requirement that ifan entity's revenues in any year exceed the amounts permitted to be spent,the excess would have to be returned by revising tax rates or fee schedules over the subsequent two years. In the June 1990 election,the voters approved Proposition III amending the method of calculation of State and local appropriations limits.Proposition III made several changes to Article XIIlB.First,the term "change in the cost of living"was redefined as the change in the California per capita personal income ("CPCPI")for the preceding year.Previously,the lower of the CPCPI or the United States Consumer Price Index was used.Second,the appropriations limit for the Fiscal Year was recomputed by adjusting the 1986/87 limit by the CPCPI for the three subsequent years.Third and lastly,Proposition III excluded appropriations for "qualified capital outlay for fiscal 1990/91 as defined by the legislature"from proceeds oftaxes. Proposition 46 and Proposition 39 On June 3,1986,California voters approved Proposition 46,which added an additional exemption to the I%tax limitation imposed by Article XIIlA.Under this amendment to Article XIIIA,local governments and school and community college districts may increase the property tax rate above I%for the period necessary to retire new,general obligation bonds,iftwo-thirds of those voting in a local election approve the issuance of such bonds and the money raised through the sale of the bonds is used exclusively to purchase or improve real property.In 2000,Proposition 39 was approved for California voters,lowering 22 the threshold for passage ofgeneral obligation bonds for local education facilities from two-thirds to 55% subject to certain constitutional and statutory requirements. Proposition 218 On November 5,1996,California voters approved Proposition 218 -Voter Approval for Local Government Taxes -Limitation on Fees,Assessments,and Charges -Initiative Constitutional Amendment.Proposition 218 added Articles XIIIC and XIIID to the California Constitution,imposing certain vote requirements and other limitations on the imposition of new or increased taxes,assessments and property-related fees and charges.Proposition 218 states that al1 taxes imposed by local governments shal1 be deemed to be either general taxes or special taxes.Special purpose districts,including water districts,have no power to levy general taxes.No local govt:rnment may impose,extend or increase any general tax unless and until such tax is submitted to the electorate and approved by a majority vote.No local government may impose,extend or increase any special tax unless and until such tax is submitted to the electorate and approved by a two-thirds vote. Article XIlIC also provides that no tax,assessment,fee or charge shal1 be assessed by any agency upon any parcel ofproperty or upon any person as an incident ofproperty ownership except:(i)the ad valorem property tax imposed pursuant to Atticle XIII and Article XIIIA of the California Constitution,(ii)any special tax receiving a two-thirds vote pursuant to the California Constitution,and (iii)assessments,fees, and charges for property related services as provided in Article XIIIC.Article XIllC then goes on to add voter requirements for assessments and fees and charges imposed as an incident of property ownership, other than fees and charges for sewer,water,and refuse col1ection services.In addition,all assessments and fees and charges imposed as an incident of property ownership,including sewer,water,and refuse col1ection services,are subjected to various additional procedures,such as hearings and stricter and more individualized benefit requirements and findings.The effect of such provisions is to increase the difficulty a local agency will have in imposing,increasing or extending such assessments,fees and charges. Proposition 218 also extended the initiative power to reducing or repealing any local taxes,assessments, fees and charges.This extension of the initiative power is not limited to taxes imposed on or after November 6,1996,the effective date of Proposition 218,and could result in retroactive repeal or reduction in any existing taxes,assessments,fees and charges,subject to overriding federal constitutional principles relating to the impairments ofcontracts. Article XIIID conditions the imposition or increase ofany "fee"or "charge"upon there being no written majority protest after a required public hearing and,for fees and charges other than for sewer,water or refuse col1ection services,voter approval.Article XIIID defines "fee"or "charge"to mean levies (other than ad valorem or special taxes or assessments)imposed by a local government upon a parcel or upon a person as an incident of the ownership or tenancy of real property,including a user fee or charge for a "property-related service."One ofthe requirements of Article XIIID is that before a property related fee or charge may be imposed or increased,a public hearing upon the proposed fee or charge must be held and mailed notice sent to the record owner ofeach identified parcel of land upon which the fee or charge is proposed for imposition.In the public hearing if written protests of the proposed fee or charge are presented by a majority ofthe owners of affected identified parcel(s),an agency may not impose the fee or charge. The District has complied with the provisions of Atticle XIIID in setting its water and sewer rates and charges and does not currently anticipate that the provisions ofAtticle XIllD will have a material adverse impact on its financial condition. 23 Future Initiatives and Legislation~ Articles XIIIA,XmB and Proposition 218 were adopted as measures that qualified for the ballot pursuant to California's Constitutional initiative process and the State Legislature in the past has enacted legislation which has altered the spending limitations or established minimum funding provisions for particular activities.From time to time other initiative measures or legislative measures could be adopted,affecting the District's revenues and its ability to increase appropriations. LEGAL MATTERS Approval of Legal Proceedings • Garcia Calderon Rufz,LLP,San Diego,California,as Bond Counsel,will render an opinion which states that the Bonds are valid and binding general obligations of District and are enforceable in accordance with their terms.The legal opinion of Bond Counsel will be subject to the effect of bankruptcy, insolvency,moratorium and other similar laws affecting creditors'rights and to the exercise of judicial discretion in accordance with general principles ofequity. Celtain legal matters will be passed on for the District by its General Counsel,and by Stradling Yocca Carlson &Rauth,a Professional Corporation,Newport Beach,California,as Disclosure Counsel.Fees payable to Bond Counsel and Disclosure Counsel are contingent upon the sale and delivery ofthe Bonds. The District has no knowledge of any fact or other information which would indicate that the Bonds are not so enforceable against the District or ID 27,except to the extent such enforcement is limited by principles of equity and by state and federal laws relating to bankruptcy,reorganization,moratorium or creditors'rights generally. Tax Matters [n the opinion ofGarcia Calderon Rufz,LLP,San Diego,California,Bond Counsel,based on an analysis of existing statutes,regulations,rulings and COUlt decisions,and in reliance on certain certificates, opinions,and other things,interest on the Bonds is excludable from gross income for federal income tax purposes and is exempt from State of California personal income taxes.Bond Counsel is also of the opinion that interest on the Bonds is not an item of tax preference for purposes of the alternative minimum tax imposed on individuals and corporations,although Bond Counsel observes that such interest is taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations.A copy of the proposed form of opinion of Bond Counsel is attached hereto as Appendix A. To the extent the issue price of any maturity of the Bonds is less than the amount to be paid at the maturity of such Bonds (excluding amounts stated to be interest and payable at least annually over the term of such Bonds),the difference constitutes "original issue discount."The accrual of original issue discount,to the extent properly allocable to a Beneficial Owner,is treated as interest on the Bonds that is excludable from gross income for federal income tax purposes and exempt from State of California personal income taxes.For this purpose,the issue price of a particular maturity of the Bonds is the first price at which a substantial amount ofthat maturity is sold to the public (excluding bond houses,brokers, or similar persons or organizations acting in the capacity of underwriters,placement agents,or wholesalers).The original issue discount with respect to any maturity ofthe Bonds accrues daily over the term to that maturity date on the basis of a constant interest rate compounded semiannually (with straight- line interpolations between compounding dates).The accruing original issue discount is added to the adjusted basis of the Bonds to determine taxable gain or loss upon disposition (including sale, redemption,or payment at maturity)ofthe Bonds.Beneficial Owners of Bonds sold with original issue discount should consult their own tax advisors with respect to the tax consequences of ownership oftheir 24 Bonds,including the treatment of purchasers~whodo not purchase such Bonds in the original offering to the public at the first price at which a substantial amount ofsuch Bonds is sold to the public. The Bonds purchased,whether at original issuance or otherwise,for an amount greater than their principal amount payable at maturity (or,in some cases,at their earlier call date)("Premium Bonds")will be treated as having amortizable bond premium.No deduction is allowable for the amortizable bond premium for Bonds,like the Premium Bonds,the interest on which is excludable from gross income for federal income tax purposes.However,a purchaser's basis in a Premium Bond and,under Treasury Regulations,the amount of tax-exempt interest received will be reduced by the amount of amortizable bond premium properly allocable to such purchaser.Beneficial Owners of Premium Bonds should consult their own tax advisors with respect to the proper treatment of amortizable bond premium in their particular circumstances. The Internal Revenue Code of 1986,as amended (the "Code")imposes various restrictions,conditions, and requirements relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the Bonds.The District has covenanted to comply with certain restrictions designed to assure that interest on the Bonds will not be included in federal gross income.Failure to comply with these covenants may result in interest on the Bonds being included in federal gross income, possibly from the date of issuance ofthe Bonds.The opinion ofBond Counsel assumes compliance with these covenants.Bond Counsel has not undertaken to determine (or to inform any person)whether any actions taken (or not taken)or events occurring (or not occurring)after the date ofissuance of the Bonds may affect the tax status ofinterest on the Bonds. Although Bond Counsel expects to render an opinion that interest on the Bonds is excludable from gross income for federal income tax purposes and exempt from State of California personal income taxes,the ownership or disposition of,or the accrual or receipt of interest on,the Bonds may otherwise affect a Beneficial Owner's federal or state tax liability.The nature and extent ofthese other tax consequences will depend upon the particular tax status ofthe Beneficial Owner or the Beneficial Owner's other items of income or deduction.Bond Counsel expresses no opinion regarding any such other tax consequences. In addition,no assurance can be given that any future legislation,including amendments to the Code,if enacted into law,or changes in interpretation of the Code,will not cause interest on the Bonds to be subject,directly or indirectly,to federal or state income taxation,or otherwise prevent Beneficial Owners of the Bonds from realizing the full current benefit of the tax status of such interest.Prospective purchasers ofthe Bonds should consult their own tax advisers regarding any pending or proposed federal or state tax legislation.Further,no assurance can be given that the introduction or enactment of any such future legislation,or any action of the Internal Revenue Service ("IRS"),including but not limited to regulation,ruling,or selection of the Bonds for audit examination,or the course or result of any IRS examination ofthe Bonds,or obligations that present similar tax issues,will not affect the market price or liquidity ofthe Bonds. Qualified Tax Exempt Obligations The District has designated the Bonds as "qualified tax-exempt obligations"within the meaning of Section 265(b)(3)ofthe Code.In connection with such designation,the District has covenanted that (i) the Bonds do not constitute private activity bonds as defined in Section 141 ofthe Code,and (ii)not more than $30,000,000 aggregate principal amount of obligations,the interest on which is excludable (under Section I03(a)of the Code)from gross income for federal income taxes (excluding,however,private activity bonds,as defined in Section 141 of the Code,other than qualified 501(c)(3)bonds as defined in Section 145 of the Code),including the Bonds,have been or shall be issued by or on behalf of the District,including all subordinate entities ofthe District,during the calendar year 2009. 25 Absence of Litigation No litigation is pending or threatened concerning the validity ofthe Bonds,and a certificate to that effect will be furnished to purchasers at the time ofthe original delivery ofthe Bonds.The District is not aware of any litigation pending or threatened that (i)questions the existence ofID 27,(ii)contests the ability of ID 27 to receive ad valorem taxes or to collect other revenues or (iii)contests the ability ofTD 27 to issue and retire the Bonds. CONCLUDING INFORMATION Ratings on the Bonds Standard &Poor's and Moody's have assigned their ratings of "_"and "_,"respectively,to the Bonds.Such rating reflects only the views of the rating agency and any desired explanation of the significance of such rating should be obtained from the rating agency.Generally,a rating agency bases its rating on the information and materials furnished to it and on investigations,studies and assumptions of its own.Some information provided to the rating agencies by the District may not appear in this Official Statement.There is no assurance such rating will continue for any given period oftime or that such rating will not be revised downward or withdrawn entirely by the rating agency,if in the judgment ofsuch rating agency,circumstances so warrant.Any such downward revision or withdrawal of such rating may have an adverse effect on the market price ofthe Bonds. Underwriting ____--:--_--::--=:_(the "Underwriter")is offering the Bonds at the yields set forth on the inside cover page hereof.The initial reoffering yields may be changed from time to time and concessions from the reoffering yields may be allowed to dealers,banks and others.The Underwriter has purchased the Bonds at a price equal to $,which amount represents the principal amount ofthe Bonds ($),less an original issue discount of $less an Underwriter's discount of $.The Underwriter will pay certain ofits expenses relating to the offering. The Financial Advisor The material contained in this Official Statement was prepared by the District with the assistance of the Financial Advisor,who advised the District as to the financial structure and certain other financial matters relating to the Bonds.The information set forth herein has been obtained from sources which are believed to be reliable,but such information is not guaranteed by the Financial Advisor as to accuracy or completeness,nor has it been independently verified.Fees paid to the Financial Advisor are contingent upon the sale and delivery ofthe Bonds. Continuing Disclosure The District will covenant to provide annually certain financial information and operating data relating to the District by not later than nine months after the end ofthe District's Fiscal Year,each year commencing March 31,20 10 and to provide the audited General Purpose Financial Statements of the District for the Fiscal Year ending June 30,2009 and for each subsequent Fiscal Year when they are available (together, the "Annual Report"),and to provide notices of the occurrence of certain other enumerated events if deemed by the District to be material.The Annual Report due March 31,2010 shall consist solely ofthe Official Statement and the June 30,2009 audited General Purpose Financial Statements of the District. The Annual Report and notices of material events can be accessed from the Electronic Municipal Market Access Website ("EMMA")operated by the Municipal Securities Rulemaking Board (www.emma.msrb.org).These covenants have been made in order to assist the Underwriter in complying with Securities and Exchange Commission Rule l5c2-l2(b)(5).The specific nature ofthe information to 26 be contained in the Annual Report or the ~notices of material events and certain other terms of the continuing disclosure obligation are summarized in "APPENDIX E -FORM OF CONTINUING DISCLOSURE CERTIFICATE."Failure of the District to provide the required ongoing information may have a negative impact on the value ofthe Bonds in the secondary market. The District has entered into three previous continuing disclosure undertakings with respect to the (i) 1998 Bonds,(ii)2004 Certificates ofParticipation and (iii)2007 Certificates of Participation to provide continuing disclosure pursuant to Rule 15c2-12.With respect to the undertaking for the 1998 Bonds, since 2004,the District filed its Comprehensive Annual Financial Report on a timely basis.However,the supplemental information required by the undertaking regarding the tax base for ID 27 was not timely filed.As ofSeptember 16,2009 the District is current with all filing requirements. Additional Information The summaries and references contained herein with respect to the Resolution,the Continuing Disclosure Certificate,the Bonds,statutes and other documents,do not purport to be comprehensive or definitive and are qualified by reference to each such document or statute.Copies oftheses documents are available for inspection during the period of initial offering on the Bonds at the offices of the Financial Advisor and may be obtained after delivery of the Bonds from the District through the Chief Financial Officer,Otay Water District,2554 Sweetwater Springs Blvd.,Spring Valley,California 91978. References Any statements in this Official Statement involving matters ofopinion,whether or not expressly so stated, are intended as such and not as representations of fact.This Official Statement is not to be construed as a contract or agreement between the District and the purchasers or Owners ofany ofthe Bonds. Execution The execution ofthis Official Statement has been duly authorized by the Otay Water District. OTAY WATER DISTRICT By: ChiefFinancial Officer 27 APPENDIX A PROPOSED FORM OF OPINION OF BOND COUNSEL [to be provided by Bond Counsel] A-I APPENDIXB OTAY WATER DISTRICT The information in this section concerning the operations ofthe District and the Districtsfinances are provided as supplementary information only,and it should not be inferred from the inclusion ofthis information in this Official Statement that the principal ofor interest on the Bonds is payable from the General Fund ofthe District.The Bonds are payable onlyfrom the revenues generated by an ad valorem tax levied by the County on behalfofthe District on properties within ID 27for the payment thereof See "SECURITY FOR THE BONDS." Organization,Purpose and Powers The District was established in January 1956 and is a municipal water district organized and existing under and in accordance with the Municipal Water District Law of 1911,being Division 20 ofthe Water Code ofthe State ofCalifornia,commencing with Section 71000,as amended (the "Law"). Most potable water delivered by the District is purchased from the San Diego County Water Authority ("SDCWA")who in tum purchases water from the region's water importer,the Metropolitan Water District of Southern California.A smaller amount ofpotable water is also purchased from the City of San Diego.In Fiscal Year 2007,the District began purchasing raw water from the SDCWA and entered into an agreement with the City ofSan Diego to treat the water to potable level before being introduced to the District's Water System.By taking raw water through SDCWA's system at a different connection,there is increased reliability of water supplied to the District.A 5.l-mile,36"pipeline project currently under construction will,when complete,add another connection to the Helix Water District's system,where the District expects to establish an additional delivery point for treated water.Water delivered through the new pipeline will be stored in two recently constructed 10 million gallon reservoirs. The District owns and operates a recycled water distribution network.Recycled water from the District's Ralph W.Chapman Water Recycling Facility ("RWCWRF")is used to irrigate golf courses,landscaping at schools,public parks,roadway landscapes,and various other approved uses in eastern Chula Vista. The RWCWRF is cable of reclaiming wastewater at a rate of approximately 1.2 million gallons per day. The District is also in a partnership with the City of San Diego to beneficially reuse an additional six million gallons per day of recycled water from the City of San Diego's South Bay Reclamation Plant (since Spring of 2007,)which required the District to construct over six miles of connecting pipeline,a pump station and a 12 million gallon reservoir.Using this new resource to meet recycled water demands on the Water System has resulted in the District being able to allocate approximately 3,000 acre-feet per year ofpotable water to other uses. The District also owns and operates a wastewater collection and reclamation system,providing public sewer service to approximately 4,627 customers within the Jamacha drainage basin. The Law authorizes the District to exercise the power of eminent domain,to levy and collect taxes,to fix, revise and collect rates or other charges for the delivery of water,use of facilities or property or provisions for service,to fix in each Fiscal Year a water standby or availability charge within the boundaries of the District to which water service is made available by the District.The District may also issue bonds,borrow money and incur indebtedness.For a discussion ofcurrent and potential limitations on the District's ability to maintain or increase taxes,fees and other charges,including such fees and other charges as may be limited by the terms of Proposition 218,see "CONSTITUTIONAL AND STATUTORY LIMITATION ON TAXES AND EXPENDITURES." B-1 As authorized by Law,the District has established a number ofspecial improvement districts within its service area for the purpose ofproviding certain water improvements for each such special improvement district and charging the costs of such improvements to each such special improvement district through certain fees,and in the case of ID 27,through ad valorem tax assessments,levied and collected on property located within the boundaries of each such special improvement district.The ad valorem taxes levied and collected with respect to ID 27 do not constitute revenues ofeither the District's water system or the District's wastewater system,and the general obligation bonds issued by the District on behalf of ID 27 constitute obligations of ID 27,not obligations of the District.In addition,the District provides water and sewer services to retail customers located within these special improvement districts and the charges for such services constitute revenues ofthe District's water and wastewater systems,respectively. The District does not presently levy any taxes other than the taxes in respect of ID 27 for payment ofthe 1998 Bonds.However,as provided by California law,the District does receive its share of the county- wide one percent tax levied and collected by San Diego County,and the proceeds of such share are available,but not required to be used,to pay maintenance and operating costs ofthe District. Board ofDirectors,Management and Employee Relations The District is administered by a Board of Directors consisting offive members who are elected to four- year alternating terms by the voters residing within the District's boundaries.The District is divided into five divisions,with each Director representing a specific division within which he or she must reside. The current members ofthe Board and key administrative personnel are: DIRECTORS Gary D.Croucher,President -Division 3 Jose Lopez,Vice President -Division 4 Jaime Bonilla,Treasurer -Division 2 Larry Breitfelder,Division 1 Mark Robak,Division 5 MANAGEMENT TEAM Mark Watton,General Manager German Alvarez,Assistant General Manager Finance &Administration Manny Magana,Assistant General Manager Engineering &Operations Joseph R.Beachem,ChiefFinancial Officer Rom Sarno,Jr.,ChiefofAdministrative Services Geoff Stevens,ChiefInformation Officer Rod Posada,ChiefofEngineering Pedro Porras,ChiefofWater Operations Employee Relations.The District currently has 166 budgeted full time equivalent positions.The OWD Employee Association (the "Union")represents 124 full-time and 1 part-time employees as a collective bargaining unit.The District has not experienced any strike or other labor actions.The current Memorandum of Understanding between the District and the Union covers a 6-year period,and expires June 30,2013. Defined Benefit Pension Plan.The District provides retirement benefits for its employees through a contractual agreement with the California Public Employees'Retirement System ("CaIPERS").Active members in the District's benefit pension plan are required to contribute 8%of their annual covered salary.The District has elected to contribute 7%on behalf of its employees.The District is required to contribute the actuarially determined remaining amounts necessary to fund the benefits for its members. The actuarial methods and assumptions used are those adopted by the CalPERS Board ofAdministration. The required employer contribution rate for the Fiscal Year ended June 30,2009 was 19.369%,and a rate B-2 of 19.815%is projected by CalPERS for the-current Fiscal Year 2009/10.The required contribution for Fiscal Year 2008/09 was determined as part of the June 30,2007 actuarial valuation,pursuant to which the District had an unfunded actuarial accrued liability of approximately $11.4 million as of June 30, 2008.Due to significant investment losses,CalPERS will be significantly increasing contribution rates over the next several years.For the Fiscal Year ended June 30,2009,the District's annual pension costs and actual contribution was $2,150,579,and,for Fiscal Year ending June 30,2010,the District's annual pension cost and actual contribution is expected to be $2,240,538,a 4.18%increase.A decrease of 0.115%is expected for 2010/11 and a 1.5%increase is expected for 2011/12. Other Benefits.In addition to the pension benefits described above,it is the District's practice and policy to provide certain life ,insurance and health care benefits ("Other Post Employment Benefits,or OPEB")for eligible retired employees,directors and eligible dependents.These benefits vary based on the hire date of the employee.As of the last actuarial projection,dated June 30,2007,the District's Actuarial Accrued Liability for OPEB benefits was $11,408,000. The District has chosen to fund this liability by investing funds with the California Employers'Retiree Benefit Trust Fund (CERBT),an agent multiple-employer plan administered by California Public Employees'Retirement System (CaIPERS),which acts as a common investment and administrative agent for participating public employers within the State of California.The District's annual OPEB cost (expense)is calculated based on the annual required contribution of the employer (ARC),an amount actuarially determined in accordance with the parameters of GASB Statement 45.The ARC represents a level of funding that,if paid on an ongoing basis,is projected to covel'the normal annual cost.Any unfunded actuarial liability (or funding excess)is amortized over a period not to exceed thirty years.The current ARC rate is 7.7%ofthe annual covered payroll. Based on the District's unaudited financial statements at June 30,2009,the amount actually contributed to the CERBT and changes in the District's net OPEB obligation total $6.2 million.In addition,the District's Board has designated approximately $3.9 million of its reserves towards the remaining liabilities.In accordance with GASB Statement 45,and the requirements of the CERBT,the District will periodically update the actuarial projections and continue to fund the resulting ARC on an annual basis. Insurance Programs General Liability and Propelty Damage The District is exposed to various risks of loss related to torts,theft,damage and destruction of assets, errors and omissions and natural disasters.Beginning in July 2003,the District began participation in an insurance pool through Special Districts Risk Management Authority (SDRMA).Coverages through SDRMA are as follows:property coverage -$350 million/occurrence with replacement cost for scheduled property;$100 million for boiler and machinery;$200 million for workers'comp.;$500,000 for personal liability coverage for board members;$400,000 for employee dishonesty coverage;$750,000 for uninsured/underinsured motorists;and $10 million pel'occurrence for each of the following types of coverage,auto liability,public officials and employees errors,employment practices liability,employee benefits liability,and general liability. •Separate financial statements for SDRMA may be obtained at:Special District Risk Management Authority,11121 Street,Suite 300,Sacramento,California 95814. Workers'Compensation Through SDRMA,the District is insured up to $200 million Statutory Workers'Compensation and $5 million in Employer's Liability with a Zero Member Deductible.SDRMA currently has a pool of 328 agencies in the Workers Compensation Program. B-3 Health insurance The District maintains a self-insurance program covering all its employees,retirees,and other dependents. Health claims are processed and administered through a health insurance administrator and paid by the District upon presentation.The District has obtained a stop-loss insurance policy to cover individuals with claims exceeding $45,000.The District has estimated accrued claims to be $447,413 and $137,029 at .Tune 30,2007 and 2008,respectively. Investment Policy In accordance with State of California law,the District Board of Directors has approved an investment policy (the "Investment Policy")which complies with Sections 53601 and 53630 of the Government Code of the State of California providing legal authorization for the investment or deposit of funds of local agencies.All investments of the District conform to the restrictions of those laws.For additional information relating to the District's investments,see "APPENDIX C -DISTRICT AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDING JUNE 30,2008,"Note 2. 8-4 DISTRICT SERVICE AREA The District's boundaries currently encompass an area of approximately 125 square miles in San Diego County,lying immediately east ofthe San Diego metropolitan area and running from the City ofEI Cajon south to the Mexican border,abutting the cities of EI Cajon and La Mesa and encompassing most of the City of Chula Vista and a small portion of the City of San Diego.The District currently serves a population ofapproximately 195,000. While the District is currently providing water service to about 39 percent of its geographic service area, this percentage will continue to increase as the District's service area continues to develop and grow. Ultimately,the District is projected to serve 277,000 people,creating an average daily demand of 56.3 million gallons per day (mgd). For additional demographic and economic information relating to San Diego County,see "APPENDIX D ECONOMIC PROFILE FOR COUNTY OF SAN DIEGO AND CITY OF CHULA VISTA." Water Supply Service Area Water Supply -Potable.The District does not have a local source of ground or surface water,but purchases substantially all of its potable water from the SDCWA.Under "a contractual arrangement with the SDCWA,the District also receives potable water from the Helix Water District's Levy Water Treatment Plant and,since Fiscal Year 2007,from the City ofSan Diego. Service Area Water Supply -Recycled.The District produces approximately 1.2 million gallons a day of reclaimed water at the RWCWRF.The District has contracted with the City ofSan Diego to purchase at least six mgd of reclaimed water produced by the City of San Diego's South Bay Water Reclamation Plant and an additional 3.5 mgd if available.This contract with the City of San Diego has resulted in the District reducing its potable water use by approximately 3,000 acre-feet per year thereby increasing the availability ofpotable water for higher quality purposes. SDCWA Water Supply.Currently,approximately 85%ofthe SDCWA's water supply is purchased from the Metropolitan Water District of Southern California ("MWD").For the Fiscal Year ended June 30, 2009,the SDCWA supplied the District 35,557 acre-feet of potable water (quantities of water are expressed in terms of acre-feet which is the amount of water which will cover one acre to a depth of one foot and is equivalent to approximately 326,000 gallons and approximately the average annual water usage oftwo households). MWD Water Supply.The SDCWA currently purchases all of its imported water from MWD and Imperial Irrigation District.SDCWA is MWD's largest member agency,purchasing up to 30 percent of MWD's supplies annually.MWD's principal sources ofwater consist of Colorado River water delivery contracts and deliveries from the State Water Project. B-5 HISTORICAL FINANCIALOPERATIONS Operating Revenues Water and sewer rates are established by the Board and are not subject to regulation by the California Public Utilities Commission or by any other local,state or federal agency.Water and sewer charges were ruled by the California Supreme Court to be considered fees or charges for purposes of Proposition 218. As a result,new or increased water and sewer rates are subject to majority protest proceedings and cannot exceed the cost of providing service.See "CONSTITUTIONAL AND STATUTORY LIMITATION ON TAXES AND EXPENDITURES." Water and sewer rates were last approved at the May 21,2009 Board meeting.Water rates increased an average of 19.9%for water customers effective September 1,2009 and will increase 7.2%for sewer customers effective January I,2010.Much of the increase resulted from the passthrough of additional costs charged for potable water by SDCWA and MWD.The District's average water bill for a household using 15 HCF (hundred cubic feet)is approximately $64 per month,slightly less than the average charged by all water providers in San Diego County.The District's average sewer bill for a household using 15 HCF is approximately $39 per month,well below the average charged by all sewer providers in San Diego County. The District has statutory authority to fix and impose upon customers one-time water and sewer connection fees.Meter charges range from $264 for a single family residence to $5,507 for a 10"meter. The following table provides a summary of the District's gross revenues from water and sewer service and connection and other fees for the fiscal years ended June 30,2005 through June 30,2008,with estimated amounts for June 30,2009. Fiscal Year Connection and Ended June 30 Water Wastewater Other Fees Total 2005 $39,348,056 $2,018,596 $1,969,263 $43,335,915 2006 43,755,610 2,331,094 1,774,384 47,861,088 2007 48,605,606 2,604,431 2,040,444 53,250,481 2008 50,808,825 2,386,285 2,519,735 55,714,845 2009 52,428,648 2,182,429 2,492,234 57,103,311 Source:Otay Water District. B-6 Non-Operating Revenues Availability Fees.Under the law,the District may levy and collect an annual water standby charge (also referred to as an availability charge),as well as an annual sewage and wastewater standby or availability charge,on land within the boundaries ofthe District to which water and wastewater service,respectively, are made available by the District,whether or not the water or service is actually used.The District levies and collects annual standby availability charges.CUlTent legislation provides that any availability charge in excess of $10 per acre shall be used only for the purpose ofthe improvement district for which it was assessed. Standby charges are classified as assessments by the terms ofProposition 218.See "CONSTITUTIONAL AND STATUTORY LIMITATION ON TAXES AND EXPENDITURES." Capacity Fees.The District charges customers to connect to the District's water and wastewater systems.Fees are determined by multiplying the demand factor for the meter size by the total of the District-wide capacity fee and applicable zone charge.Current capacity fees are approximately $5,442 for single family residential connections. Annexation Fees.When service is requested outside the boundaries of an established improvement district of the District,the land to be serviced is annexed and an annexation fee is charged by the District. Current annexation fees are $1,603 for single family residential connections and are adjusted quarterly according to a cost ofliving index. Taxes.As provided by California law,the District does receive its share ofthe county-wide one percent tax levied and collected by San Diego County.The District's share of property tax was $3.2 million in Fiscal Year 2007/08 and $3.4 million in Fiscal Year 2008/09.The District expects to see a reduction in property taxes in Fiscal Year 2009/10 resulting from reduced property values in its service area. B-7 Historical Operating Results The following table summarizes the District's operating revenues,operating expenses and changes in net assets for the five Fiscal Years ended June 30,2005 through 2009.The operating revenues,operating expenses and changes in Fiscal Years 2005 through 2008 are derived from the audited financial statements of the District,and the figures for the Fiscal Year ended June 30,2009 are unaudited actual figures prepared by the District.The financial statements ofthe District for the year ended June 30,2008 and the report thereon ofTeaman,Ramirez &Smith,Inc.,Certified Public Accountants,are included as Appendix C to this Official Statement. TABLE NO.B- OTAY WATER DISTRICT HISTORICAL OPERATING RESULTS STATEMENT OF REVENUES,EXPENSES AND CHANGES IN NET ASSETS For Fiscal Year Ended June 30 2005 2006 2007 2008 2009(1) OPERATING REVENUES Water Sales $39,348,056 $43,755,610 $48,605,606 $50,808,825 $52,428,648 Wastewater Revenue 2,017,992 2,331,094 2,604,431 2,386,285 2,182,429 Connection and Other Fees 540,055 1,774,384 2,040,444 2,519,735 2,492,234 Total Operating Revenues $41906103 $47861 088 $53250481 $55714845 $57,103,311 OPERATING EXPENSES Cost ofWater Sales $29,655,869 $32,043,395 $33,994,841 $35,296,002 $37,252482 Wastewater 2,521,861 1,899,957 1,508,672 2,009,876 1,890,804 Administrative and General 13,809,022 15,477,287 18,418,441 21,127,922 19,888.161 Depreciation 10524.134 10 107455 10 729 096 13 040,572 12475.114 Total Operating Expenses $56510886 $59528094 $64651 050 $71 474372 $71.507161 Operating Income (Loss)(14,604.183)(11.667,006)(11.400.569)(15.159,527)(14,403,850) NON-OPERATING REVENUES (EXPENSES) Investment Income $2,052,292 $3,188,645 $4,416,342 $4,538,791 $2252,335 Taxes and Assessments 2,326,526 2,779,635 4,151,956 4,591,023 4586,823 Availability Charges 556,590 609,099 715,664 744,722 625,065 Gain on Sale ofCapital Assets 2,196,655 142,922 1,817 15,243 5,206 Miscellaneous Revenues 2,518,285 1,835,710 1,809,802 3,676,963 6,569,644 Donations (35,894)(75,000)(80,000)(80,541)(95,270) Interest Expense (1,327,844)(959,225)(950,479)(2,60I,252)(1 340.110) Miscellaneous Expenses (523,905)(279,506)(271,410)(261.492)(1.671.597) Total Non-operating Revenues (Expenses)7,762,705 7,242,280 9.193,692 10,623,457 10,932,096 Income (Loss)Before Contributions (6,842,078)(4,424,726)(1,606,877)(5,136,070)(3,471.754) Capital Contributions 34,969,305 15,401.580 26,563,075 14,941.962 6,989,208 Change in Net Assets 28,127,227 10,976,854 24,956,198 9,805,892 3,517,454 Total Net Assets,Beginning $382961 246 $411088473 $422065327 $447021 525 $456827,417 Total Net Assets,Ending $411 088473 $422 065327 $447021 525 $456827 417 $460,344,871 (1)Unaudited actual figures for the District from July 1,2008 through June 30,2009. 8-8 ~ APPENDIXC DISTRICT AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDING JUNE 30,2008 C-l APPENDIXD ECONOMIC PROFILE FOR COUNTY OF SAN DIEGO AND CITY OF CHULA VISTA Introduction Discrete demographic and economic data are not available for ID 27.However,ID 27 lies totally within the City ofChula Vista and as such,the information provided herein for the City ofChula Vista and the San Diego region will serve as a useful representation ofthe area. The County of San Diego is the southernmost major metropolitan area in the State of California.The County covers 4,255 square miles,extending 70 miles along the Pacific Coast from the Mexican border to Orange County,and inland 75 miles to Imperial County.Riverside and Orange Counties form the northern boundary.The County is approximately the size ofthe State ofConnecticut. The County possesses a diverse economic base consisting of a significant manufacturing presence in the fields of electronics and shipbuilding,a large tourist industry attracted by the favorable climate of the region,and a considerable defense-related presence which contributes approximately $10 billion into the retail and service businesses ofthe area. The County is also growing as a major center for culture and education.Over 30 recognized art organizations including the San Diego Opera,the Old Globe Theater productions,the La Jolla Chamber Orchestra,as well as museums and art galleries,are located in the County.Higher education is provided through five two-year colleges and six four-year colleges and universities. The San Diego Convention Center contains 361,000 square feet of exhibit space and over 100,000 square feet of meeting/banquet rooms.The Convention Center can accommodate events for 30,000-40,000 people. Chula Vista is located 8 miles south of the City of San Diego and 7 miles north ofthe Mexico border,in an area generally known as "South Bay."Chula Vista's city limits cover approximately 50 square miles. With a January 2009 estimated population of 233,100,Chula Vista is the second largest city in the County. 0-1 Population The City ofChula Vista and County of San Diego have experienced rapid growth and development in the past decade.The County has become the nineteenth most populous metropolitan area in the United States.The City of San Diego is the sixth most populous city in the United States.Total population for the County is expected to be over 3.63 million by the year 2015. The following table shows the January 1 State of California Department of Finance estimates of total population in the City of Chula Vista,the County of San Diego and the State of California for each year since 2000,and the increase from the previous year. TABLE NO.0-1 CITY OFCHULA VISTA,COUNTY OFSAN DIEGO AND STATE OF CALIFORNIA POPULATION CITY OF CHULA VISTA COUNTY OF SAN DIEGO STATE OF CALIFORNIA Percentage Percentage Percentage Year Population Change Population Change Population .Change 2000 173,543 2,813,833 33,873,086 2001 181,619 4.7%2,864,539 1.8%34,430,970 1.6% 2002 191,236 5.3%2,920,806 2.0%35,063,959 1.8% 2003 200,757 5.0%2,970,899 1.7%35,652,700 1.7% 2004 208,802 4.0%3,007,285 1.2%36,199,342 1.5% 2005 217,143 4.0%3,034,388 0.9%36,676,931 1.3% 2006 223,490 2.9%3,058,413 0.8%37,086,191 1.1% 2007 227,242 1.7%3,088,891 1.0%37,472,074 1.0% 2008 230,397 1.4%3,131,552 1.4%37,883,992 1.1% 2009 233,108 1.2%3,173,407 1.3%38,292,687 1.1% %Increase Between 2000 -2009 34.3%12.8%13.0% Source:State of California,Department ofFinance,"£-4 Population Estimatesfor Cities,Counties and the State, 2001-2009,with 2000 Benchmark." 0-2 If; I "f.. i t, I f ! r Per Capita Income Per capita income information for Chula Vista,San Diego County,the State ofCalifornia and the United States are summarized in the following table. TABLE NO.D-2 PER CAPITA INCOME CHULA VISTA,SAN DIEGO COUNTY, STATE OF CALIFORNIAAND UNITED STATES 2003 -2007 Year 2003 2004 2005 2006 2007 Chula Vista San Diego County State ofCalifornia United States $35,180 $35,810 $33,469 $31,466 36,190 38,536 35,313 33,072 36,360 40,383 37,183 34,685 37,020 42,801 39,358 36,629 37,360 44,832 41,571 38,615 Source:County ofSan Diego,Comprehensive Annual Financial Report for the Year Ended June 30,2008 and State ofCalifornia Department ofFinance;State of California Employment Development Department. D-3 ~ The City of Chula Vista is located in the San Diego-Carlsbad-San Marcos Metropolitan Statistical Area (MSA).Six major job categories constitute 78.9%of the work force.They are government (18.0%), professional and business services (16.3%),service producing (13.9%),leisure and hospitality (12.6%), educational and health services (10.7%),and manufacturing (7.4%).The June 2009 unemployment rate in the San Diego-Carlsbad-San Marcos MSA was 10.1%.The State of California June 2009 unemployment rate (unadjusted)was 11.6%. TABLE NO.D-3 SAN DlEGO-CARLSBAD-SAN MARCOS MSA WAGE AND SALARY WORKERS BY INDUSTRY (I) (in thousands) Industry 2005 2006 2007 2008 2009 Government 219.1 221.2 225.7 230.1 228.7 Other Services 49.4 49.4 49.2 49.9 48.0 Leisure and Hospitality 152.2 159.4 165.7 168.1 159.8 Educational and Health Services 122.8 125.0 128.8 134.9 136.0 Professional and Business Services 212.1 215.3 217.7 216.9 206.2 Financial Activities 83.2 84.5 81.6 76.5 74.6 Information 37.5 37.2 37.4 38.8 38.0 Transportation,Warehousing and Utilities 28.2 28.7 28.7 29.2 28.3 Service Producing Retail Trade 144.8 146.0 146.4 141.6 134.3 Wholesale Trade 43.7 45.3 45.7 44.7 41.5 Manufacturing Nondurable Goods 25.7 26.0 25.2 24.9 22.1 Durable Goods 79.1 78.7 76.6 78.1 72.7 Goods Producing Construction 92.7 95.1 90.9 77.9 66.7 Mining and Logging -----M.-ill.-----M.---2J.---2J. Total Nonfarm 1,290.9 1,312.3 1,320.0 1,311.9 1,257.2 Farm --.l.l.J.--.l.l.J.-ill ---.l.l.1 --.llJ Total (all industries)~1.323.6 1.331.1 ~~ (\)Annually,as ofJune 2009. State of California Employment Development Department,Labor Market Information Division,"Industry Employment &Labor Force -bymonth,March 2008 Benchmark." D-4 Major Employers The major employers operating within the City ofChula Vista as of June 30,2008 are shown in Table No. D-4.Since that time,several employers have reduced their work forces,but specific information on reductions as ofJune 30,2009 is not currently available. TABLE NO.0-4 CITY OF CHULAVISTA MAJOR EMPLOYERS Employer Sweetwater Union High School District Chula Vista Elementary School District Southwestern Community College Rohr lnc./Goodrich Aerospace City ofChula Vista Sharp Chula Vista Medical Center Scripps Mercy Hospital Chula Vista Wal-Mart United Parcel Service CostCo Wholesale Corp. Number ofEmployees 4,598 2,669 2,100 1,903 1,481 1,410 1,032 950 656 623 Percent of Total Employment 9.17% 5.32% 4.19% 3.79% 2.95% 2.81% 2.06% 1.89% 1.31% 1.24% Source:State Employment Development Department,City of Chula Vista Finance Department,Sweetwater Union High School District Human Resources Department,Chula Vista Elementary School District Human Resources Department and Southwestern Community College Human Resources Department. "Total Employment"as used above represents the total employment ofall employers located within the City ofChula Vista city limits. D-5 Transportation Excellent surface,sea and air transportation facilities service San Diego County residents and businesses. Interstate 5 parallels the coast from Mexico to the Los Angeles area and points north.Interstate 15 runs inland,leading to Riverside-San Bernardino,Las Vegas and Salt Lake City.Interstate 8 runs eastward through the southern United States. San Diego's International Airport (Lindbergh Field)is located approximately one mile west of the downtown San Diego at the edge of the San Diego Bay.The facilities are owned and maintained by the San Diego Unified Port District and are leased to commercial airlines and other tenants.The airport is the third most active commercial airpOli in California,served by 18 major airlines.In addition to San Diego International Airport,there are two naval air stations and seven general aviation airpOlts located in the county. San Diego is the terminus of the Santa Fe Railway's main line from Los Angeles.Amtrak passenger service is available at San Diego with stops at Del Mar and Oceanside in the north county.San Diego's harbor is one ofthe world's largest natural harbors.The harbor,a busy commercial port,has also become an extremely popular destination for cruise ships.The POlt of San Diego is administered by the San Diego Unified Port District,which includes the cities of San Diego,National City,Chula Vista,Imperial Beach and Coronado. Research and Development Research and development activity plays an important role in the area's economy.The County is a leading health sciences and biomedical center.Approximately 35,000 persons are engaged in life sciences-related activities in the metropolitan area,with over 28,000 employed directly in health services. In addition to the University of California San Diego,other established research institutions include the Salk Institute for Biological Studies,the Scripps Clinic and Research Foundation,and the Scripps Institution ofOceanography. Visitor and Convention Activity An excellent climate,proximity to Mexico,extensive maritime facilities,and such attractions as the San Diego Zoo and Wild Animal Park,Sea World,Cabrillo National Monument,and Palomar Observatory allow San Diego to attract visitor and convention business each year.The development of the 4,600-acre Mission Bay Park at San Diego and the construction ofmeeting and convention facilities at the San Diego community concourse have contributed to the growth in tourism.The visitor and convention business is expected to continue to increase steadily. 0-6 APPENDIXE FORM OF CONTINUING DISCLOSURE CERTIFICATE [to be provided by Disclosure Counsel] E-I APPENDIXF DTC AND THE BOOK-ENTRY-ONLY SYSTEM The following description ofthe Depository Trust Company ("DTC"),the procedures and record keeping with respect to beneficial ownership interests in the Bonds,payment ofprincipal,interest and other payments on the Bonds to DTC Participants or Beneficial Owners,confirmation and transfer of beneficial ownership interest in the Bonds and other related transactions by and between DTC,the DTC Participants and the Beneficial Owners is based solely on information provided by DTC.Accordingly,no representations can be made concerning these matters and neither the DTC Participants nor the Beneficial Owners should rely on the foregoing information with respect to such matters,but should instead confirm the same with DTC or the DTC Participants,as the case may be. Neither the issuer of the Bonds (the "Issuer")nor the trustee,fiscal agent or paying agent appointed with respect to the Bonds (the "Agent")take any responsibilityfor the information contained in this Appendix. No assurances can be given that DTC,DTC Participants or Indirect Participants will distribute to the Beneficial Owners (a)payments ofinterest,principal or premium,ifany,with respect to the Bonds, (b)certificates representing ownership interest in or other confirmation or ownership interest in the Bonds,or (c)redemption or other notices sent to DTC or Cede &Co.,its nominee,as the registered owner ofthe Bonds,or that they will so do on a timely basis,or that DTC,DTC Participants or DTC Indirect Participants will act in the manner described in this Appendix.The current "Rules"applicable to DTC are on file with the Securities and Exchange Commission and the current "Procedures"ofDTC to befollowed in dealing with DTC Participants are onfile with DTC. I.The Depository Trust Company ("DTC"),New York,NY,will act as securities depository for the securities (the "Securities").The Securities will be issued as fully-registered securities registered in the name of Cede &Co.(DTC's partnership nominee)or such other name as may be requested by an authorized representative of DTC.One fully-registered Security certificate will be issued for each issue of the Securities,each in the aggregate principal amount of such issue,and will be deposited with DTC. If,however,the aggregate principal amount of any issue exceeds $500 million,one certificate will be issued with respect to each $500 million of principal amount,and an additional certificate will be issued with respect to any remaining principal amount ofsuch issue. 2.DTC,the world's largest securities depository,is a limited-purpose trust company organized under the New York Banking Law,a "banking organization"within the meaning ofthe New York Banking Law,a member of the Federal Reserve System,a "clearing corporation"within the meaning ofthe New York Uniform Commercial Code,and a "clearing agency"registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934.DTC holds and provides asset servicing for over 3.5 million issues of U.S.and non-U.S.equity issues,corporate and municipal debt issues,and money market instruments (from over 100 countries)that DTC's participants ("Direct Participants")deposit with DTC.DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities,through electronic computerized book- entry transfers and pledges between Direct Participants'accounts.This eliminates the need for physical movement ofsecurities certificates.Direct Participants include both U.S.and non-U.S.securities brokers and dealers,banks,trust companies,clearing corporations,and certain other organizations.DTC is a wholly-owned subsidiary of The Depository Trust &Clearing Corporation ("DTCC").DTCC is the holding company for DTC,National Securities Clearing Corporation and Fixed Income Clearing Corporation,all of which are registered clearing agencies.DTCC is owned by the users of its regulated subsidiaries.Access to the DTC system is also available to others such as both U.S.and non-U.S. securities brokers and dealers,banks,trust companies,and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant,either directly or indirectly ("Indirect Participants").DTC has Standard &Poor's highest rating:AAA.The DTC Rules applicable to its F-l t fI Participants are on file with the Securities and Exchange Commission.More information about DTC can be found at www.dtcc.com and www.dtc.org.The information contained on these Internet sites is not incorporated herein by reference. 3.Purchases of Securities under the DTC system must be made by or through Direct Participants,which will receive a credit for the Securities on DTC's records.The ownership interest of each actual purchaser of each Security ("Beneficial Owner")is in turn to be recorded on the Direct and Indirect Participants'records.Beneficial Owners will not receive written confirmation from DTC oftheir purchase.Beneficial Owners are,however,expected to receive written confirmations providing details of the transaction,as well as periodic statements of their holdings,from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction.Transfers ofownership interests in the Securities are to be accomplished by entries made on the books ofDirect and Indirect Participants acting on behalf of Beneficial Owners.Beneficial Owners will not receive certificates representing their ownership interests in Securities,except in the event that use ofthe book-entry system for the Securities is discontinued. 4.To facilitate subsequent transfers,all Securities deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee,Cede &Co.,or such other name as may be requested by an authorized representative of DTC.The deposit of Securities with DTC and their registration in the name ofCede &Co.or such other DTC nominee do not effect any change in beneficial ownership.DTC has no knowledge of the actual Beneficial Owners of the Securities;DTC's records reflect only the identity ofthe Direct Participants to whose accounts such Securities are credited,which mayor may not be the Beneficial Owners.The Direct and Indirect Participants will remain responsible for keeping account oftheir holdings on behalfoftheir customers. 5.Conveyance of notices and other communications by DTC to Direct Participants,by Direct Participants to Indirect Participants,and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them,subject to any statutory or regulatory requirements as may be in effect from time to time.Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities,such as redemptions,tenders,defaults,and proposed amendments to the Security documents. For example,Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners.In the alternative,Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies ofnotices be provided directly to them. 6.Redemption notices shall be sent to DTC.If less than all of the Securities within an issue are being redeemed,DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. 7.Neither DTC nor Cede &Co.(nor any other DTC nominee)will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC's MMI Procedures.Under its usual procedures,DTC mails an Omnibus Proxy to Issuer as soon as possible after the record date.The Omnibus Proxy assigns Cede &Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy). 8.Redemption proceeds,distributions,and dividend payments on the Securities will be made to Cede &Co.,or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants'accounts upon DTC's receipt of funds and corresponding detail information from Issuer or Agent,on payable date in accordance with their respective holdings shown on DTC's records.Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices,as is the case with securities held for the accounts of customers in bearer form or registered in "street name,"and will be the responsibility of such Participant and not of F-2 DTC,Agent,or Issuer,subject to any statutory or regulatory requirements as may be in effect from time to time.Payment of redemption proceeds,distributions,and dividend payments to Cede &Co.(or such other nominee as may be requested by an authorized representative of DTC)is the responsibility ofIssuer or Agent,disbursement of such payments to Direct Participants will be the responsibility of DTC,and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. 9.DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to Issuer or Agent.Under such circumstances,in the event that a successor depository is not obtained,Security certificates are required to be printed and delivered. 10.Issuer may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository).In that event,Security certificates will be printed and delivered to DTC. 11.The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that Issuer believes to be reliable,but Issuer takes no responsibility for the accuracy thereof. F-3 $8,285,000* OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (San Diego County,California) MATURITY SCHEDULE (Base CUSIP®-r -' $,Serial Bonds I:~:~: Maturity Date September 1 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Principal Amount Interest Rate Reoffering Yield CUSIP®-r Number *Preliminary,subject to change. -r CUSIP®A registered trademark of the American Bankers Association.Copyright ©1999-2009 Standard & Poor's,a Division ofThe McGraw-Hili Companies,Inc.CUSIP®data herein is provided by Standard &Poor's CUSIP®Service Bureau.This data in not intended to create a database and does not serve in any way as a substitute for the CUSIP®Service Bureau.CUSIP®numbers are provided for convenience of reference only. Neither the District,the Financial Advisor nor the Underwriter takes any responsibility for the accuracy of such numbers. GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT Use of Official Statement.This Official Statement is submitted in connection with the offer and sale of the Bonds referred to herein and may not be reproduced or used,in whole or in part,for any other purpose.This Official Statement is not to be construed as a contract with the purchasers ofthe Bonds. Estimates and Forecasts.When used in this Official Statement and in any continuing disclosure by the District,in any press release and in any oral statement made with the approval ofan authorized officer of the District or any other entity described or referenced herein,the words or phrases "will likely result," "are expected to,""will continue,""is anticipated,""estimate,""project,""forecast,""expect,""intend" and similar expressions identify "forward-looking statements"within the meaning of the Private Securities Litigation Reform Act of 1995.Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements.Any forecast is subject to such uncertainties.Inevitably,some assumptions used to develop the forecasts will not be realized and unanticipated events and circumstances may occur.Therefore,there are likely to be differences between forecasts and actual results,and those differences may be material. Limit ofOffering.No dealer,broker,salesperson or other person has been authorized by the District to give any information or to make any representations in connection with the offer or sale of the Bonds other than those contained herein and ifgiven or made,such other information or representation must not be relied upon as having been authorized by the District,the Financial Advisor or the Underwriter.This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer,solicitation or sale. Involvement of Underwriter.The Underwriter has submitted the following sentence for inclusion in this Official Statement:The Underwriter has reviewed the information in this Official Statement in accordance with,and as a part of,its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction,but the Underwriter does not guarantee the accuracy or completeness ofsuch information. Tnformation Subject to Change.The information and expressions of opinions herein are subject to change withollt notice and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances,create any implication that there has been no change in the affairs of the District,ID 27,or any other entity described or referenced herein since the date hereof.All summaries of the documents referred to in this Official Statement are made subject to the provisions ofsuch documents, respectively,and do not purport to be complete statements ofany or all ofsuch provisions. Stabilization of Prices.In connection with this offering,the Underwriter may overallot or effect transactions which stabilize or maintain the market price ofthe Bonds at a level above that which might otherwise prevail in the open market.Such stabilizing,if commenced,may be discontinued at any time. The Underwriter may offer and sell the Bonds to certain dealers and others at prices lower than the public offering prices set forth on the inside front cover page hereof and said public offering prices may be changed from time to time by the Underwriter. THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,AS AMENDED,IN RELIANCE UPON AN EXCEPTION FROM THE REGISTRATION REQUIREMENTS CONTAINED IN SUCH ACT.THE BONDS HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE. While the District maintains an internet website for various purposes,none of the information on that website is intended to assist investors in making any investment decision or to provide any continuing information with respect to the Bonds or any other bonds or obligations ofthe District or ID 27. OTAYWATER DISTRICT SAN DIEGO COUNTY,CALIFORNIA BOARD OF DIRECTORS Gary D.Croucher,President -Division 3 Jose Lopez,Vice President -Division 4 Jaime Bonilla,Treasurer -Division 2 Larry Breitfelder,Division 1 Mark Robak,Division 5 MANAGEMENT TEAM Mark Watton,General Manager German Alvarez,Assistant General Manager Finance &Administration Manny Magana,Assistant General Manager Engineering &Operations Joseph R.Beachem,ChiefFinancial Officer Rom Sarno,Jr.,ChiefofAdministrative Services Geoff Stevens,ChiefInformation Officer Rod Posada,ChiefofEngineering Pedro Porras,ChiefofWater Operations PROFESSIONAL SERVICES Bond Counsel Garcia Calderon Ruiz,LLP San Diego,California Disclosure Counsel Stradling Yocca Carlson &Rauth,a Professional Corporation Newport Beach,California General Counsel to the District Garcia Calderon Ruiz,LLP San Diego,California Financial Advisor Harrell &Company Advisors,LLC Orange,California Paying Agent Union Bank,N.A. Los Angeles,California TABLE OF CONTENTS INTRODUCTION 1 The District 1 Improvement District No.27 1 Authorization;Purpose 1 Security and Sources ofRepayment 2 Legal Matters 2 Professional Services 2 Offering and Delivery ofthe Bonds 3 Information Concerning this Official Statement..3 THE BONDS 4 General Provisions .4 No Optional Redemption .4 Mandatory Sinking Fund Redemption 5 Defeasance 5 THE FINANCING PLAN 6 The Refunding Program 6 Estimated Sources and Uses ofFunds 6 Debt Service Schedule 7 SECURITY FOR THE BONDS 8 General 8 Improvement District No.27 9 Ad Valorem Property Taxes 10 Taxable Property and Assessed Valuation I0 Tax Rates II Tax Levies,Collections and Delinquencies 12 Largest Taxpayers 14 Direct and Overlapping Debt..16 BOND OWNERS'RISKS 18 Factors Affecting Property Tax Security for the Bonds 18 Limitations on Remedies 19 Limited Secondary Market 20 Loss ofTax Exemption 20 CONSTITUTIONALAND STATUTORY LIMITATION ON TAXES AND EXPENDITURES 21 Article XIIIA 21 Article XIIIB 22 Proposition 46 and Proposition 39 22 Proposition 218 23 Future Initiatives and Legislation 24 LEGAL MATTERS 24 Approval ofLegal Proceedings 24 Tax Matters 24 Qualified Tax Exempt Obligations 25 Absence ofLitigation 26 CONCLUDING INFORMATION 26 Ratings on the Bonds 26 Underwriting 26 The Financial Advisor 26 Continuing Disclosure 26 Additional Information 27 References 27 Execution 27 APPENDIXA-PROPOSED FORM OF OPINION OF BOND COUNSEL APPENDIX B-OTAY WATER DISTRICT APPENDIX C -DISTRICTAUDITED FINANCIAL STATEMENTS FORTHE YEAR ENDING JUNE 30,2008 APPENDIX D-ECONOMIC PROFILE FOR COUNTY OF SAN DIEGO AND CITY OF CHULAVISTA APPENDIX E -FORM OFCONTINUING DISCLOSURE CERTIFICATE APPENDIX F-DTC AND THE BOOK-ENTRY- ONLY SYSTEM OFFICIAL STATEMENT $8,285,000* OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (San Diego County,California) This Official Statement which includes the cover page and appendices (the "Official Statement")is provided by the District to furnish celtain information concerning the Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (the "Bonds"),in the aggregate principal amount of$8,285,000*. INTRODUCTION This Introduction contains only a briefdescription ofthis issue and does not purport to be complete.The Introduction is subject in all respects to more complete information in the entire Official Statement and the offering ofthe Bonds to potential investors is made only by means ofthe entire Official Statement and the documents summarized herein.Potential investors must read the entire Official Statement to obtain information essential to the making ofan informed investment decision with respect to the Bonds (see "BOND OWNERS'RISKS"herein. The District The Otay Water District was established in 1956.The District is a municipal water district organized and existing under and in accordance with the Municipal Water District Law of 1911,being Division 20 ofthe Water Code of the State of California, commencing with Section 71000,as amended (the "Law").The District's boundaries currently encompass an area of approximately 125 square miles in San Diego County,lying immediately east ofthe San Diego metropolitan area and running from the City ofEl Cajon south to the Mexican border,abutting the cities of EI Cajon and La Mesa and encompassing most of the City of Chula Vista,certain unincorporated areas ofSan Diego County and a small portion ofthe City of San Diego.The District currently serves a population of approximately 195,000.See "APPENDIX B - OTAYWATER DISTRICT." Improvement District No. 27 ID 27 was formed by the Board pursuant to Resolution No.2836,adopted November 1,1989.ID 27 consisted of approximately 7,893 acres within the eastern boundaries of the City of Chula Vista when it was formed.Since formation,approximately 2,930 acres of adjacent properties have been annexed into ID 27.See "IMPROVEMENT DISTRICT NO.27"herein. Authorization;Purpose At the time offormation ofID 27,there were less than 12 registered voters living within the boundaries of proposed improvement district.At a special election held on October 31,1989,the landowners within the boundaries of proposed improvement district voted unanimously to authorize the issuance of general obligation bonds for 10 27.The maximum amount of general obligation bonds authorized for ID 27 is $100,000,000 (the "Authorization"). *Preliminary,subject to change. The Bonds are issued pursuant to the Law and the provisions ofArticles 9 and 11 ofChapter 3 of Part 1 of Division 2 ofTitle 5 of the California Government Code (the "Refunding Bond Law"),and pursuant to Resolution No.adopted by the Board on ,2009 (the "Resolution"),and are being issued to refund the 1998 Bonds issued by the District on behalfofID 27. Security and Sources ofRepayment The Bonds are payable solely from ad valorem taxes to be levied within ID 27 pursuant to the California Constitution and other State law.The Board is empowered and is obligated to cause the levy of ad valorem taxes upon all property subject to taxation within ID 27,without limitation as to rate or amount (except as to certain personal property which is taxable at limited rates),for the payment of principal of and interest on the Bonds,all as more fully described herein.See "SECURITY FOR THE BONDS"herein. The District does not anticipate issuing additional bonds for ID 27. Legal Matters In the opinion ofGarcia Calderon Ruiz,LLP,San Diego,California,Bond Counsel,based on an analysis of existing statutes,regulations,rulings and court decisions,and in reliance on certail}certificates, opinions,and other things,interest on the Bonds is excludable from gross income for federal income tax purposes and is exempt from State of California personal income taxes.Bond Counsel is also of the opinion that interest on the Bonds is not an item of tax preference for purposes of the alternative minimum tax imposed on individuals and corporations,although Bond Counsel observes that such interest is taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations.See "LEGAL MATTERS -Tax Matters"and "APPENDIX A"herein. Professional Services Union Bank,N.A.,Los Angeles,California,will serve as the paying agent,registrar,authentication and transfer agent for the Bonds and perform the functions required ofit under the Resolution for the payment of the principal of and interest on the Bonds and all activities related to the redemption ofthe Bonds. Garcia Calderon Ruiz,LLP,San Diego,California,will act as Bond Counsel and Stradling Yocca Carlson &Rauth,a Professional Corporation Newport Beach,California,will act as Disclosure Counsel.Harrell &Company Advisors,LLC,the Financial Advisor,advised the District as to the financial structure and certain other financial matters relating to the Bonds.Fees payable to Bond Counsel,Disclosure Counsel and the Financial Advisor are contingent upon the sale and delivery of the Bonds. The District's financial statements for the Fiscal Year ended June 30,2008,attached hereto as "APPENDIX C"have been audited by Teaman,Ramirez &Smith,Inc.,Ce11ified Public Accountants, Riverside,California.The District has not requested nor did the District obtain permission from Teaman, Ramirez &Smith,Inc.to include the audited financial statements as an appendix to this Official Statement.Teaman,Ramirez &Smith,Inc.,has not performed any subsequent events review or other procedures relative to these audited financial statements since the date of its letter.Complete copies ofall past and current financial statements may be obtained from the District. Certain unaudited financial information for the Fiscal Year ended June 30,2009 is included in "APPENDIX B." 2 Offering and Delivery of the Bonds The Bonds are offered,when,as and if issued,subject to the approval as to their legality by Garcia Calderon Ruiz,LLP,San Diego,California,as Bond Counsel.It is anticipated that the Bonds,in book- entry form,will be available for delivery through the facilities ofThe Depository Trust Company on or about November 4,2009. Information Concerning this Official Statement This Official Statement speaks only as of its date.The information set forth herein has been obtained by the District with the assistance of the Financial Advisor from sources which are believed to be reliable and such information is believed to be accurate and complete,but such information is not guaranteed as to accuracy or completeness,nor has it been independently verified and is not to be construed as a representation by the Financial Advisor,Disclosure Counselor the Underwriter.Statements contained in this Official Statement which involve estimates,forecasts or matters of opinion,whether or not expressly so described herein,are intended as such and are not to be construed as representations offact. Preliminary Official Statement Deemed Final.The information set forth herein is in a form deemed final,as of its date,by the District for the purpose of Rule 15c2-12 under the Securities Ex<;:hange Act of 1934,as amended (except for the omission ofcertain information permitted to be omitted under the Rule). The information herein is subject to revision,amendment and completion in a Final Official Statement. The information and expressions of opinion herein are subject to change without notice and the delivery ofthis Official Statement shall not,under any circumstances,create any implication that there has been no change in the information or opinions set forth herein or in the affairs ofthe District since the date hereof. Availability of Legal Documents.The summaries and references contained herein with respect to the Resolution,the Bonds and other statutes or documents do not purport to be comprehensive or definitive and are qualified by reference to each such document or statute,and references to the Bonds are qualified in their entirety by reference to the form thereof included in the Resolution.Copies of the documents described herein are available for inspection during the period of initial offering of the Bonds at the offices ofthe Financial Advisor.Copies of these documents may be obtained after delivery of the Bonds from the District at Otay Water District,2554 Sweetwater Springs Blvd.,Spring Valley,California 91978 (619)670-2222 upon request and payment ofa charge for copying,mailing and handling. 3 THE BONDS General Provisions Repayment ofthe Bonds.Interest on the Bonds is payable at the rates per annum set forth on the inside front cover page hereof.Interest on the Bonds will be computed on the basis ofa year consisting of360 days and twelve 30-day months.Principal ofthe Bonds is payable on September 1 in each of the years and in the amounts set forth on the inside front cover page hereof.The Bonds will be issued in the minimum denomination of$5,000 each or any integral multiple thereof. Each Bond will be dated as of the Closing Date.Interest on any Bond shall be payable from the Interest Payment Date next preceding the date ofauthentication of that Bond,unless (i)the date ofauthentication is an Interest Payment Date,in which event interest shall be payable from such date ofauthentication,(ii) the date of authentication is after the 15th day ofthe month immediately preceding an Interest Payment Date (each,a "Record Date")but on or prior to the immediately succeeding Interest Payment Date,in which event interest shall be payable from such Interest Payment Date,or (iii)the date of authentication is prior to the close of business on the first Record Date in which event interest shall be payable from the Closing Date;provided,however,that if at the time of authentication of any Bond,interest is in default, interest on that Bond shall be payable from the last Interest Payment Date to which the interest has been paid or made available for payment.Interest on any Bond shall be paid to the person whose name shall appear in the Bond Register as the owner of such Bond as of the close of business on the Record Date. Such interest shall be paid by check ofthe Paying Agent mailed by first class mail,postage prepaid,to the owner at his or her address as it appears on the Bond Register. Principal ofthe Bonds will be payable in each ofthe years and in the amounts set forth on the inside front cover page hereof,upon surrender at the office of Union Bank,N.A.,as Paying Agent (the "Paying Agent")in Los Angeles,California,or such other location as the Paying Agent shall designate to the District in writing.Interest on the Bonds will be paid by check of the Paying Agent mailed by first class mail to the person entitled thereto (except for interest paid to an account in the United States ofAmerica by wire transfer as requested in writing no later than the applicable Record Date by owners of$1 ,000,000 or more in aggregate principal amount ofBonds). Book-Entry-Only System.The Depository Trust Company ("DTC"),New York,New York,will act as securities depository for the Bonds.Beneficial ownership interests in the Bonds will be initially issued in book-entry only form through DTC's book-entry only system (the "Book-Entry Only System")and the ownership of one fully registered Bond for each maturity ofthe Bonds will be registered in the name of Cede &Co.,as nominee for DTC.So long as Cede &Co.is the Registered Owner of the Bonds,as nominee ofDTC,references herein to the Owners or Registered Owners of the Bonds will mean Cede & Co.and will not mean the beneficial owners of the Bonds through DTC's Book-Entry Only System.For a description ofthe method of payment ofprincipal ofand interest on the Bonds and matters pertaining to transfers and exchanges while the Book-Entry-Only System is in place,see "APPENDIX F -DTC AND THE BOOK-ENTRY-ONLY SYSTEM."The District and the Paying Agent shall treat the Registered Owner of the Bonds (which will be DTC so long as the Book-Entry-Only System is in effect)as the absolute owner of the Bonds for the purpose of payment of debt service,giving all notices of redemption and all other matters with respect to the Bonds. No Optional Redemption The Bonds are not subject to optional redemption prior to maturity. 4 Mandatory Sinking Fund Redemption SCHEDULE OF MANDATORY SINKING FUND PAYMENTS TERM BONDS MATURING SEPTEMBER 1,__ The Bonds maturing September 1,__(the "Term Bonds"),are subject to mandatory redemption in part, by lot,commencing September 1,__,and on each September I thereafter to maturity,at a redemption price equal to the principal amount thereof to be redeemed,together with accrued interest to the date fixed for redemption,without premium,from mandatory sinking fund payments,as follows: Defeasance September 1 Veal' Principal Amount The Bonds may be defeased prior to maturity in the following ways: (i)by depositing,in trust,at or before maturity,lawful money ofthe United States ofAmerica in an amount equal to the principal amount ofsuch Bonds and all unpaid interest thereon to maturity; (ii)by depositing,in trust,at or before maturity,Federal Securities (not callable or prepayable by the issuer thereof prior to maturity)the principal of and interest on which when due will provide money sufficient to pay the principal or redemption price of and all unpaid interest to maturity,or to the redemption date,as the case may be,on the Bonds to be paid or redeemed,as such principal or redemption price and interest become due. If the District shall pay all Bonds Outstanding and shall also payor cause to be paid all other sums payable under the Resolution,then and in that case,at the election of the District (evidenced by a celtificate of a District Representative,filed with the Paying Agent,signifying the intention ofthe District to discharge all such indebtedness and the Resolution),and notwithstanding that any Bonds shall not have been surrendered for payment,the Resolution and other assets held under the Resolution and all covenants,agreements,and other obligations of the District under the Resolution shall cease,terminate, become void and be completely discharged and satisfied. 5 THE FINANCING PLAN The Refunding Program On the Closing Date,a portion of the proceeds ofthe Bonds will be deposited in trust with Union Bank, N.A.,as escrow bank (the "Escrow Agent").The deposit with the Escrow Agent will be in an amount sufficient to pay the redemption price ofthe 1998 Bonds pursuant to an optional redemption ofthe 1998 Bonds on December 15,2009.On the Closing Date,the District will irrevocably elect to redeem all of the 1998 Bonds at a redemption price equal to 100%of the principal amount to be redeemed,without premium,together with accrued interest thereon to December 15,2009.The lien of the 1998 Bonds, including,without limitation,the pledge of the ad valorem taxes levied upon property in ID 27 to repay the 1998 Bonds,will be discharged,terminated and ofno further force and effect upon the deposit with the Escrow Agent. Estimated Sources and Uses ofFunds The District will receive the proceeds from the sale ofthe Bonds and will apply them as follows: Sources of Funds Principal Amount of Bonds Original Issue Premium (Discount) Total Available Funds Uses ofFunds Deposit to Escrow Fund Costs ofIssuance (I) Underwriter's Discount Total Uses (I)Costs ofissuance include fees ofBond Counsel,the Financial Advisor,Disclosure Counsel,the Paying Agent, rating fees,costs ofprinting the Official Statement,and certain other costs ofissuance ofthe Bonds. 6 Debt Service Schedule The following is the scheduled Debt Service on the Bonds. Payment Date March 1,2010 September 1,2010 March 1,2011 September 1,2011 March 1,2012 September 1,2012 March 1,2013 September 1,2013 March 1,2014 September 1,2014 March 1,2015 September 1,2015 March 1,2016 September 1,2016 March 1,2017 September 1,2017 March 1,2018 September 1,2018 March 1,2019 September 1,2019 March 1,2020 September 1,2020 March 1,2021 September 1,2021 March 1,2022 September 1,2022 Total Principal Interest 7 Semi-Annual Payment Annual Payment SECURITY FOR THE BONDS General The Bonds are general obligations of ID 27.The Board is empowered and obligated to annually cause the levy of ad valorem taxes,without limitation as to rate or amount,for the payment of the principal and interest on the Bonds as such becomes due and payable,upon all property subject to taxation (except for certain classes ofpersonal property). Such taxes will be levied annually in addition to all other taxes during the period that the Bonds are outstanding in an amount sufficient to pay the principal of and interest on the Bonds when due.Such taxes,when collected,will be deposited into the Debt Service Fund (the "Debt Service Fund"),which fund is maintained by the District and is kept separate and distinct from all other District funds,and which are req uired by the Refunding Bond Law to be applied for the payment ofprincipal ofand interest on the Bonds when due. The monies in the Debt Service Fund,to the extent necessary to pay the principal of and interest on the Bonds as the same become due and payable,shall be transferred by the District to the Paying Agent.The Paying Agent will in turn remit the funds to DTC for remittance of such principal and interest to its Participants (as defined herein)for subsequent disbursement to the Beneficial Owners ofthe Bonds. The amount ofthe annual ad valorem tax levied by the District to repay the Bonds will be determined by the relationship between the assessed valuation of taxable property in ID 27 and the amount of debt service due on the Bonds in any year.Fluctuations in the annual debt service on the Bonds and the assessed value of taxable property in ID 27 may cause the annual tax rate to fluctuate.Economic and other factors beyond the District's control,such as economic recession,general market decline in land values,reclassification ofproperty to a class exempt from taxation,whether by ownership or use (such as exemptions for property owned by the State and local agencies and property used for qualified educational,hospital,charitable or religious purposes),relocation out of ID 27 or financial difficulties or bankruptcy by one or more major taxpayers or the complete or partial destruction of taxable property caused by a natural or manmade disaster,such as earthquake,flood,wildfire or toxic contamination,could cause a reduction in the assessed value of taxable property within ID 27 and necessitate a corresponding increase in the annual tax rate. 8 Improvement District No.27 ID 27 was formed by the Board pursuant to Resolution No.2836,adopted November 1,1989,as an uninhabited improvement district (which is defined as an area having less than 12 resident voters at the time offormation).The landowners (voters)ofthe proposed uninhabited improvement district authorized the issuance of bonds for ID 27 in an amount not to exceed $100,000,000 for the purpose of the acquisition,construction and completion ofwater improvements and waterworks within ID 27.General obligation bonds in the amount of $11,500,000 were issued by ID 27 in 1992 (the "1992 Bonds")to construct a 30 million gallon reservoir as well as the replacement and construction of pipeline facilities associated with the reservoir.Proceeds from the sale of the 1998 Bonds were used for refinancing the 1992 Bonds. ID 27 consisted of approximately 7,893 acres within the eastern boundaries of the City of Chula Vista when it was created.Since its formation,approximately 2,930 acres ofsurrounding properties have been annexed into ID 27.Such annexed property is served by the facilities constructed with the proceeds of the 1992 Bonds.Additional surrounding property served by these facilities may be annexed into ID 27 in the future.All annexed property is also subject to the ad valorem tax levy securing the Bonds. The District estimates that remaining vacant land surrounding ID 27 that could possibly be annexed to ID 27 in the future totals approximately 4,130 acres.The District expects that some,but n'ot all,of this acreage will be annexed to ID 27 prior to the maturity ofthe Bonds. A map ofthe current boundaries of ID 27 is show below.There are currently over 26,000 parcels in ID 27.The map also indicates the maximum boundary for additional property that may be annexed into ID 27 since such property would be served by the facilities constructed with the proceeds ofthe 1992 Bonds. OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 BOUNDARY MAP [insert map] 9 Ad Valorem Property Taxes Property taxes for properties situated in 10 27 are assessed and collected by the County of San Diego (the "County").Taxes arising from the general 1%levy are apportioned among local taxing agencies on the basis of a formula established by State law.Taxes relating to voter-approved indebtedness,such as the Bonds,are allocated to the relevant taxing agency. The County is permitted under State law to pass on costs for certain services provided to local government agencies including the collection of property taxes.The County imposed a fee on 10 27 of approximately $1,100 for tax collection services provided in Fiscal Year 2008/09. Taxable Property and Assessed Valuation All property is assessed using full cash value as defined by Article XIIIA of the State Constitution.See "CONSTITUTIONAL AND STATUTORY LIMITATION ON TAXES AND EXPENDITURES -Article XIIIA." State law provides exemptions from ad valorem property taxation for certain classes of property such as churches,colleges,nonprofit hospitals and charitable institutions.State law also allows exemptions from ad valorem property taxation at $7,000 of full value of owner-occupied dwellings and 100%of business inventories.Revenue losses to 10 27 from the homeowner's exemption are replaced by the State. Future assessed valuation growth allowed under Article XIIIA (for new construction,certain changes of ownership and 2%inflation)will be allocated on the basis of"situs"among the jurisdictions that serve the tax rate area within which the growth occurs.Local agencies and schools will share the growth of"base" revenues from the tax rate area.Each year's growth allocation becomes part ofeach agency's allocation in the following year.The availability to such entities of revenue from growth in tax bases may be affected by the establishment ofredevelopment project areas which,under certain circumstances,may be entitled to revenues resulting from the increase in ce11ain property values. Over the last 12 months,the severe economic recession reverberated through the residential housing market in the City ofChula Vista.Between 2008/09 and 2009/10,the assessed valuation of property city- wide declined 10.4%,and declined by 15.6%in 10 27.The County Assessor reports that they reduced the value of225,000 properties throughout the County in 2009,with an average reduction of$112,000 for a single family home.Foreclosure rates have also increased significantly in the City of Chula Vista in the last 24 months.It is not possible to determine how many properties in to 27 are currently subject to foreclosure and the impact that foreclosures will have on the assessed value of property in 10 27 in future years.The District cannot guarantee that market values ofproperty in 10 27 will not decline further. 10 Set forth in Table No.1 are assessed valuations for secured and unsecured property within 10 27 since Fiscal Year 1999100. TABLE NO.1 OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 GROSS ASSESSED VALUE OFALL TAXABLE PROPERTY (in thousands) Fiscal Year Total Secured Unsecured Total 1999/00 $1,565,459 $10,721 $1,576,180 2000101 2,069,731 17,204 2,086,935 2001/02 2,853,070 18,627 2,871,697 2002/03 3,864,066 28,976 3,893,042 2003/04 5,047,625 26,000 5,073,625 2004/05 6,454,910 30,975 6,485,885 2005/06 8,579,577 37,711 8,617,288 2006/07 10,348,663 41,201 10,389,864 2007/08 12,518,644 74,516 12,593,160 2008/09 12,326,016 86,916 12,412,932 2009110 10,378,405 98,137 10,476,542 Source:San Diego County Auditor-Controller. Tax Rates Table No.2 summarizes the total ad valorem tax rate levied per $100 of assessed value by all taxing agencies in a typical tax rate area within 10 27 for the last five years.The ad valorem tax rate does not reflect special taxes or other assessments that may be levied with respect to certain properties within 10 27 (see "DISTRICT FINANCIAL INFORMATION -Direct and Overlapping Debt"and "BOND OWNERS' RISKS -Factors Affecting Property Tax Security for the Bonds -Debt Burden").The District currently has approximately $1.1 million in excess 10 27 tax reserves.These were generated from supplemental assessments in prior years,or from larger than anticipated increases in assessed value after the tax rates were established for a particular year.The District set the tax rate for 200911 0 assuming that it would draw approximately $250,000 from these reserves to pay debt service during the current Bond year. TABLE NO.2 TYPICAL AD VALOREM TAX RATE (TRAOI265) FOR PROPERTY LOCATED IN IMPROVEMENT DISTRICT NO.27 General Chula Vista Elementary School Sweetwater Union High School Southwestern Community College Otay Water District ID 27 MWD 2004/05 $1.00000 0.02811 0.01818 0.01301 0.01200 0.00580 $1.07710 2005/06 $1.00000 0.02738 0.02252 0.01505 0.01000 0.00520 $1.08015 2006/07 $1.00000 0.02662 0.02016 0.01405 0.00700 0.00470 $1.07253 2007/08 $1.00000 0.02029 0.04711 0.01253 0.00600 0.00450 $1.09043 2008/09 $1.00000 0.01762 0.04621 0.01320 0.00500 0.00430 $1.08633 2009110 $1.00000 0.02507 0.05580 0.03442 0.00500 0.00430 $1.12459 Source:San Diego County Auditor-Controller. II Tax Levies,Collections and Delinquencies Taxes are levied for each Fiscal Year on taxable real and personal property which is situated in ID 27 as of the preceding January 1.For assessment and collection purposes,property is classified either as "secured"or "unsecured,"and is listed accordingly on separate parts ofthe assessment roll.The "secured roll"is that part of the assessment roll containing State assessed property and real property having a tax lien which is sufficient,in the opinion of the assessor,to secure payment of the taxes.Other property is assessed on the "unsecured roll." Property taxes on the secured roll are due in two installments,on November 1 and February 1 of the Fiscal Year.If unpaid,such taxes become delinquent on December 10 and April 10,respectively,and a 10%penalty attaches to any delinquent payment.In addition,property on the secured roll with respect to which taxes are delinquent is sold to the State on or about June 30 ofthe Fiscal Year.Such property may thereafter be redeemed by payment of the delinquent taxes and the delinquency penalty,plus a redemption penalty of!Yz%per month to the time of redemption.If taxes are unpaid for a period of five years or more,the property is subject to sale by the County Tax Collector. Propetty taxes on the unsecured roll are due as of the January 1 lien date and become delinquent,if unpaid on August 31.A 10%penalty attaches to delinquent taxes on property on the unsecured roll,and an additional penalty oflYz%per month begins to accrue on November 1 of the Fiscal Year.'The County has four ways of collecting unsecured personal property taxes:(1)a civil action against the taxpayer;(2) filing a cettificate in the office of the County Clerk specifying certain facts in order to obtain a judgment lien on certain property of the taxpayer;(3)filing a certificate of delinquency for record in the County Recorder's Office,in order to obtain a lien on certain property ofthe taxpayer;and (4)seizure and sale of personal property,improvements or possessory interests belonging or assessed to the assessee. The following is a five year history of the secured tax levy and of uncollected taxes for ID 27.As of September 1,2009,the District had $1,180,806 of excess ID 27 tax reserves.The District anticipates that it will draw approximately $250,000 from these reserves in 2009/10,which was incorporated into the tax rate set for 2009/10 (see "Tax Rates"above). 12 TABLE NO.3 IMPROVEMENT DISTRICT NO.27 PROPERTY TAX COLLECTIONS AND DELINQUENCIES AS OF JULY 2009 Total Levy (Opening Roll)Including Prior Year Receivables Prior Year Taxes Receivable Current Year Tax Levy 2004/05 $851,595 (87,332) $764,262 2005106 $953,206 (109,547) $843,659 2006107 $865,654 (90,112) $775,542 2007/08 $915,299 042,612) $772,686 2008/09 $820,851 021,412) $699,439 Remitted to the District,Including Supplemental Taxes: Secured Taxes Stated Secured Utility Taxes Unsecured Taxes Current Year Unpaid Taxes (Supplemental Taxes) Current Collections as a %ofCurrent Year Tax Levy Prior Year Delinquent Collections Interest Total Collections Total Collections as a %ofCurrent Year Levy Source:Otay Water District. $914,187 53,579 7,958 $975,724 $(211,462) 127.7% $17,499 1,261 $994,484 130% $979,476 $744,859 $762,457 $550,399 66,412 75,097 98,611 82,560 8,175 4,559 5,547 2,261 $1,054,063 $824,515 $866,615 $635,220 $(210,404)$(48,974)$(93,929)$64,219 124.9% 106.3%112.2%90.8% $25,618 $37,180 $47,855 $110,722 2,309 2,299 2,698 1,233 $1,081,990 $863,995 $917,168 $747,175 128%111%119%107% Foreclosure rates have increased significantly in the City ofChula Vista in the last 24 months.It is not possible to determine how many properties in ID 27 are currently subject to foreclosure.The foreclosure process takes a certain period of time and is likely to affect the timely payment of property taxes for those properties in foreclosure.Increased delinquency rates could have an adverse effect on the District's ability to make timely payments ofprincipal of and interest on the Bonds ifthey exceed the amount ofexcess ID 27 reserves,estimated to be $930,000 as of September I,2010.Moreover,if mortgage loan defaults increase,bankruptcy filings by homeowners are also likely to increase.Bankruptcy filings by homeowners with delinquent property taxes would delay the commencement and completion of foreclosure proceedings to collect delinquent property taxes. 13 Largest Taxpayers The principal taxpayers in ID 27 based on the 2008/09 tax roll and 2009/10 tax roll are as shown in Table Nos.4 and 5. TABLE NO.4 IMPROVEMENT DISTRICT NO.27 2008/09 LARGESTTAXPAYERS %of Property Owner Land Use Assessed Valuation Total (I) 1.Village II ofOtay LP Vacant Residential $265,673,160 2.16% 2.GGP-Otay Ranch LP Shopping Center 183,317,833 1.49 3.Shea Homes LP Residential Development 134,552,652 1.09 4.Regulo Place Apartments Investors LLC Apartments 113,980,960 0.92 5.EQR-Teresina LP Apartments 89,394,657 0.73 6.EQR-Missions at Sunbow LLC Apartments 88,805,655 0.72 7.Rancho Mesa LP Vacant Residential 85,503,816 0.69 8.Brookfield Otay Ranch LLC Vacant Residential 64,258,907 0.52 9.Camden USA Inc.Apartments 61,550,299 0.50 10.BRE Properties Inc.Apartments 48,514,000 0.39 11.Otay Ranch Twenty-Two LLC Vacant Residential 37,880,670 0.31 12.Eastlake Design District LLC Commercial 35,141,018 0.29 13.Otay Ranch Fourteen LLC Vacant Residential 34,258,000 0.28 14.Otay Ranch Village II PC-l3 LLC Vacant Residential 33,840,818 0.27 15.Otay Ranch 11 Sun 12 LLC Vacant Residential 32,909,526 0.27 16.Winding Walk Residential LLC Vacant Residential 32,640,000 0.26 17.Otay Ranch Twenty-One LLC Vacant Residential 31,153,509 0.25 18.Montecito Crossings LLC Condominiums 29,622,925 0.24 19.GMAC Model Home Finance LLC Residential Development 29,105,140 0.24 20.SevillaApartments LP Apartments 28,808,559 0.23 $1,460,912,104 11.85% (I)2008/09 Local SecuredAssessed Valuation:$12,326,015,751. Source:California Municipal Statistics,Inc. 14 ~TABLE NO.5 IMPROVEMENT DISTRICT NO.27 2009/10 LARGEST TAXPAYERS %of Property Owner Land Use Assessed Valuation Total (a) I.Village II ofOtay (b)Vacant Residential $199,000,000 1.92% 2.OOP-Otay Ranch LP Shopping Center 175,996,663 1.70 3.Regulo PlaceApartments Investors LLC Apartments 116,184,212 1.12 4.EQR-Missions at Sunbow LLC Apartments 90,550,330 0.87 5.SheaHomes LP Residential Development (c)88,951,516 0.86 6.EQR-Teresina LP Apartments 72,946,040 0.70 7.Rancho Mesa LP Vacant Residential (d)64,100,000 0.62 8.Camden USA Inc.Apartments 62,753,090 0.60 9.BRE Properties Inc.Apartments 49,603,482 0.48 10.Brookfield Otay LLC Vacant Residential 48,060,113 0.46 11.Otay Ranch Fourteen LLC Vacant Residential (e)37,988,660 0.37 12.Eastlake Design District LLC Commercial 36,071,833 0.35 13.SevillaApartments LP Apartments (t)29,306,718 0.28 14.PR II Windstar Pointe Master LLC Commercial 28,819,080 0.28 15.Otay Ranch Twenty-Two LLC Vacant Residential (g)28,400,000 0.27 16.Windingwalk Marketplace LLC Shopping Center 26,789,260 0.26 17.Otay Ranch Village II PC-13 LLC Vacant Residential 25,300,000 0.24 18.Winding Walk Residential LLC Vacant Residential 25,209,844 0.24 19.Otay Ranch II Sun 12 LLC Vacant Residential 24,600,000 0.24 20.Otay Ranch Twenty-One LLC Vacant Residential (h)23,300,000 0.22 $1,253,930,841 12.08% (a)2009110 Local SecuredAssessed Valuation:$10,378,404,507. (b)As ofSeptember 8,2009,this property owner is delinquent in the payment ofproperty taxes on cel1ain parcels due for 2008/09.ID 27's share ofsuch delinquent taxes is $8,972. (c)Consists ofvacant residential lots and partially or fully developed homes. (d)As ofSeptember 8,2009,this property owner is delinquent in the payment ofa portion ofproperty taxes due for 2008/09.ID 27's share ofsuch delinquent taxes is $2,899. (e)As of September 8,2009,this propelty owner is delinquent in the payment of property taxes due for 2008/09. ID 27's share ofsuch delinquent taxes is $1,713. (t)As of September 8,'2009,this property owner is delinquent in the payment of property taxes due for 2008/09. ID 27's share ofsuch delinquent taxes is $1,440. (g)As ofSeptember 8,2009,this property owner is delinquent in the payment ofproperty taxes due for 2008/09. ID 27's share ofsuch delinquent taxes is $1,894. (h)As ofSeptember 8,2009,this property owner is delinquent in the payment ofproperty taxes due for 2008/09. ID 27's share ofsuch delinquent taxes is $1,558. Source:California Municipal Statistics,Inc and Harrell &Company Advisors,LLC. 15 Direct and Overlapping Debt 2008/09 Adjusted Assessed Valuation:$12,393,058,235 Set forth below is a direct and overlapping debt report (the "Debt Report")prepared by California Municipal Statistics,Inc.,as of September 1,2009.The Debt Report is included for general information purposes only.The Debt Report generally includes long-term obligations sold in the public credit markets by public agencies whose boundaries overlap the boundaries of the District in whole or in pati.Such long-term obligations are not payable from District's General Fund nor are they necessarily obligations secured by property within the District or ID 27.In many cases,long-term obligations issued by a public agency are payable only from the general fund or other revenues ofsuch public agency. 2009/I0 Assessed Valuation: TABLE NO.6 OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 DIRECTAND OVERLAPPING DEBT $10,476,542,393 TOTAL DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT Chula Vista City School District Community Facilities Districts (Estimate)53.571 Chula Vista City School District 46.096 Sweetwater Union High School District Community Facilities Districts (Estimate)68.841 -100.000 Debt 9/1/09 $1,971,816 7,960,000 (2) 24,480,231 120,174,560 148,619,620 36,153,093 3,444,615 176,397,103 24,269,471 $543,470,509 0.672% 34.964 29.869 100.000 %Applicable (1) Sweetwater Union High School District Metropolitan Water District Southwestern Community College District City ofChulaVista Community Facilities Districts (Estimate)24.412 -100.000 City ofChulaVista 1915 Act Bonds 84.459 -100.000 Otay Municipal Water District,J.D.No.27 DIRECT AND OVERLAPPING TAX AND ASSESSMENT DEBT: (1)Based on 2008/09 ratios. (2)Excludes general obligation bonds to be sold. (Continued on next page) 16 (Continued from previous page) GROSS COMBINED TOTAL DEBT TOTAL NET OVERLAPPING GENERAL FUND DEBT NET COMBINED TOTAL DEBT Debt 9/1/09 $15,797,999 33,077,426 564,320 507,773 4,478,888 58,263,039 66,678,174 2,608,873 28,962,663 $210,939,155 28,962,663 1,748,220 $180,228,272 $754,409,664 (2)(3) $723,698,781 (2)(3) 3.469% 3.469 3.469 52.387 52.387 46.797 34.964 46.096 29.869 %Applicable (l) Sweetwater Union High School District QZABs supported by investment fund TOTAL GROSS OVERLAPPING GENERAL FUND DEBT Otay Municipal Water District Certificates ofParticipation Less:Otay Municipal Water District Certificates ofParticipation City ofChula Vista Certificates of Participation City ofChula Vista Pension Obligations Chula Vista City School District Certificates ofParticipation Sweetwater Union High School District Certificates ofParticipation Southwestern Community College District General Fund Obligations San Diego County Superintendent ofSchools Obligations San Diego County Pension Obligations San Diego County General Fund Obligations OVERLAPPING GENERAL FUND DEBT: (1)Based on 2008/09 ratios. (2)Excludes general obligation bonds to be sold. (3)Excludes tax and revenue anticipation notes,enterprise revenue,mortgage revenue and tax allocation bonds and non-bonded capital lease obligations. Ratios to 2009110 Assessed Valuation: Direct Debt ($7,960,000)0.08% Total Direct and Overlapping Tax and Assessment Debt...5.19% Ratios to 2008/09 Adjusted Assessed Valuation: Gross Combined Total Debt 6.09% Net Combined Total Debt...5.84% STATE SCHOOL BUILDINGAID REPAYABLE AS OF 6/30/09:$0 Source:California Municipal Statistics,Inc. 17 BOND OWNERS'RISKS The purchase ofthe Bonds involves investment risk.Ifa riskfactor materializes to a sufficient degree,it could delay or prevent payment ofprincipal and/or interest represented by the Bonds.Such riskfactors include,but are not limited to,the following matters and should be considered,along with other information in this Official Statement,by potential investors. Factors Affecting Property Tax Security for the Bonds The annual property tax rate for repayment of the Bonds will be based on the total assessed value of taxable property in ID 27 and the scheduled debt service on the Bonds in each year,less any other lawfully available funds applied by the District for repayment of the Bonds.Fluctuations in the annual debt service on the Bonds,the assessed value of taxable property in ID 27,and the availability of such other funds in any year,may cause the annual property tax rate applicable to the Bonds to fluctuate. Issuance by ID 27 of additional authorized bonds payable from ad valorem propelty taxes may cause the overall property tax rate to increase.The District currently has no plans to issue additional general obligation debt payable from ad valorem property taxes in 10 27. The principal factors that may affect the District's ability to levy and collect sufficient,taxes to pay scheduled debt service on the Bonds each year are discussed in detail in "SECURITY FOR THE BONDS." Total Assessed Value of Taxable Property in the District:The lower the assessed value of taxable propelty in ID 27,the greater the tax rate necessary to generate taxes sufficient to pay scheduled debt service on bonds.Total assessed valuation of taxable property in the District for Fiscal Year 200911 °is approximately $10.5 billion.See "SECURITY FOR THE BONDS -Taxable Property and Assessed Valuation"and accompanying discussion ofassessed valuation. Natural and economic forces can affect the assessed value of taxable property in ID 27.The District is located in a seismically active region,and damage from an earthquake in or near the District could cause moderate to extensive or total damage to taxable property.See "Earthquake,Fire and Other Risks" below.Other natural or manmade disasters,such as flood,fire,toxic dumping or acts ofterrorism,could also cause a reduction in the assessed value oftaxable property within 10 27. Economic and market forces,such as the downturn in the national economy and the San Diego area economy generally,can also affect assessed values,particularly as these forces reverberate in the residential housing and commercial property markets,as has occurred in the San Diego area.San Diego and Chula Vista,like the rest ofthe State and nation,is in a severe economic recession,marked by fal1ing home prices,growing job losses,reduced investment values,limited credit availability,and reduced consumer spending and business investment,among other factors.Between 2008/09 and 2009110,the assessed valuation of property city-wide in the City of Chula Vista declined 10.4%,and declined by 15.6%in 10 27.The County Assessor repOlts that they reduced the value of 225,000 propelties throughout the County in 2009,with an average reduction of $112,000 for a single family home.The District cannot guarantee that market values of property in 10 27 will not decline further.For a discussion ofthe District's economy,see "APPENDIX D -ECONOMIC PROFILE FOR COUNTY OF SAN DIEGO AND CITY OF CHULA VISTA."In addition,the total assessed value can be reduced through the reclassification oftaxable property to a class exempt from taxation,whether by ownership or use (such as exemptions for property owned by State and local agencies and property used for qualified educational, hospital,charitable or religious purposes). 18 I I t~. " Concentration ofTaxable Property Ownership:The more property (by assessed value)owned by any single taxpayer,the more exposure oftax collections to weakness in that taxpayer's financial situation and ability or willingness to pay property taxes.For Fiscal Year 2009110,no single taxpayer owns more than 1.92%ofthe total taxable property in ID 27.See "SECURITY FOR THE BONDS -Largest Taxpayers." Property Tax Rates:One factor impacting the ability of taxpayers to pay additional taxes for general obligation bonds is the cumulative rate oftax.The total tax rate per $100 of assessed value (including the basic countywide 1%rate required by statute)is shown for each of the last five years under "SECURITY FOR THE BONDS -Tax Rates." Debt Burden:Another measure of the debt burden on local taxpayers is total debt as a percentage of taxable property value.Some ofthe property in ID 27 is also included within the boundaries ofvarious assessment districts and community facilities districts established by either the City of Chula Vista,the Sweetwater Union High School District or the Chula Vista Elementary School District.The assessment districts and community facilities districts were primarily established to fund infrastructure and schools supporting development in the area.These special assessments can total over $2,000 per year for a single family home and are added to the homeowner's property tax bill.When added to the ad valorem tax,the total effective property tax burden for some homes in ID 27,based on the 2008/09 assessed value,was approximately 1.6%of its total value.If such home values were reduced by the County Assessor in 2009110 by an average of 15.6%,the effective tax rate on the same home in 2009110 would be approximately 1.7%ofits total value.Further,the Sweetwater Union High School District has authorized by unissued general obligation bonds,that,when issued in the future,will add to the ad valorem property tax rate.Other overlapping taxing agencies may also have authorized but unissued general obligation bonds,special tax bonds or assessment bonds,which if issued would also increase the effective overall tax rate for properties within ID 27. Earthquake,Fire and Other Risks:Considerable damage may occur in 10 27 in the event of a significant earthquake or other calamity.Natural and man-made disasters and hazards,including,without limitation,earthquakes,fires,floods,mudslides and other calamities,may have the effect of reducing aggregate assessed valuations within the boundaries of the ID 27.ID 27 is located within the boundaries of the City ofChula Vista.According to the Public Safety Element ofthe City of Chula Vista's General Plan,the City is located in a seismically active region and could be impacted by a major earthquake originating from the numerous faults in the area.The City of Chula Vista is traversed by two potentially active faults,the Sweetwater Fault and La Nacion Fault and three inferred faults,the Otay River Fault,the Telegraph Canyon Fault and the San Diego Bay-Tijuana Fault.Seismic hazards encompass potential surface rupture,ground shaking,liquefaction and landslides. A second hazard of primary concern is wildfire.A substantial portion ofthe residential area within the ID 27 is identified in the Public Safety Element ofthe City ofChula Vista's General Plan as being in an area where there is high or extreme danger of wildfire during dry months and periods of prolonged drought. Within the past 3 years,several residences were lost in an area adjacent to,but not in,ID 27 due to wildfires. The City of Chula Vista has adopted a Natural Hazards Mitigation Plan.This plan includes a hazard analysis for earthquake,flood,landslide and fire risk and is required to comply with FEMA requirements for disaster relief funding. Limitations on Remedies Remedies available to the owners of the Bonds may be limited by a variety of factors and may be inadequate to assure the timely payment of principal of and interest on the Bonds or to preserve the tax- exempt status of the Bonds.Additionally,there is no provision in the Resolution for acceleration ofthe Bonds in the event ofdefault. 19 Bond Counsel has limited its opinion as to ~the enforceability of the Bonds and the Resolution,to the extent that enforceability may be limited by bankruptcy,insolvency,reorganization,fraudulent conveyance or transfer,moratorium,or other similar laws affecting generally the enforcement of creditors'rights,by equitable principles and by the exercise ofjudicial discretion.The lack ofavailability of certain remedies or the limitation of remedies may entail risks of delay,limitation or modification of the rights ofthe owners ofthe Bonds. Limited Secondary Market There can be no guarantee that there will be a secondary market for the Bonds or,if a secondary market exists,that such Bonds can be sold for any particular price.Although the District has committed to provide certain statutorily-required financial and operating information,there can be no assurance that such information will be available to Bond Owners on a timely basis.The failure to provide the required annual financial infOimation does not give rise to monetary damages but merely an action for specific performance.Occasionally,because of general market conditions,lack of current information based on the relative nonparticipation of the property owners in the issuance of the Bonds or the provision of continuing disclosure or because of adverse history or economic prospects connected with a particular issue,secondary marketing practices in connection with a particular issue are suspended or terminated. Additionally,prices of issues for which a market is being made will depend upon then prevailing circumstances.Such prices could be substantially different from the original purchase price.' Loss of Tax Exemption As discussed in the section herein entitled "LEGAL MATTERS -Tax Matters,"interest on the Bonds could become includable in gross income for purposes of federal income taxation,retroactive to the date of issuance,as a result of acts or omissions of the District subsequent to issuance in violation of the District's covenants applicable to the Bonds.Should interest become includable in gross income,the Bonds are not subject to redemption by reason thereofand may remain outstanding. 20 Attachment F SUMMARY NOTICE OF SALE $8,200,000 (approximate) OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (San Diego County,California) NOTICE IS HEREBY GIVEN,pursuant to California Government Code Section 53692,that the Otay Water District,intends to sell $8,200,000 approximate principal amount of its Improvement District No. 27 2009 General Obligation Refunding Bonds (the "Bonds"),at public sale.All-or-none bids for the Bonds,dated November 4,2009 and maturing in annual installments on the 151 day of September in each of the years 2010 to 2022,inclusive,are to be submitted electronically via PARITY®until 9:30 a.ill. Pacific Time on: Wednesday,October 21,2009 Each bid must be submitted electronically via PARITY®,in the manner described in the Official Notice of Sale and conform to the terms and conditions set forth therein.For information about PARITY®, potential bidders may contact PARITY®at (212)849-5021. The Bonds will be issued by means of a book-entry system with no physical distribution of certificates made to the public.The Bonds will be delivered on or about November 4,2009 in New York,New York against the payment ofthe purchase price therefore in cash or Federal Reserve funds. The approving opinion of Garcia Calderon Ruiz,LLP,San Diego,California,in substantially the form appearing in the Preliminary Official Statement,will be furnished without cost to the successful bidder. When available,the Preliminary Official Statement and the Official Notice of Sale may be obtained from the County's Financial Advisor,Harrell &Company Advisors,LLC,Orange,California,(714)939-1464 or by contacting PARITY®at (212)849-5021;i-dealprospectus.cOill. Attachment G OFFICIAL NOTICE OF SALE $8,200,000* OTAY WATER DISTRICT IMPROVEMENT DISTRICT NO.27 2009 GENERAL OBLIGATION REFUNDING BONDS (San Diego County,California) (BANK QUALIFIED) NOTICE IS HEREBY GIVEN by the Otay Water District (the "District")that all-or-none bids will be received by the District for the purchase of $8,200,000*par value 2009 General Obligation Refunding Bonds,via electronic bid.All electronic bids must be submitted via PARITYID,the electronic bidding system,up to the time specified as follows: Wednesday,October 21,2009 9:30 a.m. Pacific Time (or at the election of the District,at such time on any Wednesday thereafter,specified by notification through Thomson Municipal News at least 24 hours prior to the scheduled date and time of sale)for the purchase of $8,200,000*principal amount of bonds of the District designated the Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds (the "Bonds").The Bonds will be issued under the provisions ofa Resolution adopted by the District on __,2009 (the "Resolution"), and pursuant to the laws of the State of California.The Bonds are more particularly described in the proposed form of the Resolution on file with the Secretary of the District (which is incorporated herein byreference)and copies thereof will be furnished to the bidder upon request. No bid check is required to be submitted with the bid. Bidders should be aware that the purpose ofthe Bonds is to provide debt service savings to the District by refunding outstanding obligations,therefor,all bids will be rejected by the District in the event no bidprovides a level ofdebt service savings which is acceptable to the District.See "RIGHT TO REJECT ANYBID"below. DESCRIPTION OF THE BONDS FORM OF BONDS:The Bonds will be issued in fully registered form in denominations of $5,000 or authorized integral multiples thereof,to be dated initially as of the date of delivery to the successful bidder. MATURITIES*:The Bonds will mature serially on September 1 in each ofthe years and in the amounts as set forth in the following table.The final principal amount ofthe Bonds,and the final amount ofeach maturity of the Bonds,shall be subject to increase or reduction as described below under the heading "ADJUSTMENT OF PRINCIPAL AMOUNTS."Each bidder may specify in its bid whether,for any particular year,the Bonds will be term Bonds subject to mandatory sinking account redemption in the applicable principal amount setforth below. Preliminary,subject to change.See also,"ADmSTMENTOF PRINCIPAL AMOUNTS"herein. Maturity Date September 1 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Principal Amount PAYMENT PROVISIONS:Interest on the Bonds will be payable on March 1,2010,and on September 1 and March 1 in each year thereafter (the "Interest Payment Dates"),to the registered owners by check of Union Bank,N.A.("Paying Agent")or,in the case of the owner of Bonds in an aggregate principal amount of at least $1,000,000,at the written request of such owner by wire transfer to an account in the United States ofAmerica.Principal of any Bond will be paid upon presentation and surrender thereof at the corporate trust office of the Paying Agent in Los Angeles,California,or such other office as may be designated by the Paying Agent.Both the principal of and interest on the Bonds are payable in lawful money ofthe United States ofAmerica. BOOK-ENTRY-ONLY:The Bonds are being delivered in fully registered form,and when issued,will be registered in the name of Cede &Co.,as nominee of The Depository Trust Company ("DTC"),New York,New York.DTC will act as securities depository for the Bonds.Individual purchases ofthe Bonds may be made in book-entry form only,in denominations of $5,000 or any integral multiple thereof. Purchasers of the Bonds will not receive physical certificates from the District or the Paying Agent representing their interest in the Bonds purchased.Payments ofprincipal and interest on the Bonds will be payable by the Paying Agent,to DTC which is obligated in turn to remit such principal and interest to the DTC participants for subsequent disbursement to the beneficial owners of the Bonds,as provided in the Resolution. NO OPTIONAL REDEMPTION:The Bonds shall be subject to optional redemption prior to maturity. SINKING FUND REDEMPTION:Any bidder may,at its option,specify that one or more maturities of the Bonds will consist of term Bonds which are subject to mandatory sinking fund redemption in consecutive years immediately preceding the maturity thereof,as designated in the bid ofsuch bidder.In the event that the bid ofthe successful bidder specifies that any maturity of Bonds will be a term Bond, such term Bond will be subject to mandatory sinking fund redemption on September 1 in each applicable year in the principal amount for such year as set forth above under the heading "MATURITIES,"at a redemption price equal to the principal amount thereof to be redeemed together with accrued interest thereon to the redemption date,without premium. PURPOSE:The Bonds have been issued by the District for the purpose ofproviding funds to refinance the District's outstanding Improvement District No.27 General Obligation Refunding Bonds,Series 1998. 2 SECURITY:The Bonds are general obligations of Improvement District No.27 of the Otay Water District ("ill 27"),and the Board of Directors of the District is empowered and obligated to levy ad valorem taxes,without limitation of rate or amount,upon all property within ill 27 subject to taxation (except for certain classes of personal property which is taxable at a limited rate),for the payment of interest on and principal of the Bonds when due as more fully described in the Resolution and the Official Statement.The Bonds are not general obligations ofthe Otay Water District.Bidders should be aware of certain factors affecting the availability of the ad valorem taxes in amounts and at times sufficient to pay the Bonds,and the bidder is referred to the Official Statement for further information. TAX-EXEMPT STATUS:In the opinion of Garcia Calderon Ruiz,LLP,San Diego,California ("Bond Counsel"),based upon an analysis of existing statutes,regulations,rulings,and court decisions and assuming,among other things,the accuracy of certain representations and compliance with certain covenants,interest on the Bonds is excludable from gross income for federal income tax purposes and is exempt from State of California personal income taxes.Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of,or the accrual or receipt ofinterest on,the Bonds.See "LEGALMATTERS -Tax Matters"in the Preliminary Official Statement. A complete copy of the proposed form of opinion of Bond Counsel is set forth in Appendix A to the Preliminary Official Statement.The approving legal opinion ofBond Counsel with respect to the Bonds will be furnished to the purchaser upon delivery ofthe Bonds.Copies of said opinion will be filed with The Depository Trust Company ("DTC")and with the District. CONTINUING DISCLOSURE:In order to assist bidders in complying with S.E.C.Rule 15c2-12(b)(5) (the "Rule"),the District will undertake,pursuant to the Resolution and a Continuing Disclosure Certificate,to provide certain annual financial information and notices of the occurrence of certain events,if material,to the Electronic Municipal Market Access ("EMMA")system implemented by the Municipal Securities Rulemaking Board.A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the final Official Statement.An executed Continuing Disclosure Certificate will be furnished to the purchaser of the Bonds.The bidder is referred to the Official Statement caption "Continuing Disclosure"for information concerning the District's prior filings under the Rule. LEGAL OPINION:The legal opinion of Garcia Calderon Ruiz,LLP,San Diego,California,approving the validity of the Bonds and the Resolution,will be furnished to the purchaser of the Bonds without cost.A copy ofthe legal opinion will accompany the Bonds at the expense ofthe District. FURTHER INFORMATION:A copy ofthe Preliminary Official Statement describing the Bonds,and any other information concerning the proposed financing,will be furnished upon request to the Financial Advisor to the District:Harrell &Company Advisors,LLC,The City Tower,333 City Boulevard West, Suite 1430,(714)939-1464,s.harrell@harrellco.com. TERMS OF SALE FORM OF BID;MAXIMUM DISCOUNT:Each bid must be for not less than all of the Bonds hereby offered for sale.The purchase price to be paid for the Bonds may not be less than ninety-eight and one- half percent (98.5%)of the par value thereof,including any original issue discount.Each bid must be delivered electronically to the District via PARITYID,to be received not later than the date and time of sale set forth above. 3 ELECTRONIC BIDS:Electronic Bids via PARITY@ will be accepted in accordance with this Official Notice of Sale until 9:30 a.m.Pacific Time,October 21,2009,but no bid will be received after this time. To the extent any instructions or directions set forth in PARITY@ conflict with this Official Notice of Sale,the terms of this Official Notice of Sale shall control.For further information about PARITY@, potential bidders may contact PARITY@ at (212)849-5021. DESIGNATION OF INTEREST RATES:Each bidder must specify the rate or rates ofinterest which the Bonds shall bear.The maximum rate bid on any Bonds may not exceed six percent (6%)per annum.A bidder will be permitted to bid different rates of interest for each maturity ofBonds;but (i)each interest rate specified must be in a multiple of one-twentieth or one-eighth of one percent;(ii)no Bond shall bear more than one rate of interest;(iii)interest on each Bond shall be computed from the date of original delivery thereof to its stated maturity (or,in the case ofterm Bonds,to the respective dates ofmandatory sinking fund redemption thereof as designated in the bid)at the interest rate specified in the proposal, payable on the Interest Payment Dates as set forth above;(iv)the rate of interest to be borne by each maturity ofBonds shall be equal to or greater than the rate ofinterest borne by the preceding maturity of Bonds;(v)all Bonds maturing at anyone time shall bear the same rate ofinterest;and (v)any premium must be paid as part of the purchase price,and no proposal will be accepted which contemplates the waiver ofany interest or other concession by the bidder as a substitute for payment in full ofthe purchase pnce. DETERMINATION OF BEST BID:The Bonds will be awarded to the responsible bidder whose bid produces the lowest true interest cost on the Bonds.The true interest cost specified in any bid will be that rate which,when used in computing the present worth ofall payments ofprincipal and interest to be paid on all Bonds from the date of delivery of the Bonds to the successful bidder to their respective maturity dates produces an amount equal to the purchase price specified in such bid.For purposes of computing the true interest cost represented by any proposal,the purchase price specified in such proposal shall be equal to the par amount of the Bonds less any discount specified in such proposal or plus any premium specified in such proposal,and the true interest cost shall be calculated by the use of a semiannual interval ofcompounding interest based on the Interest Payment Dates for the Bonds. ADJUSTMENT OF PRINCIPALAMOUNTS:The District reserves the right to increase or to decrease the principal amount of any maturity of the Bonds in $5,000 increments as the District deems advisable, based on the actual rates of interest to be borne by the Bonds.Any such increase or decrease shall be allocated among the various maturities of the Bonds on such basis as the District deems advisable,and shall result in a proportionate increase or decrease (as the case may be)in the amount ofany premium or discount bid.Notice of such increase or decrease shall be given to the successful bidder as soon as practicable following the notification of award,as described below.No such adjustment will have the effect ofaltering the basis upon which the best bid is determined. RIGHT TO REJECT ANY BID:The District reserves the right,in its discretion,to reject any and all proposals and to waive any irregularity or informality in any proposal.Bidders should be aware that the purpose of the Bonds is to provide debt service savings by refunding outstanding obligations of the District,therefor all bids will be rejected by the District in the event no bid provides a level of debt service savings which is acceptable to the District. TIME OF AWARD:The District has authorized its General Manager or its Chief Financial Officer to award the sale of the Bonds to the bidder whose proposal is the best responsible proposal determined in accordance herewith.The District will take action awarding the Bonds or rejecting all bids not later than 2:00 p.m.(Pacific Time)on October 21,2009,provided that the award may be made after the expiration of the specified time if the winning bidder shall not have given to the District a notice in writing of the withdrawal ofsuch bid. 4 DELIVERY AND PAYMENT:Delivery of the definitive Bonds will be made to The Depository Trust Company to the account of the purchaser upon the issuance thereof,which is expected to occur on or about November 4,2009.Payment for the Bonds must be made by wire transfer of Federal Reserve Bank funds,or Federal Reserve Bank funds check,which is immediately available to the Paying Agent on the date of delivery.Any expense in providing immediately available funds shall be borne by the purchaser. RIGHT OF CANCELLATION:The purchaser shall have the right,at its option,to cancel this contract of purchase if the District fails to execute the Bonds and tender the same for delivery within 60 days from the date ofaward thereof. STATEMENT OF TRUE INTEREST COST:Each bidder is requested,but not required,to state in its proposal the percentage true interest cost represented by its proposal,determined as described above, which shall be considered as informative only and not binding on either the bidder or the District. CERTIFICATION OF REOFFERING PRICE:The successful bidder will be required,as a condition to the delivery of the Bonds,to deliver to the District a certificate,in form and substance satisfactory to the District and Bond Counsel,upon which Bond Counsel will rely in making certain calculations and rendering certain opinions under federal tax law,which (i)states that,as ofthe date ofaward,the Bonds were actually reoffered in a bona fide public offering for prices which are identified to the District by the bidder,and (ii)identifies those maturities of the Bonds (if any)no more than 10%of which have been sold. NO LITIGATION:There is no litigation pending concerning the validity of the Bonds,the existence of the District or the entitlement of the officers thereof to their respective offices,and the purchaser will be furnished a nO-litigation certificate certifying to the foregoing as of and at the time of delivery of the Bonds. CUSIP NUMBERS:It is anticipated that CUSIP numbers will be printed on the Bonds,but neither the failure to print such numbers on any Bonds nor any error with respect thereto will constitute cause for a failure or refusal by the purchaser to accept delivery of and pay for the Bonds in accordance with the terms hereof.All expenses in relation to the printing ofCUSIP numbers on the Bonds will be paid for by the District;provided,however,that the CUSIP Service Bureau charge for the assignment of said numbers to the Bonds will be the responsibility of and shall be paid for by the purchaser. CALIFORNIA DEBT AND INVESTMENT ADVISORY COMMISSION FEES:All fees payable to the California Debt and Investment Advisory Commission in connection with the issuance of the Bonds shall be the responsibility of the purchaser of the Bonds and paid within 60 days from the sale date of the purchased Bonds. OFFICIAL STATEMENT:The District has approved a preliminary Official Statement relating to the Bonds.Copies of such preliminary Official Statement will be distributed to any bidder,upon request, prior to the sale in a form "deemed final"by the District for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule").Within seven (7)business days from the sale date,the District will deliver to the purchaser a reasonable number of copies of the final Official Statement, executed by an authorized representative of the District and dated the date of delivery thereof to the purchaser,in sufficient number to allow the purchaser to comply with paragraph (b)(4)ofthe Rule and to satisfy the Municipal Securities Rulemaking Board (the "MSRB")Rule G-32 or any other rules adopted by the MSRB,which shall include information permitted to be omitted by paragraph (b)(1)of the Rule and such other amendments or supplements as shall have been approved by the District (the "Final 5 Official Statement").The purchaser agrees that it will not confirm the sale of any Bonds unless the confirmation of sale is accompanied or preceded by the delivery of a copy of the Final Official Statement. UNDERWRITING GROUP:Each bidder is requested to furnish the names of all joint managers or syndicate members participating in the bid to the District's Financial Advisor not later than 24 hours after receiving a verbal award. ****** Dated:October 7,2009 OTAY WATER DISTRICT By:C-'/s"-/G=en""e""r,",,,a"'-.l""M~a~n~a~g""er",----_ 6 Attachment H CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate")is executed and delivered by the Otay Water District (the "District")in connection with the issuance of $Otay Water District Improvement District No.27 General Obligation Refunding Bonds (the "Bonds").The Bonds are being issued pursuant to a Resolution adopted by the District on October _,2009 (the "Resolution"). The District covenants and agrees as follows: SECTION 1.Purpose ofthe Disclosure Certificate.This Disclosure Certificate is being executed and delivered by the District for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with Securities and Exchange Commission Rule 15c2-12(b)(5). SECTION 2.Definitions.In addition to the definitions set forth in the Resolution,which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section,the following capitalized terms shall have the following meanings: "Annual Report"shall mean any Annual Report provided by the District pursuant to,and as described in,Sections 3 and 4 ofthis Disclosure Certificate. "Beneficial Owner"shall mean any person which (a)has the power,directly or indirectly,to vote or consent with respect to,or to dispose of ownership of,any Bonds (including persons holding Bonds through nominees,depositories or other intermediaries),or (b)is treated as the owner of any Bonds for federal income tax purposes. "Dissemination Agent"shall mean initially Union Bank,N.A.,or any successor Dissemination Agent designated in writing by the District (which may be the District)and which has filed with the District a written acceptance of such designation. "Holders"shall mean registered owners ofthe Bonds. "Listed Events"shall mean any ofthe events listed in Section 5(a)ofthis Disclosure Certificate. "ParticipatingUnderwriter"shall mean any underwriter ofthe Bonds required to comply with the Rule in connection with offering ofthe Bonds. "Repository"shall mean the Municipal Securities Rulemaking Board,which can be found at http://emma.msrb.org/,or any other repository of disclosure information that may be designated by the Securities and Exchange Commission as such for purposes ofthe Rule in the future. "Rule"shall mean Rule 15c2-12(b)(5)adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934,as the same may be amended from time to time. "State"shall mean the State of California. SECTION 3.Provision ofAnnual Reports. (a)The District shall,or if a Dissemination Agent other than the District has been appointed shall cause the Dissemination Agent to,not later the April I following the end ofthe District's fiscal year (presently ending June 30),commencing with the report for the 2008-09 Fiscal Year,provide to the Participating Underwriter and the Repository an Annual Report which is consistent with the requirements 1 DOCSOC/1364971v2/200077-0002 of Section 4 ofthis Disclosure Certificate.The Annual Report may be submitted as a single document or as separate documents comprising a package,and may cross-reference other information as provided in Section 4 ofthis Disclosure Certificate;provided that the audited financial statements of the District may be submitted separately from the balance ofthe Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date.If the District's fiscal year changes, it shall give notice ofsuch change in the same manner as for a Listed Event under Section S(t). (b)Not later than 30 days (nor more than 60 days)prior to said date any successor Dissemination Agent appointed by the District shall give notice to the District that the Annual Report shall be required to be filed in accordance with the terms ofthis Disclosure Certificate.Not later than 15 Business Days prior to said date,the District shall provide the Annual Report in a format suitable for reporting to the Repository to the Dissemination Agent (if other than the District).If the District is unable to provide to the Repository an Annual Report by the date required in subsection (a),the District shall send a notice to the Repository in substantially the form attached as Exhibit A with a copy to the Dissemination Agent.The Dissemination Agent (if other than the District)shall not be required to file a Notice to Repository ofFailure to File an Annual Report. (c)The Dissemination Agent shall file a report with the District stating it has filed the Annual Report in accordance with its obligations hereunder,stating the date it was provided and listing the Repository to which it was provided. SECTION 4.Form and Content and Form ofAnnual Reports. (a)The District's Annual Report shall contain or include by reference the following: 1.The audited financial statements ofthe District for the prior fiscal year,·prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board.If the District's audited financial statements are not available by the time the Annual Report is required to be filed pursuant to Section 3(a),the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. 2.Material financial information and operating data with respect to the District of the type included in the Official Statement in the following categories (to the extent not included in the District's audited financial statements): (A)A five-year summary of assessed valuations in Improvement District No.27 in a format similar to the summary contained in Table 1 in the final Official Statement,covering the then current fiscal year and the four fiscal years next preceding and setting forth for each such fiscal year Local Secured,Utility and Unsecured valuations,together with Homeowner Exemption and total Assessed Valuation. (B)A five-year summary of property tax levies and collections of Improvement District No.27 in a format similar to the summary contained in Table 3 in the final Official Statement,covering the five fiscal years next preceding the filing of the Annual Report and setting forth for each such fiscal year the Secured,State Secured Unitary,Unsecured,Delinquent Tax,Total Tax Collections and Percent ofTotal Taxes delinquent. 2 DOCSOC/l364971 v21200077-0002 (C)A list of the ten largest local secured property taxpayers within Improvement District No.27 for the then current fiscal year in a format similar to the list contained in Table 4 in the final Official Statement,setting forth the name of each property owner,its assessed valuation and the percentage which such assessed valuation constitutes of the total local secured assessed valuation for such fiscal year. Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the District or related public entities,which have been submitted to the Repository or the Securities and Exchange Commission.If the document included by reference is a final official statement,it must be available from the Municipal Securities Rulemaking Board.The District shall clearly identify each such other document so included by reference. (b)The Annual Report shall be filed in an electronic format accompanied by identifying information prescribed by the Municipal Securities Rulemaking Board. SECTION 5.Reporting ofSignificant Events. (a)Pursuant to the provisions ofthis Section 5,the District shall give,or cause to be given,notice of the occurrence of any of the following events with respect to the Bonds,if material: 1.principal and interest payment delinquencies. 2.non-payment related defaults. 3.modifications to rights ofBondholders. 4.optional,contingent or unscheduled bond calls. 5.defeasances. 6.rating changes. 7.adverse tax opinions or events affecting the tax-exempt status of the Bonds. 8.unscheduled draws on the debt service reserves reflecting financial difficulties. 9.unscheduled draws on credit enhancement reflecting financial difficulties. 10.substitution ofthe credit or liquidity providers or their failure to perform. 11.release,substitution or sale ofproperty securing repayment ofthe Bonds. (b)Whenever the District obtains knowledge ofthe occurrence ofa Listed Event,the District shall as soon as possible determine if such event would be material under applicable federal securities laws. (c)If the District determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws,the District shall promptly file a notice of such occurrence with the Repository or provide notice of such reportable event to the Dissemination Agent (if other than the District)in format suitable for filing with the Repository. 3 DOCSOC/1364971v2/2000n-0002 Notwithstanding the foregoing,notice of Listed Events described in subsections (a)(4)and (5) need not be given under this subsection any earlier than the notice (if any)ofthe underlying event is given to Holders of affected Bonds pursuant to the Resolution.The Dissemination Agent (if other than the District)shall have no duty to independently prepare or file any report of Listed Events.The Dissemination Agent (if other than the District)may conclusively rely on the District's determination ofmateriality pursuant to Section 5(b). SECTION 6.Termination of Reporting Obligation.The District's obligations under this Disclosure Certificate shall terminate upon the legal defeasance,prior redemption or payment in full ofall of the Bonds.If such termination occurs prior to the final maturity of the Bonds,the District shall give notice ofsuch termination in the same manner as for a Listed Event under Section 5(a). SECTION 7.Dissemination Agent.The District may,from time to time,appoint or engage a Dissemination Agent (or substitute Dissemination Agent)to assist it in carrying out its obligations under this Disclosure Certificate,and may discharge any such Dissemination Agent,with or without appointing a successor Dissemination Agent.The Dissemination Agent may resign upon 15 days written notice to the District.Upon such resignation,the District shall act as its own Dissemination Agent until it appoints a successor.The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the District pursuant to this Disclosure Certificate and shall not be responsible to verify the accuracy,completeness or materiality of any continuing disclosure information provided by the District.The District shall compensate the Dissemination Agent for its fees and expenses hereunder as agreed by the parties. SECTION 8.Amendment;Waiver.Notwithstanding any other provision of this Disclosure Certificate,the District may amend this Disclosure Certificate,and any provision of this Disclosure Certificate may be waived,provided that the following conditions are satisfied: (a)Ifthe amendment or waiver relates to the provisions of Sections 3(a),4,or 5(a),it may only be made in connection with a change in circumstances that arises from a change in legal requirements,change in law,or change in the identity,nature or status of an obligated person with respect to the Bonds,or the type ofbusiness conducted; (b)The undertaking,as amended or taking into account such waiver,would,in the opinion of nationally recognized bond counsel,have complied with the requirements ofthe Rule at the time of the original issuance of the Bonds,after taking into account any amendments or interpretations ofthe Rule,as well as any change in circumstances; (c)The amendment or waiver does not,in the opinion ofnationally recognized bond counsel,materially impair the interests ofthe Holders or Beneficial Owners ofthe Bonds;and (d)No duties of the Dissemination Agent hereunder shall be amended without its written consent thereto. In the event of any amendment or waiver of a provision of this Disclosure Certificate,the District shall describe such amendment in the next Annual Report,and shall include,as applicable,a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles,on the presentation)of financial information or operating data being presented by the District.In addition,ifthe amendment relates to the accounting principles to be followed in preparing financial statements,(i)notice of such change shall be given in the same manner as for a Listed Event under Section 5(a),and (ii)the Annual Report for the year in which the change is made should present a comparison (in narrative form and also,if feasible,in quantitative form)between the 4 DOCSOCI1364971v2/200077-0002 financial statements as prepared on the basis of the new accounting principles and those prepared on the basis ofthe former accounting principles. SECTION 9.Additional Information.Nothing in this Disclosure Certificate shall be deemed to prevent the District from disseminating any other information,using the means ofdissemination set forth in this Disclosure Certificate or any other means ofcommunication,or including any other information in any Annual Report or notice of occurrence of a Listed Event,in addition to that which is required by this Disclosure Certificate.If the District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate,the District shall have no obligation under this Certificate to update such information or include it in any future Annual Report or notice of occurrence ofa Listed Event. SECTION 10.Default.In the event of a failure ofthe District to comply with any provision of this Disclosure Certificate any Holder or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate,including seeking mandate or specific performance by court order,to cause the District to comply with its obligations under this Disclosure Certificate.A default under this Disclosure Certificate shall not be deemed an event of default under the Resolution,and the sole remedy under this Disclosure Certificate in the event of any failure ofthe District to comply with this Disclosure Certificate shall be an action to compel performance. SECTION 11.Duties,Immunities and Liabilities of Dissemination Agent.The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate.The Dissemination Agent acts hereunder solely for the benefit ofthe District;this Disclosure Certificate shall confer no duties on the Dissemination Agent to the Participating Underwriter,the Holders and the Beneficial Owners.The District agrees to indemnify and save the Dissemination Agent,its officers, directors,employees and agents,harmless against any loss,expense and liabilities which it may incur arising out of or in the exercise or performance ofits powers and duties hereunder,including the costs and expenses (including attorneys fees)of defending against any claim of liability,but excluding liabilities due to the Dissemination Agent's gross negligence or willful misconduct.The obligations ofthe District under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.The Dissemination Agent shall have no liability for the failure to report any event or any financial information as to which the District has not provided an information report in format suitable for filing with the Repository.The Dissemination Agent shall not be required to monitor or enforce the District's duty to comply with its continuing disclosure requirements hereunder. SECTION 12.Beneficiaries.This Disclosure Certificate shall inure solely to the benefit of the District,the Dissemination Agent,the Participating Underwriters and Holders and Beneficial Owners from time to time ofthe Bonds,and shall create no rights in any other person or entity. Dated:____,2009 OTAY WATER DISTRICT By: Authorized Officer 5 DOCSOCI1364971 v2/2000n-0002 EXHIBIT A NOTICE TO REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name ofDistrict: Name ofBond Issue: Date ofIssuance: OTAY WATER DISTRICT Improvement District No.27 General Obligation Refunding Bonds ,2009 NOTICE IS HEREBY GIVEN that the District has not provided an Annual Report with respect to the above-named Bonds as required by the Continuing Disclosure Certificate relating to the Bonds. The District anticipates that the Annual Report will be filed by _ Dated:---------- OTAY WATER DISTRICT By [form only;no signature required] A-I DOCSOC/1364971v2/200077-0002 Attachment I PAYING AGENT AGREEMENT This PAYING AGENT AGREEMENT is made and entered into as of November 4,2009 ("Agreement "),by and between UNION BANK,N.A.,a national banking association ("Paying Agent"),and OTAY WATER DISTRICT,a municipal water district organized and existing under the laws ofthe State ofCalifomia (the "District"), WITNESSETH: WHEREAS,the District,simultaneously with the execution and delivery of this Paying Agent Agreement,has issued its Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds,in the aggregate principal amount of $(the "Bonds"), which Bonds were issued under Resolution No.4148 ofthe Board ofDirectors (the "Board")ofthe District,adopted October 7,2009 (the "Resolution");and WHEREAS,pursuant to the Resolution the District has designated the Paying Agent to act as the initial Paying Agent with respect to the Bonds in accordance with the terms ofthe Resolution; and WHEREAS,in consideration ofthe terms and conditions ofthis Agreement,the Paying Agent has agreed to authenticate and deliver the Bonds and to otherwise act as Paying Agent in accordance with the terms of the Resolution and subject to the terms,conditions and covenants hereinafter contained. NOW,THEREFORE,IN CONSIDERATION OF THE PREMISES AND OF THE MUTUAL AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER VALUABLE CONSIDERATION,THE PARTIES HERETO DO HEREBY AGREE AS FOLLOWS: ARTICLE I CONCERNING THE PAYING AGENT Section 1.1 Employment and Duties ofthe Paying Agent.The District hereby appoints and employs the Paying Agent to perform the obligations ofpaying agent,authentication agent,transfer agent and bond registrar as set forth in the Resolution;all in the manner provided in the Resolution and herein and subject to the conditions and terms thereof and hereof.The Paying Agent hereby accepts such appointment and undertakes to perform such duties and only such duties as are specifically set forth in the Resolution and in this Agreement.In the event ofa conflict,the terms of the Resolution shall prevail over the provisions ofthis Agreement. Page 1 Section 1.2 Compensation and Indemnification ofthe Paying Agent.The District shall,from time to time,subject to the fee proposal provided to theDistrict bythe Paying Agent,pay the Paying Agent compensation for its services and reimburse the Paying Agent for all its advances and expenditures hereunder ineIuding,but not limited to,advances to and fees and expenses of accountants,agents,appraisers,consultants,counsel,or other experts employed by it in the observance and performance of its rights and obligations hereunder.Any provision hereof to the contrary notwithstanding,if the District fails to make any payment properly due the Paying Agent hereunder,the Paying Agent may,following provision ofprior written notice ofsuch action to the District,reimburse itselffrom any surplus moneys on hand,ifany,in any fund or account which are not otherwise pledged or required for any debt service payments on the Bonds. To the extent it may lawfully do so,the District agrees to indemnify the Paying Agent for,and to hold it harmless against,any loss,liability,or expense incurred without negligence or willful misconduct on the part ofthe Paying Agent,arising out ofor in connectionwith the Paying Agent's exercise or performance ofits rights or duties under the Resolution or hereunder,as well as the costs and expenses ofdefending itselfagainst any claim,action,suit,or liability in accordance with the exercise or performance ofany ofits powers or duties under the Resolution or hereunder. Section 1.3 Protection ofthe Paying Agent (a)The Paying Agent shall be protected and shall incur no liability in acting or proceeding in good faith upon any affidavit,bond,certificate,consent,notice,request,requisition, resolution,statement,telegram,voucher,waiver,or other paper or document which it shall in good faith believe to be genuine and to have been adopted,executed,or delivered by the proper party or pursuant to any ofthe provisions ofthe Resolution or hereof,and the Paying Agent shall be underno duty to make any investigation or inquiry as to any statements contained ormatters referred to in any such instrument,but may accept and rely upon the same as conclusive evidence of the truth and accuracy ofsuch statements.The Paying Agent may consult with counsel,who maybe counsel to the District,with regard to legal questions arising hereunder,and the opinion ofsuch counsel shall be full and complete authorization and protection in respect to any action taken or suffered by it hereunder in good faith in accordance therewith. (b)Whenever in the observance or performance ofits rights and obligations under the Resolution or hereunder the Paying Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder,such matter (unless other evidence in respect thereof be herein specifically prescribed)may be deemed to be conclusively proved and established by a certificate ofthe District,and such certificate shall be full warrant to the Paying Agent for any action taken or suffered under the provisions hereofupon the faith thereof:but in its discretion the Paying Agent may,in lieu thereof,accept other evidence ofsuch matter or may require such additional evidence as to it may seem reasonable,and the Paying Agent shall not be responsible for any loss or damage resulting from any action or inaction taken or not taken,as the case may be,in good faith in reliance upon such certificate or other evidence. Page 2 (c)To the extent it is legally able to do so,the Paying Agent may buy,sell,own,hold, and deal in any of the Bonds and mayjoin~in any action which any Owner maybe entitled to take with like effect as ifit were not a party hereto.The Paying Agent,either as principal or agent,may also engage in or be interested in any financial or other transaction with the District,and may act as agent,depository,or Paying Agent for any committee ofbody ofOwners or ofowners ofobligations of the District as freely as ifit were not the Paying Agent hereunder. (d)The Paying Agent shall not be answerable for the exercise ofany ofits rights under the Resolution or hereunder or for the performance ofany ofits obligations under the Resolution or hereunder orfor anything whatsoever in connection with the funds establishedunder the Resolution, except only for its own willful misconduct or negligence. (e)The Paying Agent shall not be responsible for any recital herein or in the Resolution or in the Bonds (except with respect to the certificate ofauthentication endorsed on the Bonds),or for the validityofthe adoption ofthe Resolution or ofthe execution by the District ofthis Agreement or ofany supplements thereto or hereto or instruments offurther assurance,or for the sufficiency of the security for the Bonds issued hereunder or intended to be secured hereby.The Paying Agent shall have no obligation to perform any of the duties of the District under the Resolution or hereunder. (t)The permissive right ofthe Paying Agent to do things enumerated in the Resolution and this Agreement shall not be construed as a duty,and the Paying Agent shall not be answerable for other than its negligence or willful default. (g)The Paying Agent shall not be required to give any bond or surety in respect ofthe execution ofthis Agreement or otherwise in respect ofthe premises. (h)No provision ofthe Resolution or this Agreement shall require the Paying Agent to expend orrisk its own funds or otherwise incur any financia11iability in the performance ofanyofits duties hereunder,or in the exercise ofany ofits rights or powers. Section 1.4.Removal and Resignation of the Paying Agent.For cause,the District may remove the Paying Agent and any successor thereto by giving 60 days prior written notice ofsuch removal to the Paying Agent.The Paying Agent and any successor thereto may at anytime resign by giving 90 days prior written notice ofsuch resignation to the District.Upon the giving ofany such notice ofremoval or upon receiving any such notice ofresignation,the District,at any time there are Outstanding Bonds,shall promptly appoint a successor Paying Agent by an instrument in writing; provided that in the event the District does not appoint a successor Paying Agent within 60 days following the giving of any such notice ofremoval or the receipt of any such notice ofresignation, the removed or resigning Paying Agent may petition any appropriate court having jurisdiction to appoint a successor Paying Agent.Anysuccessor Paying Agent so appointed shall be a bank or trust company having a combined capital (exclusive of borrowed capital)and surplus of at least Fifty Million Dollars ($50,000,000)and subject to supervision or examination by state or national authorities.Ifsuch bank or trust company publishes a report ofcondition at least annually,pursuant Page 3 to law or to the requirements ofany supervising or examining authority above referred to,then for the purposes ofthis Section the combined capital and surplus ofsuch bank ortrust companyshall be deemed to be its combined capital and surplus as set forth in its most recent report ofcondition so published. Any removal orresignation ofa Paying Agent and appointment ofa successor Paying Agent shall become effective onlyupon the acceptance ofthe appointment by the successor Paying Agent, provided that the District shall be permitted,at its sole discretion,to assume the duties and responsibilities of Paying Agent for the Bonds should a successor Paying Agent meeting the requirements ofthis Section 1.4 not be appointed within the sixty (60)day period described in the foregoing paragraph.If the District should assume the responsibilities of Paying Agent,it will continue to use its best efforts to appoint a successor Paying Agent meeting the requirements ofthis Section 1.4 as soon as reasonably practical following the date the District assumes the duties and responsibilities ofthe Paying Agent as permitted by this paragraph. ARTICLE II MISCELLANEOUS Section 2.1 Article and Section Headings,Gender and References.The headings or titles of the several articles and sections hereof shall be solely for convenience ofreference and shall not affect the meaning,construction,or effect hereof,and words of any gender shall be deemed and construed to include all genders.All references herein to "Articles,""Sections,"and other subsections or paragraphs are to the corresponding articles,sections,subsections,or paragraphs hereof;and the words "hereby,""herein,""hereof,""hereto,""herewith,""hereunder,"and other words ofsimilar import refer to this Agreement as a whole and not to any particular article,section, subsection,or paragraph hereof. Section 2.2 Partial Invalidity.If anyone or more of the conditions,covenants,or terms contained herein or required herein to be observed or performed by or on the part ofthe District or the Paying Agent shall be contrary to law,then such condition or conditions,such covenant or covenants,or such term or terms shall be null and void and shall be deemed separable from the remaining conditions,covenants,and terms hereof. Section 2.3 Amendments.This Agreement may be amended bya writing executed byboth the District and the Paying Agent. Section 2.4 California Law.This Agreement shall be construed and governed in accordance with the laws ofthe State ofCalifornia. Section 2.5 Notices.All notices to be given hereunder shall be in writing and given by U.S. Mail,courier providing receipt ofdelivery orby facsimile transmission to the party entitled thereto at its address set forth below,or at such other address as such party may provide to the other parties hereinafter listed in writing from time to time,namely: Page 4 Ifto the Paying Agent: Union Bank,N.A. 120 S.San Pedro Street,4th Floor Los Angeles, California 90012 Attention:Corporate Trust Division Telephone Number:(213)972-5674 Fax:(213)972-5695 Ifto the District: Otay Water District 2554 Sweetwater Springs Blvd. Spring Valley,California 91978-2096 Attn:ChiefFinancial Officer Telephone Number:(619)670-2212 Fax:(619)670-3658 Section 2.6 Effective Date;Term.This Agreement shall become effective upon the date first above written.This Agreement shall be effective from and after the date hereofuntil the Paying Agent resigns or is removed in accordance with the provisions ofthe Resolution. Section 2.7 Execution in Counterparts.The Agreement may be executed and entered into in several counterparts,each ofwhich shall be deemed an original,and all ofwhich shall constitute but one and the same instrument. Page 5 IN WITNESS WHEREOF,the parties hereto have executed and entered into the Agreement by their officers thereunto duly authorized as of the day and year first above written. OTAY WATER DISTRICT By:_ Authorized Officer UNION BANK,N.A., as Paying Agent By: Authorized Signatory Page 6 ESCROWAGREEMENT by and between OTAY WATER DISTRICT and UNION BANK,N.A as Escrow Agent Relating to OtayWaterDistrict Improvement District No.27 2009 General Obligation Refunding Bonds Dated as of November 1,2009 Attachment J GCRDraft#2 9/10/09 TABLE OF CONTENTS SECIlON 1.Creation of Escrow Fund 1 SECIlON 2.Deposit to the Escrow Fund 1 SECIlON 3.Investment of Escrow Fund 2 SECIlON 4.Creation of Lien on Escrow Fund 2 SECIlON 5.Use of Escrow Fund 2 SECIlON 6.Interest Income and Other Amounts 2 SECIlON 7.Proceedings for Redemption of Prior Bonds 2 SECIlON 8.Liabilities and Obligations of Escrow Agent 2 SECIlON9.Termination 3 SECIlON 10.Records and Reports 3 SECIlON 11.Amendment 3 SECIlON 12.Severability 3 SECIlON 13.Successors and Assigns 4 SECIlON 14.Compensation of Escrow Agent 4 SECIlON 15.Governing Law 4 SECIlON 16.Headings 4 SECIlON 17.Counterparts 4 SCHEDULE A Prior Bonds -Redemption Date and Redemption Price EXHIBIT A Notice of Defeasance ESCROW AGREEMENT THIS ESCROW AGREEN.IENf,dated as of November 1,2009 (the "Escrow Agreement"),by and between the Otay Water District,a municipal water district organized and existing under the laws of the State of California (the "District"),and Union Bank,N.A (formerly known as Union Bank of California,N.A),a national banking association organized and existing under the laws of the United States,as escrow agent (the "Escrow Agent")and as paying agent (the "Paying Agent")under the 1998 Resolution as hereafter defined. WHEREAS,the District,simultaneously with the execution and delivery of this Escrow Agreement,has issued its Otay Water District Improvement District No.27,2009 General Obligation Refunding Bonds,in the aggregate principal amount of $(the "Bonds"), which Bonds were issued under Resolution No.4147 of the Board of Directors (the "Board")of the District,adopted October 7,2009 (the "Resolution");and WHEREAS,the District issued the Bonds for the purpose of providing mOtleys to refund, defease and redeem on December 15,2009 its Otay Water District Improvement District No.27, General Obligation Refunding Bonds,Series 1998 maturing on,of the interest rates,and bearing the CUSIP numbers indicated on Schedule A hereto (the "Prior Bonds"),which Schedule A is hereby incorporated herein by reference,and which Prior Bonds were issued under Resolution No.3744 of the Board (the "1998 Resolution"); WHEREAS,the Escrow Agent is the Paying Agent under the Resolution;and WHEREAS,in order to accomplish the refunding and defeasance of the Prior Bonds,in accordance with Section 23 of the 1998 Resolution,the District desires to deposit,or cause to be deposited,certain moneys with the Escrow Agent in accordance with this Escrow Agreement and the 1998 Resolution; NOW,THEREFORE,in consideration of the foregoing and of the mutual covenants hereinafter set forth,the parties hereto agree as follows: SECTION 1.Creation ofEscrow Fund.There is hereby created and established with the Escrow Agent a special and irrevocable escrow fund (the "Escrow Fund")to be held in the custody of the Escrow Agent in trust under this Escrow Agreement for the benefit of the owners of the Prior Bonds.Except to the extent of any excess that is to be released as provided in Section 10 hereof,the District shall have no interest in the funds held in the Escrow Fund.The moneys and securities held hereunder shall be irrevocably set aside and pledged for the payment of principal of, premium,if any,and interest on,the Prior Bonds,as provided in Section 5 hereof. SECTION 2.Deposits to the Escrow Fund.Concurrently with the issuance of the Bonds,the following deposits in the aggregate sum of $shall be deposited to the Escrow Fund on November 4,2009: (a)The District shall transfer,or cause to be transferred to the Escrow Agent the aggregate sum of $from the sale proceeds of the Bonds,and the Escrow Agent shall deposit said sum in the Escrow Fund,and 1 (b)The District shall transfer to the Escrow Agent for deposit in the Escrow Fund the aggregate sum of $derived from the Debt Service Fund established under the 1998 Resolution. SECfION 3.Investment of Escrow Fund.The District hereby instructs the Escrow Agent to hold the aggregate amount in the Escrow Fund of $,in cash,uninvested,and to use the moneys pursuant to Section 5 of this Escrow Agreement. SECfION 4.Creation of Lien on Escrow Fund.The Escrow Fund created herebyshall be irrevocable,and the Escrow Agent is hereby appointed to act for the benefit of the holders of the Prior Bonds,which holders are hereby granted an exclusive lien on the Escrow Fund and all moneys from time to time held therein for the payment of amounts described in the first paragraph of Section 5 hereinafter.The Escrow Agent shall hold such moneys separate and apart from,and not commingled with,any other moneys orinvestments. SECfION 5.Use of Escrow Fund.On the call date indicated on Schedule A,the Escrow Agent shall transfer the amount of $in the Escrow Fund to the Paying Agent for deposit in the Redemption Fund established under the 1998 Resolution to redeem on the date indicated in Schedule A,all of the Prior Bonds scheduled to be redeemed on such date,together with accrued interest of $----- All amounts,if any,remaining in the Escrow Fund after the transfer described in the preceding paragraph shall be transferred to the District. SECfION 6.Interest Income and Other Amounts.There will be no interest paid on funds held hereunder. SECfION 7.Proceedings for Redemption of Prior Bonds.The District hereby irrevocably elects to redeem the Prior Bonds in full on December 15,2009,pursuant to the provisions of Section 9 of the 1998 Resolution.The District hereby irrevocably instructs the Escrow Agent,in its capacity as Paying Agent under the Resolution,to provide notice of such redemption of the Prior Bonds in accordance with the Section 9 of the 1998 Resolution,at the expense of the District.Additionally,the Escrow Agent shall give or cause to be given notice of the defeasance of the Prior Bonds,a form of such notice being attached hereto as Exhibit A upon receipt of a current list of holders of the Prior Bonds from the Paying Agent. SECfION 8.Liabilities and Obligations of Escrow Agent.The Escrow Agent shall have no obligation to make any payments or disbursement of any type or incur anyfinancial liability in the performance of its duties under this Agreement unless the District shall have deposited sufficient funds therefor with the Escrow Agent.The Escrow Agent shall have only such duties as are expressly set forth herein and no implied duties or obligations shall be read into this Agreement against the Escrow Agent.The Escrow Agent may rely and shall be protected in acting upon the written instructions which the Escrow Agent believes in good faith to be executed bythe District or its authorized agents relating to any matter or action as Escrow Agent under this Agreement.The Escrow Agent shall not be liable in connection with the performance of its duties hereunder except for its own negligence or willful misconduct.The recitals of facts,agreements and covenants herein shall be taken as recitals of facts,agreements and covenants of the District, and the Escrow Agent assumes no responsibility for the correctness of the same and makes no representation as to the sufficiency or validity of this Agreement or of the funds deposited in 2 the Escrow Fund.The Escrow Agent may consult with counsel with regard to legal questions and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith in accordance therewith. SECTION 9.Tennination.This Escrow Agreement shall terminate when all transfers and payments required to be made by the Escrow Agent under the provisions of Section 5 hereof shall have been made and any moneys remaining in the Escrow Fund at the time of such termination shall have been distributed to the District and the Escrow Agent has provided a final statement to the District. SECTION 10.Records and Reports.The Escrow Agent shall keep books of record and account in which complete and correct entries shall be made of all transactions made byit relating to the receipts,disbursements,allocations and application of the money deposited to the Escrow Fund and all proceeds thereof.Such books shall be available for inspection upon reasonable notice at reasonable hours and under reasonable conditions by the District and the holders of the Prior Bonds. SECTION 11.Amendment.The parties hereto may,without the consent of or notice to the holders of the Prior Bonds,enter into such amendments to this Escrow Agreement that shall not materially adversely affect the rights of such holders hereunder for anyone or more of the following purposes: (a)to cure any ambiguity or formal defect or omission in this Escrow Agreement; (b)to grant to,or confer upon the Escrow Agent,for the benefit of the holders of the Prior Bonds,any additional rights,remedies,powers or authority that may lawfully be granted to,or conferred upon,the Escrow Agent; (c)to subject to the lien of this Escrow Agreement additional funds,revenues, securities or properties; (d)to conform this Escrow Agreement to the provisions of any law or regulation governing the tax-exempt status of the Prior Bonds or the Bonds in order to maintain their tax-exempt status;and (e)to make any other change determined by the District to be not materially adverse to the holders of the Prior Bonds.In making such determination,the District and the Escrow Agent may rely on the opinion of legal counseL Copies of any amendments or supplements to this Escrow Agreement shall be sent to the rating agencies that have assigned a rating to the Bonds. SECTION U.Severability.If anyone or more of the covenants and agreements provided in this Escrow Agreement on the part of the District or the Escrow Agent to be performed should be determined by a court of competent jurisdiction to be contrary to law,such covenant or agreement shall be deemed and construed to be severable from the remaining covenants and agreements herein contained and shall in no way affect the validity of the remaining provisions of this Escrow Agreement. 3 SECTION 13.Successors and Assigns.All of the covenants and agreements in this Escrow Agreement contained by or on behalf of the District or the Escrow Agent shall bind and inure to the benefit of their respective successors and assigns,whether so expressed or not. SECTION 14.Compensation and Indemnification ofEscrow Agent.For acting under this Escrow Agreement,the Escrow Agent shall be entitled to payment bythe District of fees for its services and reimbursement of advances,counsel fees and expenses and other expenses reasonably and necessarily made or incurred by the Escrow Agent in connection with its services under this Escrow Agreement;however,such amount shall never be payable from or become a lien upon the Escrow Fund,which fund shall be held solely for the purposes and subject to the lien set forth in Section 4 of this Escrow Agreement.To the extent permitted by law,the District agrees to indemnify and hold Escrow Agent,its officers,directors,employees and agents (collectively "Indemnified Parties")harmless from all loss,cost,damages,expenses,liabilities,judgments and attorneys'fees (including without limitation,allocated costs of in-house counsel)suffered or incurred by the Indemnified Parties or any of them arising out of or in connection with this Agreement,except that this indemnity obligation shall not apply in the event of the negligence or willful misconduct of the Indemnified Parties or any of them.This indemnity obligation shall survive termination of this Agreement and resignation or removal of the Escrow Agent and termination of this Agreement. SECTION 15.Governing Law.This Escrow Agreement shall be governed by the applicable laws of the State of California. SECTION 16.Headings.Any headings preceding the text of the several Sections hereof, and any table of contents appended to copies hereof,shall be solely for convenience of reference and shall not constitute a part of this Escrow Agreement,nor shall they affect its meaning construction oreffect. SECTION 17.Counterparts.This Escrow Agreement may be signed in several counterparts,each of which will constitute an original,but all of which shall constitute one and the same mstrument. 4 IN WI1NESS "WHEREOF,the Otay Water District and Union Bank,N.A,as Escrow Agent,have each caused this Escrow Agreement to be executed bytheir duly authorized officer as of the date first above written. OTAYWATERDISTRICT By:_----=-_....,........,,,..-----;--_ Joseph Beachem Chief Financial Officer UNIONBANK,N.A,as Escrow Agent By:-----:----:------:---,--,------------Authorized Signatory SQ-IEDULEA PRIOR BONDS -REDEMPTION DATE AND REDEMPTION PRICE Otay Water District Improvement District No.27 General Obligation Refunding Bonds, Series 1998 MaturitYDate Interest Rate % Par Amount to be Redeemed $---- Redemption Date 12/15/09 Redemption Price 100% Schedule A EXHIBIT A NOTICE OF DEFEASANCE RELATING TO $Outstanding Principal Amount of Otay Water District Improvement District No.27 General Obligation Refunding Bonds, Series 1998 (CUSIP No.), NOTICE IS HEREBY GIVEN TO TIlE OWNERS OF TIlE ABOVE- REFERENCED BONDS (the "1998 Bonds")byUnion Bank,N.A,as escrow agent (the "Escrow Agent"),pursuant to Resolution No.3744,adopted by the Board of Directors of Otay Water District on May 13,1998 (the "1998 Resolution")that the deposit required by Section 23 of the 1998 Resolution for the purpose of paying the principal of,redemption premium,if any,and interest on December 15,2009 of the 1998 Bonds,having been made,the 1998 Bonds shall no longer be deemed to be Outstanding under the 1998 Resolution.The obligation of the OtayWater District to pay the principal of,redemption premium,if any,and interest of the 1998 Bonds shall nevertheless continue but the owners thereof shall be entitled to payment only from the moneys deposited with the Escrow Agent to provide for such payment.Capitalized terms used herein but not otherwise defined have the meanings ascribed thereto in the 1998 Resolution. Date:November 4,2009 By:Union Bank,N.A, as Escrow Agent >f The Escrow Agent will not be held responsible for the selection or use of the CUSIP number,nor is any representation made as to its correctness indicated in this Notice.It is included solely as a convenience. Exhibit A 5TAFF REPORT AGENDA ITEM 9 TYPE MEETING:Regular Board Meeting SUBMITTED BY:Mark Watton, General Manager MEETING DATE: W.O.lG.F.NO: October 7,2009 DIV.NO. SUBJECT:Board of Directors 2009 Calendar of Meetings GENERAL MANAGER'S RECOMMENDATION: At the request of the Board,the attached Board of Director's meeting calendar for 2009 is being presented for discussion. PURPOSE: This staff report is being presented to provide the Board the opportunity to review the 2009 Board of Director's meeting calendars and amend the schedules as needed. COMMITTEE ACTION: N/A ANALYSIS: The Board requested that this item be presented at each meeting so they may have an opportunity to review the Board meeting calendar schedule and amend it as needed. STRATEGIC GOAL: N/A FISCAL IMPACT: None. LEGAL IMPACT: None. Attachments:Calendar of Meetings for 2009 G:IUserDataIDistSecIWINWORDISTAFRPTSlBoard MeetingCalendar IO-7-09.doc Regular Board Meetings: January 7,2009 February 4,2009 March 4,2009 April 1,2009 May 13,2009 June 3,2009 July 1,2009 August 5,2009 September 2,2009 October 7,2009 November 4,2009 December 2,2009 Board Workshops: Board of Directors,Workshops and Committee Meetings 2009 Special Board or Committee Meetings (3rd Wednesday ofEach Month or as Noted) January 21,2009 February 18,2009 March 18,2009 April 22,2009 May 20,2009 June 17,2009 July 22,2009 August 19,2009 September 23,2009 October 21,2009 November 18,2009 December 16,2009 Ii lI~ iII! I Budget Workshop,May 21,2009 Board Retreat Workshop,April 28,2009 G:\UserData\DistSec\WINWORD\STAFRPTS\Board Meeting Calendar Attach A for 2009 1O-7-09.doc Page 1 of 1 AGENDA ITEM 10a STAFF REPORT TYPE MEETING:Regular Board MEETING DATE:October 7,2009 SUBMITTED BY: APPROVED BY: (Chief) Ron Ripperger ~ Engineering Manager Rod posad~~~ Chief,Engineering PROJECT:Various DIV.NO.ALL APPROVED BY: (Assl GM) SUBJECT: Manny Maga~~ Assistant General ~nager,Engineering and Operations Informational Item -Fiscal Year 2009 Year End Capital Improvement Program Report GENERAL MANAGER'S RECOMMENDATION: That the Otay Water District (District)Board of Directors (Board) accepts the Fiscal Year 2009 Year End Capital Improvement Program (CIP)Report for review and receives a summary via PowerPoint presentation. COMMITTEE ACTION: Please see Attachment A PURPOSE: To update the Board about the status of all CIP project expenditure highlights,significant issues,progress,and milestones on major projects. ANALYSIS: To keep up with growth and to meet our ratepayers'expectations to adequately deliver safe,reliable,cost-effective,and quality water, each year the District Staff prepares a six-year CIP Plan that identifies the District infrastructure needs.The CIP is comprised of four categories consisting of backbone capital facilities, maintenance projects,developer's reimbursement projects,and capital purchases. The end of year update is intended to provide a detailed analysis of progress in completing these projects within the allotted time and budget.Expenditures for Fiscal Year 2009 totaled approximately $18.03 million.Approximately 57%of the Fiscal Year 2009 expenditure budget was spent.The decrease in projected expenditures is due primarily to delay in the 36-lnch Pipeline Project (ClP P2009) FISCAL IMPACT: None. STRATEGIC GOAL: The ClP supports the District's Mission Statement,"To provide the best quality of water and wastewater service to the customers of the Otay Water District,in a professional,effective,and efficient manner,H and the District's Strategic Goal,in planning for infrastructure and supply to meet current and future potable water demands LEGAL IMPACT: None. RR/RP:jf Attachments:Attachment A Presentation QA/QC Name:Date :__1_/._1_6_~_O_9 _ C::IID ·1 't;CT: Various ATTACHMENT A Informational Item Fiscal Year 2009 Year End Capital Improvement Program (CIP)Report COMMITTEE ACTION: The Engineering,Operations,and Water Resources Committee reviewed this item at a meeting held on September 28,2009 and the following comments were made: •Staff provided a PowerPoint presentation to the Committee and indicated that the CIP is comprised of four categories:backbone capital facilities,maintenance projects,developer's reimbursement projects,and capital purchases. •Staff reviewed various district Flagship projects and indicated that the 1296-3 Reservoir (2.0 MG)will include a 1 KW solar power generating system. •Staff indicated that construction of the 850-4 Reservoir (P2191)is 95%complete.The site is currently being landscaped and an irrigation system is being installed. The site will also include a solar panel capable of producing a minimum of 1 KW that will be tied back to the SDG&E grid. •Staff indicated that the 1485-1 Pump Station Replacement will include SCADA equipment. •Staff stated that the 450-1 Reservoir Disinfection Facility (R2092)will improve the quality of recycled water from the City of San Diego's South Bay Water Reclamation Plant and is in its final stage of construction. •The Committee inquired about the process of reimbursements to contractors.Staff indicated that contractors must provide expense documentation to the District in order to be reimbursed for their services and they are currently on track. 2 •The Committee requested that staff update the Board on how much the District will save by constructing Type III Reservoirs.A study of a 60-year lifecycle comparing a Type III Reservoir with a Steel Reservoir showed a savings of $958,297 or 44%over the lifetime of the reservoir. Following the discussion,the Committee supported staffs' recommendation and presentation to the full board as an informational item. CAPITAL IMPROVEMENT PROGRA Fiscal Year 2009 Year End Presentation (through June 30,2009) Background The approved CIP budget for Fiscal Year 2009 consisted of 66 projects that total $31.9 million.These projects are broken down into four categories: 1.Capital Facilities:$23.1 million 2.Replacement/Renewal:$5.9 million 3.Capital Purchases:$2.2 million 4.Developer Reimbursement:$0.6 million Overall expenditures through the Year End totaled $18.03 million which is 57%of the Fiscal Year 2009 budget.The decrease in projected expenditures is due primarily to the delay in the 36-inch Pipeline Project (CIP 2009). Construction change orders are at -0.44%. QA/QC Approved:• Name:~~Date:q-Z:t-O'j 2 Year E d Fiscal Year 2009 Report (through June 30,2009) CIP FY09 FY09 %FY09 Total Total LTD % Description Budget Expenditures Budget LTD LTD Budget Cat Spent Budget Expenditures Spent 1 Capital Facilities $23,122,000 $12,556,000 54%$135,555,000 $48,214,000 36% 2 $5,968,000 $3,231;000 $31,692,000 ~ $14,931,000 47%RepiacementlRenewal 54% 3 Capital Purchases -$2,153,000 $1,645,000 76%$10,038,000 '$4,826,000 48% 4 Developer ~ Reimbursement $640,000 $594,000 93%$6,420,000 $1,291,000 20% Total:$31,883,000 $18,026,000 57%$183,705,000 $69,262,000 38% QA/QC Name:~_""-<--++-=--_",,,,","Date:~Z.'l.-\ \dl 3 Major CIP Projects MAJOR CIP PROJECTSoP2129GroundWaterExplorationprogra~~.~<~,« :R2058,R2077.Airway Rd &Alta Rd Recycled WaterPipelineseR2087WuesteRdRecycledWaterPipeline ®P2009 Otay FCF No.14 Temporary Connection @P2009PL-36"SDCWA Otay FCF No.14 to OWD Regulatory Site ®P2143 Res -1296-3 Reservoir 2.0 MG ®P2172 1485-1 Pump Station Replacement ®P2191 Res-850-4 Reservoir 2.2 MG CD P2422 Agency Inter-ConnectionsoP2440SR905UtilityRelocations ®R2092 450-1 Reservoir Disinfection Facility eP2038,P2356.P238712"Pipeline Upsize and ReplacementeP2185Res-640-1 &640-2 Reservoirs 20.0MGeP2465RegSite Material StorageBins and Equipment Cover Relocation CD R2053 Reclamation Plant Office Building and Recycled Operators OfficesoR2081RecPL-20-Inch,944 Zone,Lane Ave-ProctorValley RdlPond No.1eR2086RWCWRFRecycledWaterForce Main Upgrade OS2015Calavo Sewer Lift Station MEXICO PROJECT STATUSoPLANNING- 1 DESIGN -2oCONSTRUCTION - 8 _COMPLETED IN USE - 7 o District Boundary /....-....---~"" LEMON GROVE 4 Date: Flagship CIP Project in Construction D 36-!nch Pipeline From FCF No.14 to Regulatory Site Project: Key Component: Schedule: Approximately 5 miles of 36-inch pipeline for potable water from Otay's FCF No.14 to the Regulatory Site. A construction contract was awarded to CCl Contracting on June 3,2009. Cost:The project budget is $22.0 million,of which $3.77 million, or 17%has been spent. Significant Issues:None. Highlights:The first and main component of the Jamacha Road Pipeline Project consists of the construction of a 36-inch tape wrapped cement mortar lined and coated steel pipeline which will transfer water from the Otay 14 Flow Control Facility.The second component consists of the replacement of concrete cylinder pipe with approx.4,500 feet of 12-inch and 8-inch polyvinyl chloride pipe along Jamacha Road. QA/QC Approved:d~ Name:'U<2 Date:,I2-Z/t1Jf 5 Flagship CIP Project in Construction ~ This project was awarded to Natgun Corporation in February 2009. This project will provide additional storage in the 1296 Pressure Zone.6 Flagship CIP Project in Construction D 1296-3 Reservoir 2.0 MG Key Component:A new 2.0 MG Steel Reservoir will provide additional storage in the 1296 Pressure Zone. Schedule:Notice to Proceed was issued to Natgun Corporation on February 10,2009.Project is on schedule and is expected to be completed prior to February 16,2010. Cost:The project budget is $3.64 million,of which $1.7 million,or 470/0,has been spent. Significant Issues:None. Highlights:The design of this reservoir is a Type III concrete reservoir. The lifecycle cost of building a concrete reservoir is lower than a welded steel reservoir. A solar power generating system was added to this project which includes a 75 square-foot photovoltaic panel for generating power,which is tied to the SDG&E power grid. 7 QA/QCApproved:~ Name:uPj Flagship CIP Project in Construction ProJectiSub-Projeetll P2191.oo2103 04122J2OO9 Continuefitting & welding steelbeam raftel'$forroofofthe 850-4 tank. ~ This project was awarded to Spiess Construction and was started in February 2008. This project includes the construction of a 2.2 MG steel reservoir. ProjectlSub-Projectl P2191.()02103 04I23l2OO9 Insblltopportion of WI~roverftowtunnol & 90 bend.insideof850-4 tonk.sht.-7. 8 Flagship CIP Project in Construction D 850-4 Reservoir 2.2 MG Key Component:A new 2.2 MG Steel Reservoir to meet the ultimate demand in the 850 pressure zone. Schedule:Construction is approximately 95%complete.The project is scheduled for completion in September 2009. Cost:The project budget is $3.25 million,of which $3.14 million,or 970/0,has been spent. Significant Issues:The project completion date has been extended from June 2009 to September 30,2009,due to delays by SDG&E for service to the site along with long lead times for materials. Highlights:The design includes a solar panel capable of producing a minimum of 1 kW that will be tied back to the grid. QA/QC Approved~ Name:'\Lk Date:er~ 9 Flagship CIP Project in Construction Flagship CIP Project in Construction The existing pump station is near capacity and has reached the end of its useful life.The improved pump station systems and additional capacity are required to meet projected demands of the 1485 and higher pressure zones as projected within the Water Resources Master Plan. o 1485-1 Pump Station Replacement Key Component: Schedule:Notice to Proceed was issued to SCW Contracting on January 5, 2009.Construction started in January 2009.Project is approximately 72%complete.The project is scheduled for completion in January 2010. Cost:The project budget is $1.13 million,of which $0.78 million,or 700/0,has been spent. Significant Issues:None. Highlights:The new pump station will include SCADA equipment. QA/QC Approved~f=== Name:SL),.:Date:fl'u.cj 11 CIP Project in Construction Consultant Contract Status (through June 30,2009) Project Title Consultant Opened Original Total Revised Approved %%Est CIP Date Contract Change Contract Payment To Change Contract Compo No.Amount Orders Amount Date Orders ComDlete Date PLANNING RENDERED MWH AMERICAS INC 1217/2005 25,000.00 25,000.00 50,000.OC 43,410.2C 50.0/.86.8%8/30/2009 P1210 2009 MASTER PLAN UPDATE PBS&J 9/4/2007 499,748.00 46,232.00 555,970.0C 513,858.9~2.°1<92.40/.12131/2009 IJ C HEU~N ANlJ TEMPORARY LABOR SERVICES iASSOCIATES INC 1/112009 150,000.00 0.00 150,000.00 75,433.0C 0.%50.3%12131/2009 DESIGN I:>UU I HtoKN SERVICES CALIFORNIA SOIL 6/30/200 150,OOO.OC 0.00 150,000,00 110,317.0~0.0/.73.50/.1/31/2011 148~1 t"'UMt"'::IIAIIUN P2172 REPLACEMENT PARTNERS INC,THE 11/3/200E 24,120,OC 0,00 24,120.00 18,542.50 0.°1<76,9%12/31/2009 J\,; PROFESSIONAL SERVICES ASSOCIATES INC 5/16/200,45,000.OC 7,487.0C 52,487.0C 50,273.0C 14.3%95,8%Completed NuLlto P2191 850-4 RESERVOIR STRUCTURAL INC 1217/200~15,695.00 0.00 15,695,OC 10,745,OC 0.0/.68.5°1<Completed It-'L -3O-INI,;H,:>UI,;WA U lAY t-I,;t-::IAN Ultol;U I,;UUN I Y P2009 NO.14 TO R WATER 5110/2007 620,000.00 O,OC 620,000.OC 620,000.OC 0.0/.100.0/.3/112010 \';11-'t-'lOU!l -;slj IN\,;H HAKKI::I 6 P2009 VALUE ENG.ASSOCIATES INC 7/31/200 107,138.0C 0.00 107,138,OC 101,800.6 0.%95.%Completed P2191 8504 RESERVOIR -LANDSCAPE KTU+A 8/S/200,13,601,04 O.OC 13,601.0~12,343.21 0.0/.90.8°1<Completed A:>-Nt:~LJt:Dl:Lf:CI ~1\"f\L t:NG, SERVICES PARTNERS INC,THE 8/16/200 100,000.OC 0.00 100,000.OC 58,530.0C 0.%58.50/.Completed vAIHUUIl,;t"'~uI to\,;IIUN 1::Il,;HIr-r PROGRAM ~.sSOCIATES 11/20/200 250,000,OC 0.00 250,000.00 250,062.6 0.0/.100.0/.Completed 1210/:::J\NIIAKY ::It:Wt:K l,;l,;I v S1000 INSPECTION RBF CONSULTING 6/1212008 121,185.0C 0.00 121,185.0C 119,465.85 0.0/.98,60/.Completed lAS-NEEDED ENGDESIGN SVCS LEE &RO INC 3m200 175,000.OC 0.00 175,000.00 157,694.2J 0.%90.10/.12131/2009 P2009 DESIGN OF 36-INCH PIPELINE LEE &RO INC 9/221200~580,183.0C 61,629.00 641,812.00 492,29S.20 0.%7S.7%12131/2010 13 Consultant Con ract Status (Continued) CONSTRUCTION SERVICES P2172 1485-1 PUMP STATION/HVAC HVAC ENG INC 9/28/2006 12,330.00 0.00 12,330.0C 10,290.0C 0.%83,5%Completed VALLEY AS-NEEDED CONSTRUCTION CONSTRUCTION MANAGEMENT SVCS MANAGEMENT 3/5/200e 175,000.OC 0.00 175,000.00 101.937.5C 0.%58,30/<1116/2010 P2009 36-INCH PIPELINE RBF CONSULTING 2114/2008 1,088,785.0C 0.00 1,088,785.00 240,091.2 0.%22.1°1c 3/1/2010 MWH CONSTRUCTORS TEMPORARY LABOR SERVICES INC 1/112009 150,000.00 0.00 150,000.00 70,350.00 0.%46.9%12131/2009 ENVIRONMENTAL liNG P2143 1296-3 RESERVOIR ENV SVCS INC 5/8/2006 125,OOO.OC 0.00 125,000.00 107,261.04 0.%85.8%6/30/2009 .~,.ON-CALL IJONES &S IUKeS EN~RONMENTALSVCS !ASSOCIATES 8/29/200S 300,OOO,OC 25,000.OC 325,000.00 214,672.0~0.%66.1%6/30/2011 ,'~,~,,IIUN OF lHe P1253 PLAN RECON 4/30/2008 270,853.0C O.OC 270,853.0C 9,674.3~0.%3.6%3/28/2011 ,SAN MIG'UeL MJo\DIIJ-\JUNeS &S I UKeS P1253 MANAGEMENTAREA ASSOCIATES 11712009 987,807.0C 0.00 987,807.0C 125,764.4 0.%12.7%12131/2011 ,~~~~J WATER CUNCet-'I R2089 STUDY PBS&J 1214/2007 149,595.00 O.OC 149,595.0C 149,595.0~0.%100.%Completed R20581 R2077/OTAYMESA RECYCLED WATER JONES &STOKES R2087 SUPPLY LINK PIPELINES ASSOCIATES 6/23/2009 213,087.0C O.OC 213,087.0C 7,718.2C 0.%3.6%6/30/2010 WATER RESOURCES MIDDLESWEETWATER RIVER BASIN GROUNDWATER WELL P2481 PILOT PROJECT AECOM 6f3/200~1,065,037.00 0.00 1,065,037.00 O.OC 0.00%0.%5/31/2011 P2481 ENGINEERING PLANNING SVCS,MICHAEL R WELCH 5/13/200 40,000.00 0.00 40,000.00 O.OC 0.00%0.%3/2512010 IV~;:)111'I 0.00 194,280.0CP1210ASSETMANAGEMENTPLANENGINEERINGINC1/1412008 194,280.00 178,780.99 0.0/<92.°;'7/29/2009 ltil-,IIUN ICAMt"'& P2451 FEASIBILITY STUDY McKEE INC 4/14/2008 94,552.00 18,005.00 112,557.00 79,782.59 0.00%70.9%6/30/2010 PUBLIC SERVICES ,,~~~~~VV,I~"t-'LAN CHECKING SERVICES AECOM USA INC 7/27/200E 250,000.00 30,000.00 280,000.00 179,700.8~10.7%64.2%7/31/2009 It-'LAN ~,.~~,,~~11'I;:)t"~1"IIUN P1438 SER~CE !AECOM USA INC 9/25/200 300,000.OC 0.00 300,000.00 122,796,00 0.%40.9°1c 31712010 t"lAN l"M~l"l\ P1438 SERVICES !AECOM USA INC 11/27/200 150,000.OC 0.00 150,000.00 43,829.64 0.%29.2°;'11/27/2009 [Totals:8,442,996.QoII 213,353.00 8,666,339.04 4,277,016.5 2.53% 14 QA/QC Approved: Name:Zka.L~-~Date:5/ZZ 104r1 Construction Contract Status (through June 30,2009) ORIGINAL TOTAL REVISED TOTAL %% CONSTRUCTION CONTRACT CHANGE CONTRACT EARNED OF CHANGE PROJECT CIP NO.PROJECT TITLE CONTRACTOR AMOUNT ORDERS AMOUNT TO,DATE ORDERS·COMPLETE P2191 850-4 Reservoir Spiess Const Co $2,566,300 ($250,778)$2,315,513 $2,204,799 -9.77%95% 'R2081 20-lnch lane Avenue ARB $660,256 $79,907 $740,163 $740,163 12.10%100%Conversion P2422 Interagency Water Jose Pereira Eng $129,542 $5,475 $135,017 $111,551 4.23%83%Meter Connection R2092 450-1 Reservoir NEWest Const $342,865 $59,483 $402,348 $314,327 17.35%78%Disinfection Facility 1296-3 Reservoir P2143 2.0 MG Water Storage Natgun Corp $2,373,220 $0 $2,373,220 $845,100 0.00%36% Facility 'EST. COMPo DATE September 2009 Complete November 2009 July 2009 February 2010 P211Z P20091 P2038 P2009 1485-1 Pump Station Replacement Jamacha Rd. 36-lnch Pipeline & 12-lnch Pipeline Re lacement Otay FCF No.14 Temporary Reconnection SCW CCl Contracting TC Construction $1,530,000 $16,189,243 $14,000 $0 $0 $0 $1,530,000 $16,189,243 $14,000 $526,325 $0 $0 0.00% 0.00% 0.00% 34% 0% 0% January 2010 August 2010 August 2009 TOTALS:$23,805,426 ($105,913)$23,699,504 $4,742,265 -0.44% QA/QC Approved:~ Name:!~Date:C(,ZZ/O?15 Expenditures (through June 30,2009) ($000) FY09 FY09 Percen1 Total Project Current Project FY09 Expenditures Remaining Budget Project Total Project Total Total Project Percent CIP No.Description Manager Budget Through FY09 Budget Spent Budget Expenses Remaining Budget Comments 06/30109 through Balance Spent06/30/09 CAPITAL FACIUTY PROJECTS Hidden Mesa &Chase portions are PL -36-lnch,SDCWAOtay FCF No.14 to Regulatory ~complete.Jamacha portion under P2009 S~e Riooeroer 8000 2,016 5,984 25%3765 18,235 17%construction with P2009 Project PL-16-lnch,1296 Zone,MelodyRoad -.~ P2033 CamPO/Presilia RipperQer 2 0 2 0%-1 5 1,821 0%Develooerdriven. P2037 Res -98Q-3 Reservoir 15 MG Ripperoer 01 0 0 0%'14~542 13,663 4%Projectdeferred to future Years. Hidden Mesa dn Chase portions are PL -12-lnch,978 Zone,Jamacha,Hidden Mesa,and 2.400 complete.Jamacha portion to be P2038 Chase Uosizeand Reolacements Kay 900 310 590 34%1,204 1,196 50%constructed with P2009 oroiect. P2040 Res -1655-1 Reservoir 0.5 MG Ripperoer 1 1 0 100%2.055 478 1,577 23%Proiectcomoleted. Groundwaterdevelopmentplanning efforts continues to focus on the Middle SweetwaterRiver Basin GroundwaterWell -Pilot Project,the Rancho del Rey Well,the ClayMesa Lot7 Well,and the Otay River Demineralization Feasibility Study (P2462l, and the San Diego Formation Groundwater 2.530 Feasibility Study (P2467)in conjunction P2129 Groundwater Exploraijon PrOQram Peasley 10 59 -49 590%-617 1913 24%'NithSWA. P2143 Res -1296-3 Reservoir2 MG Kay 1900 1232 668 65%c_3640 1702 1.938 47%Proiect underconstruction. P2172 PS -1485-1 Pumo Station Reolacement Kav 1 125 783 342 70%237.!1,203 1172 51%Proiect underconstruction. 2,8381 ,28.500 Pump staijon modifications to begin after P2185 Res -64Q-l Reservoir 20.0 MG Ripoeraer 3900 1,062 73%,~'28,100 400 99%P2009 is complete. PL -lQ-lnch,1485 Zone,Jamul Highlands Road to P2190 Presilla Drive Ripperoer 5 °5 0%228l 3 225 1%Developerdriven. P2191 Res -850-4 Reservoir 2.2 MG Kay 195O 1,809 141 93%3,2501 3143 107 97%Project underconstruction. P2258 PS -LowerOlav Pump Station Phase 1 (9,000 GPM)Ripoeraer 0 -2 2 0%7,~2080 5,725 27%On hold -lowpriority.,Phase I -Westside ofthe project is complete.Eastside ofthe project's budget is supplemented by $11OK in the2011 CIP fiscal year when newwater line 36-lnch Main Pumpouts and AirNacuum Ventilaijon Acuna!construction allows for thecomplete ofthis P2267 Installations Munoz 0 0 a 0%34S 234 111 68%Iproject,The County has restricted trenching the newly paved streets.Opsalso wanted to PL 2Q-lnch,657 Zone,Summit Cross-Tie and 36-wait until the PRS atLa Presa is P2318 Inch Main Connections Ripperoer 200 13 187 7%601 70 531 12"A.constructed. Ups aces notwantthe demolition untJI at Res -Dorchester Reservoirand Pump Station 150 least one yearafter the 36-inch to FCF#14 P2370 Demolition RipDeraer 0 0 a 0%13 137 9%is in ooeration. 16 Expenditures (Continued) FY09 FY09 Percent Total ProjectBudgetTotalProjectCurrentDescriptionProjectFY09ExpendituresRemainingSpentProjectTotalProjectTotalRemainingPercent CommentsCIPNo.Manager BUdget Through FY09 Budget Budget Expenses Budget 06/30/09 through Balance Spent06/30/09 CAPITALFACIUTY PROJECTS PL -12-lnch.832 Zone.Steele Canyon Road -Via P2387 Caliente/Cameo Kay 500 300 200 60%584 431 153 74%Proiectcomoleted. Pending theoutcomeofthejoint SWNOtay study (P2462).environmental and planning Otay RiverGroundwater Well work may begin to occur in about 2 to 3 P2450 Demineralization/Develooment Peasley 115 3 112 3%5:000 6 4994 0%IYears. A consultantcontract was awarded by the Board to COM for the developmentofa Feasibility Studyon the Rosarito Desai conceptwhich is complete.A final draft requestforproposal fora preliminary Rosarito Desalination Facilitv ConveyanceSYStem design reportand enYironmen!al P2451 PeasleY 150 138 12 92%5000 171 4829 3%documentation has been oreoared. The outcome ofthe Otay MountainWell exploration efforts perterms ofan existing agreement may not result in much P2457 OlayMountain GroundwaterWell Develooment Peaslev 10 2 8 20%6500 2 6498 0%expendrtures in FY 2009. In Planning.May beconsidered for use P2460 LD.7 Trestle and Pioeline Demolition Riooeraer 20 1 19 5%376 5 371 1%with P2451. Joint SWNOtayProp 50 grant was awarded andconsultant contract for the feasibilrty studywas awarded to MWH in 2007.Studyefforts are complete.Otay River participation agreementbetween P2462 Otav RiverDemineralization Feasibilitv Study Peaslev 150 182 -32 121%200 183 17 92%SWAand Otav has been aooroved. The project is jointlyfunded by SDCWA. SWA.the Crty ofSan Diego.and Otay. Proposition 50 funding for 50%ofthe cost has been secured bythe SDCWA.A consultant contractwas awarded to COM. SDCWAhasstated that theywill pay 100% ofthe cost,thus no expendrture of Otay South Bay Regional Concentrate Conveyance maybe required for the contract.Study P2463 Feasibilitv Studv Peaslev 15 8 7 53%2!i 15 10 60%effOrts are complete. SD17pumpstation agreement negotiations have been essentially terminated between P2464 San Dieao 17 Pump Station and Flow Control Facilitv Peaslev 15 3 12 20%30 22 8 73%the oarties. P2465 ReaulatoN Site Materia.1 Storace Bins Kay 280 253 27 90%310 297 13 96%Proiectcomoleted. Environmental compliance in progress, P2466 Reoional Tra/nina Facilitv COburn-Boye 150 116 34 n%220 158 62 72%proiectwill be comoleted in FY10. 17 Expenditures (Continued) FY09 FY09 Percent Total ProjectBUdgetTotalProjectCurrentDescriptionProjectFY09ExpendituresRemainingSpentProjectTotalProjectTotalRemainingPercent CommentsCIPNo.Manager BUdget Through FY09 Budget through BUdget Expenses Balance Budget 06/30/09 06/30/09 Spent CAPITAL FACIUTYPROJECTS This project is jointlyfunded by SWA and Otay.The SDCWAawarded a LISA grant to SWAto fund upto50%ofthe costofthe effort.Monitoring wells in the Otay River have been completed byUSGS.Data gathering on well information within the San Diego Formation continues.Otay River participation agreementbetween SWAand P2467 San Dieao Formation Groundwater FeasibilitvStudv Peaslev 400 610 -210 153%1600 610 990 38%Otav has been aooroved. P2471 850/657 PRS atLa Presa PumoStation Riooeraer 5 29 -24 580%..-300 29 271 10%Proiect in desi!:!n. .~This projectIS for water supply feaSibility study efforts.Staffrequested MWH to prepare a scope ofwork and cost estimates for supplyfrom the SWA PurdueWTP and the North DistricttoSouth District P2472 WaterSuPPly Feasibility Studies Peaslev 150 22 128 15%400 22 378 6%Interconnection. P2473 PS -711-1 Pumo Station lmorovement Riooeraer 50 2 48 4%20d 2 198 1%Preliminarydesicnstarted. Oil containment for 680PS complete.PDR P2474 Fuel Storace Covers and Containment Rippercer 100 15 85 15%100 15 85 15%planned forFYl0 1st Quarter. P2475 Pumo Station FireSafety Improvements Ripoeraer 50 7 43 14%~7 43 14%PDR planned for FY10 1st.Quarter. Dis -1090-1 Pump Station Disinfection System P2476 UPllrade Riooeraer 100 0 100 0%-100 0 100 0%POR in orocress. Testing complete.Surface hasaccelerated oxidation,but coverlife expectancy is approx.5years.Tab and oxidized areato 4501 be repaired.Coverwill be mon~oredevery P2477 Res -624-1 ResesvoirCoverReolacement Riooeraer 250 7 243 3%7 443 2%Iyear. R2034 RecRes -860-1 Reservoir4 MG Ripoeraer 104 23 81 22%3.8001 24 3.776 1%Design on hold until 2012. RecPL -Otay Mesa Distribution Pipelines and R2048 Conversions Riooeraer 10 9 1 90%2;000 9 1991 0%In Plannina. RWCWRF-RO.Building Remodel and Office S7liR2053FurnitureRipperaer130252-122 194%569 6 99%Proiect completed. RecPL -24-lnch,860 Zone,Alta Road -Alta R2077 Gate/Airway Ripoeraer 200 127 73 64%4100 196 3904 5%Construction docs nearina 30%comolete. RecPL -20-Inch,944 Zone,LaneAvenue-Proctor R2081 Vallev/Pond No.1 Kav 660 564 96 85%.1160 1,158 2 100%Proiect completed. RecPL -20-Inch,944 Zone,Wueste Road - R2087 Olymoic/OlavWTP Ripperger 100 111 -11 111%2000 172 1,828 9%Construction docs30%complete. RecPL -20-lnch,860 Zone,County Jail -Roll 1.500 PDR completed.Delayed project by R2088 Reservoir/860-1 Reservoir Riooeraer 81 32 49 40%56 1444 4%constructina a PRS at Roll Reservoir. R2089 North District Recvcled WaterReaulatorv Comoliance Cobum-BoYc 110 109 1 99%20d 200 O.100%Proiectcompleted. Pump testing is complete.PDR to be R2091 RecPS -944-1 Pumo Station Uoarade Riooeraer 324 53 271 16%325 54 271 17%finalized by 1stQuarter FY10. R2092 Dis-450-1 ReservoirDisinfection Facility Ripoeraer 750 490 260 65%830 585 245 70%Proiect in construction. 18 Expenditures (Continued) FY09 FY09 Percent TotalProjectBudgetTotalProjectCurrentDescriptionProjectFY09ExpendituresRemainingSpentProjectTotalProjectTotalRemainingPercent CommentsCIPNo.Manager Budget Through FY09 Budget through BUdget Expenses Balance Budget 06/30/09 06/30/09 Spent CAPITAL FACIUTYPROJECTS The City of Chula Vista and Otayhave developed a final draftscope ofwork,RFP, and a participation agreementto focus on the treatment facility and related R2093 MBRCity of Chula Vista Peaslev 50 8 42 16%5000 8 4992 0%lreauirements. S2016 SolarPanelInstallation PhaseI Riooeraer 100 21 79 21%710 42 668 6%Inreview.Expendituresbelowtarael Total capital Facilities Projects Total:23,122 12,556 10,566 Sft 13S.S55f -48.214 ~sr.341 MAINTENANCE (RENEWAUREPLACEMENTl PL-12-lnch,803 Zone,Jamul Drive Permastran P2356 Pipeline Replacement Kay 705 566 139 80%-815 750 65 92%Project complete. Last retro frt device scheduled to be -2.798 purchased isstill notapproved'forus by P2366 APCD Enaine Reolacementsand Retrofrts Rahders 170 143 27 84%1647 1,151 59%CARB. P2382 Safetyand Sea.uitv Imorovements Cudal 169 132 37 78%1.317 1,144 173 87%EXPenditures belowtarael No response from ORC.District's attorney P2416 SR-125 Utility Relocations Kay 10 24 -14 240%87li 866 4 100%now involved. CIP closed.Individual interconnectionsto P2422 Aaenev Interconnections Kay 250 267 -17 107%1.800 465 1,135 29%be opened forFY10. P2440 1-905 Utility Relocations Kay 9251 -1264 2,189 -137%2.460 1398 1,062 57%Caltrans driven. P2441 NGlRAMAR Meter Replacements Keeran 100 62 38 62%.2.035 2,020 15 99%Proiectcomplete. P2453 SR-11 UtilitvRelocations Kay 5 3 2 60%5nOI 3 497 1%Caltrans driven. lI'\cuna lI'\neao 01 scneoue.Inlsnoa,e esuma,eo P2456 Air and Vacuum Valve Upgrades Munoz 520 621 -101 119%4.214 1510 2,704 36%0612012. P2458 AMR Manual Meter Reolacement Keeran 1250 1,204 46 96%-102m 2,696 7581 26%No issues. P2480 Ruxton Avenue Utilitv Relocations Riooeraer 100 77 23 77%100l 77 23 77%Proiect comolete. RWCWRF ForceMain AirVac Replacementsand _. R2086 Road Imorovements Kav 1000 961 39 96%1;300 1,298 2 100%Proiect comolete. The expenditureswere billed by SVSDand SVSD Outfall and RSD Replacement and OM paid within the fourth quarterofthe fiscal S2012 Reimbursement Peasley 430 76 354 18%2.84E 498 2,348 17%vear. S2015 Calavo UftStation Reolacement Kav 334 359 -25 107%560 559 1 100%Proiect complete. Total Maintenance Total:5,968 3,231 2,737 ~91.692 14.93.1 -1878 CAPITAL PURCHASE PROJECTS P2282 Vehicle Caoital Purchases Rahders 228 227 1 100%2.689l 1,806 883 67%100%ofbudaetspenl P2285 Office Eauiomentand Furniture Capital Purchases Bell 20 19 1 95%576 411 165 71%Exoenditures below tarael Money used to upgrade the District's fuel system instead ofreplacing.A portion of the leftover funds were used to purchasea newpieceofservice equipmentforthe P2286 Field EauipmentCapital Purchases Rahders 45 32 13 71%1161 661 500 57%Fleet Shop. 19 Expenditures (Continued) FY09 FY09 Percem Total Project Current Project FY09 Expenditures Remaining BUdget Project Total Project Total Total Project Percent CIP No.Description Manager Budget Through FY09 Budget Spent Budget Expenses Remaining Budget Comments 06/30109 through Balance Spent06/30109 CAPITALPURCHASE PROJECTS P2443 Information Technolooy Mobile Services Stevens 250 181 69 72%15~663 839 44%ExOAnditures below tareet P2461 Records Manaeement SYStem Uoorade Jenkins 50 49 1 98%150 156 -6 104%IEXOAnditures below taraet Small portion of anticipated FY2009 expenditures were pushed into FY2010 due P2469 Information TechnoloaY Networkand HardWare Jenkins 500 385 115 n%,""sao 385 1.515 20%to delavsin wireless proiect P2479 Ooerations Yard PrOPertYAcauisition Dobrawa 600 364 236 61%00.600 364 236 61%PDR in orooress. P2470ApPlication Systems DevelOPment and Intearation Stevens 380 380 0 100%l'.""1.•380 1.000 28%Proiect comolete. P2478 Administration Buildina Enaine/Generator set Anderson 80 8 72 10%~.llli 0 80 0%Purchase ofaeneralordelaYed 10 FY201O. Total Capital Purchase Proiects Total:2,153 1,645 508 1ft.10,038 4,826f 52 I DEVELOPER REIMBURSEMENT PROJECTS PL -16-lnch,711 Zone,Birch Road -SR P2134 1251EastLake Charles 200 185 15 93%210 185 25 88%Proiectcomolete. PL-16-lnch,980Zone,OlympicParkway -East 1,!itXI Three projects with thisCIP.All complete P2367 PalomarlEastLake Charles 0 0 0 0%235 1,265 16%and acceoted. PL -12"to 16"Oversize,803 Zone,Dehesa Road- 153 Projectaccepted.Potential litigation of P2414 DehesaMeadow/OWO Bndv Charles 10 0 10 0%142 11 93%claims. RecPL -12-lnch,944 Zone,Birch Road -La R2033 MedialEastLake Charles 330 325 5 98%330 325 5 98%Proiectcomolete. RecPL -16-lnch,860 Zone,Airway Road-Otay Aerial Topography underway for remaining R2058 Mesa/Alta RiDDeraer 100 84 16 84%3000 403 2,597 13%sections. RecPL.24-lnch,680 Zone,Olympic Parkway -Village R2082 21Heritaae Charles 0 0 0 0%801 0 801 0%Pro'ect started. RecPL -20-lnch,680Zone,Village 2 -Heritage/La . R2084 Media Charles 0 0 0 0%426 1 425 0%Proiect started. Total DeveloperReimbursement Projects Total:640 594 46 lmIi 6420 ..,.1t2Q':1 ~ I GRAND TOTAL $31,883 $18.026 $13857 57%.$183,705 $89.262 20 QA/QC ApprOYed~ Name:~'9---'I Date: AGENDA ITEM 10b STAFF REPORT DIV.NO. October 7,2009 W.O.lG.F.NO: MEETING DATE:Regular Board Ted Cudal,Safety and ~' Security Administrator Rom Sarno,Chief,Administrative serv~APPROVED BY: (Chief) TYPE MEETING: SUBMITTED BY: APPROVED BY: (Ass!. GM): SUBJECT: Manny J.Magana,Assistant General Manager for Engineering and operations~ LARRY C.LARSON SAFETY AWARD FOR 2009 GENERAL MANAGER'S RECOMMENDATION: This is an informational item and requires no Board action. COMMITTEE ACTION: See Attachment "A". PURPOSE: This is to inform the Board that the District has been awarded the Larry C.Larson Safety Award for 2009,an award presented on behalf of the California-Nevada Section,American Water Works Association (AWWA). ANALYSIS: The Larry C.Larson Safety Award recognizes a Utility with the commitment to make their employees'health and safety a main priority The criteria are stringent and very few utilities are honored with this award. The District submitted an application to be considered for this award.The data submitted in support of the District's application includes the District's aggressive approach to safety training and education by reducing or eliminating the potential for lost time accidents,and by bringing employees together with high moral results,achieving a more proficient and productive work force. In 2009,the District has revised and updated the Safety Manual and training programs,increased safety awareness,and reduced injuries by 30%from the previous year. FISCAL IMPACT: None. STRATEGIC GOAL: Evaluate and make recommendations regarding Environmental Health,Emergency Preparedness and Safety Management System. LEGAL IMPACT: None. ager Attachments:Attachment "A"-Committee Action Attachment "8"-Letter dated August 28,2009, announcing award to the Otay Water District Attachment "C"-Application for Larry C.Larson Award ATTACHMENT A SUBJECT/PROJECT:LARRY C.LARSON SAFETY AWARD FOR 2009 COMMITTEE ACTION: This item was reviewed in detail by the Finance,Administrative Services,and Communications Committee and the Engineering, Operations and Water Resources Committee on September 14 and September 28,2009 respectively.The following comments were made: •The District has been selected to receive the American Water works Association Larry C.Larson Safety Award for 2009. •The Larry C.Larson Safety Award is a very prestigious award. The District was selected because of its active approach to assuring the protection of its employees through it health program,aggressive safety training and education. •The award also recognized that the District has updated its Safety Manual and training programs. •Because of its programs,the District has reduced it injuries by 40%(5 to 3)from the previous year. •The committees congratulated field staff,human resources and management for their efforts and commitment to safety that contributed to the receipt of the award. •It was requested that staff provide the board a similar report on the Safety Program annually. The committees supported presentation to the full board as an informational item. ATTACHMENT B UNITED STATES ENVIRONMENTAL PROTECTION AGENCY REGION IX 7~Hawthorne Street San Francisco,CA 94105·3901 August 28,2009 Mr.Mark Watton General Manager Otay Water District 2445 Sweetwater Springs Blvd Spring Valley,CA 91978 Dear Mr Watton: On behalfofthe California-Nevada Section,American Water Works Association,it is my pleasure to inform you that Otay Water District been selected to receive the Larry C. Larson Safety Award for 2009.Congratulations!This award recognizes a utility with the commitment to make their employee's heath and safety a main priority.The criteria for this award are stringent,so very few utilities are so honored. Please join us at the awards ceremony at our 2009 Fall Conference on Tuesday,October 6th,2009,at the Riviera Hotel and Casino,Las Vegas.The Riviera is located at 2901 Las Vegas Blvd,South.The ceremony will be held during the opening awards program, which begins at lOam. Ifyou are not otherwise planning on attending the conference,we would appreciate you informing us,so we can have a luncheon ticket for you.If you are planning on attending the conference,and haven't already registered,a registration form has been included for your convenience.You may send your registration form to: California Nevada Section,AWWA 10574 Acacia Street,Suite D6 Rancbo Cucamonga,CA 91730 We would also appreciate it if you could send us a suitable photo representative ofthe water district by September 21st,2009.We'll use it in the presentation and in the exhibit hall.You can e-mail your photo to me at macler.bruceui1epa.gov.If you have any questions,please do not hesitate to contact me.Again,congratulations! Sincerely, ~(;'1~ bruce Macler Section Awards Chair 415972-3569 Printed on Rl'cycied Paper ATTACHMENT C CALIFORNIA-NEVADA SECTION,AWWA LARRY C.LARSON SAFETY AWARD Utility Name Utility Address Utility Phone General Manager Otay Water District 2445 Sweetwater Springs Blvd,Spring Valley CA 91978 (619)670-2222 Mark Watton Ted Cudal,CSP,CHMMSubmittedby: Number ofEmployees (2008) Number ofEmployee Hours (2008) SAFElYRECORD Number ofDisabling Injuries 2003 15 2004 14 2005 10 2006 16 2007 8 2008 5 2009 (Mid-year)3 168 300,209 Employee days charged to injuries 245 76 24 276 183 144 44 Reason why applicant is nominated for this award: (Please complete the attached supplemental data sheet) The Otay Water District has a very pro-active Safety Program,centered on the premise that all injuries and incidents are preventable.The District has continually improved it's safety performance,and strives to reduce all injuries and illnesses.InJuly,2008,the District hired a new Safety and Security Administrator,conducted a thorough review of the safety programs,and completed a review ofthe Safety Training requirements and Return to Work programs.The Safety Program information is posted internally on the intranet (Sharepoint).Currently,we have 3 reportableinjuries and a 14.67 Severity Rate. The continual improvement and reductions are noteworthy. California-Nevada Section,AWWA Supplemental Data Sheet for the Larry C.Larson Safety Award The following infonnation will be used by the CA/NV Section Safety Committee to evaluate water utilities and individuals nominated for the Larry C.Larson Safety Award.The complete fonn should be attached to the nominated fonn and submitted to the Section's Safety Sub-Committee Chair. Utility Name Otay Water District 1.Type ofWork (Estimate the number of employees or percent ofwork force in the following classifications a)Administrative &Office 48% b)Construction 11% c)Distribution 22% d)Treatment 5% e)Other (specify)14% (Fleet,Field Eng,Facilities) II.Safety Program a)Does the utility have a fonnal safety program?0 N b)Ifyes,how long has it been in effect?Since Est.1980's c)Is the Utility's Safety Officer full-time?G)N d)Ifpart-time,what other function does he/she have?NA e)Which ofthe following items are part ofthe safety activity? Is there a safety committee?0 N Ifyes,how often are meetings held? Safety Manual?®N Safety Posters?®N Supplemental data continued: Weeldy Safety Talks?®N Employee Safety Award?®N Safety Suggestion Program?CD N Accident Review Board?®N List any other item used:(See attached documentation) III Describe your Injury and Illness Prevention Program (IIPP)The Otay Water District's IIPP covers:1)Management commitment and assignment ofresponsibilities:2) Safety communications:3)System for assuring employee compliance with safe work practices:4)Scheduled inspections:5)Accident investigation:6)Procedures for correcting unsafe/unhealthy conditions:6)Safety and health training and recordkeeping. IV Safety Training (check programs provided) Defensive Driving X First Aid CPR X Other (list)(See attached documentation) V General Remarks (Describe outstanding achievements in areas ofsafety above and beyond what is required by Cal-OSHA &Fed OSHA) The District has continually improved in trying to limit risk to injury and in reviewing it's Safety Programs. VI Please include the name ofyour company's insurance handler,contact person and telephone number Insurance:SDRMA Contact:Ted Cudal,CSP,CHMM,Safety and Security Administrator (619)670-2295 Upon review,sub-committee may contact applicant for additional information Return application to: Mr.Tim Tillery Suburban Water Systems 1211 E.Center Court Drive Covina,CA 91724-3603 OTHER SUPPORTING DOCUMENTATION i Shared Documents • ••Safety and ~Security All Sites Page 10f2 ~~I ---,~Advanced Search OTAY >Administrative Services>Safety and Security>Shared Documents>1)Safety Manual Shared Documents Share a document with the team by adding it to this document library. New·Upload·Actions • Type Name 101.01 Injury Illness and Prevention Program 101.01a Fleet Inddent Reporting Procedure 101.01a Incident Report Forms 101.01c Injury and Illness Reporting Procedures 101.01d Return to Work Program 101.02 Safety Committee Procedure 101.02a District General Recognition Program 101.03 Safety Inspection Procedure 101.03a Safety Inspection Checklists 101.04 Ergonomics Program 101.05 Fire Prevention Plan 101.06 Emergency Action Plan 101.06a NIMS Manual 101.07 Hazard Communications Program 101.08 Material Safety Data Sheets and Labeling Hazardous Substances 101.09 Personal Protective Equipment Procedure 101.09a Respiratory Protection Program 101.09b Respiratory Selection and Use Procedure 101.10 Laboratory Safety Procedure 101.11 Lockout Tagout Procedure 101.11a Lockout Tagout Inspection Form 101.12 Welding and Cutting Hot Work Safety Procedure 101.12a Hot Work Permit 101.13 Metal Working Equipment Machine Guarding Procedure 101.14 Abrasive Wheels and Grinding Equipment 101.15 Confined Space Procedure 101.15a Confined Space Permit Form 101.16Trenching and Shoring Procedure 101.16a Trench Inspection Form 101.16b CalOSHA Construction Guide 101.17 Powered Industrial Truck Forklift Safety Procedure lO1.l7a Cal-OSHA Powered Industrial Truck Operating Rules 101.18 Asbestos Cement Pipe Safety and Minimizing Silica Exposure 101.18a CalOSHA Silica Alert View:IAll Documents Modified .Modified By 5/5/20098:52 AM Ted Cudal 5/5/20098:54 AM Ted Cudal 5/5/20098:58 AM Ted Cudal 5/5/2009 12:29 PM Ted Cudal 5/5/20099:02 AM TedCudat 5/5/20099:03 AM Ted Cudal 5/5/2009 9:06 AM Ted Cudal 5/5/20099:08 AM Ted Cudal 5/5/20099:09 AM Ted Cudal 5/5/2009 9:11 AM Ted Cudal 5/5/2009 9:13 AM Ted Cudal 5/5/20099:14 AM Ted Cudal 5/5/2009 9:16 AM Ted Cudal 5/5/20099:17 AM Ted Cudal 5/5/20099:19 AM Ted Cudal 5/5/20099:20 AM Ted Cudal 5/5/20099:22 AM Ted Cudal 5/5/20099:22 AM Ted Cudal 5/5/20099:24 AM Ted Cudal 5/5/20099:25 AM Ted Cudal 5/5/20099:25 AM Ted Cudal 5/5/2009 9:28 AM Ted Cudal 5/5/20099:28 AM Ted Cudal 5/5/20099:30 AM Ted Cudal 5/5/20099:31 AM Ted Cudal 5/5/20099:32 AM Ted Cudal 5/5/20099:32 AM Ted Cudal 5/5/2009 9:33 AM Ted Cudal 5/5/20099:35 AM Ted Cudal 5/5/20099:35 AM Ted Cudal 5/5/20099:37 AM Ted Cudal 5/5/2009 9:37 AM Ted Cudal 5/5/20099:38 AM Ted Cudal 5/5/2009 9:39 AM Ted Cudal http://sharepoint/AdminServices/Safety/Shared%20Documents/FormslAllItems.aspx?RootFolder=...7/21/2009 Shared Documents 101.19 Chlorine Safety Procedure 101.20 Aqua Ammonia Safety Procedure 101.21 Sodium and Calcium Hypochlorite Safety Procedure 101.22 Bloodborne Pathogens Exposure Control Program 101.23 Rim and Wheel Servicing Procedure 101.24 Gun Range 101.24a Off Road Vehicle Safety 101.25 Construction Safety Procedure 101.26 Hearing Conservation Program 101.27 Fall Protection 101.27a Appendix A.Formal Inspection Procedure 101.27b Appendix B.Formal Harness Inspection log 101.27c Appendix C.Harness Before Use Inspection Form 101.28 Dump Truck Safety 101.28a Truck Inspection Form 101.29 Hoist and Davit Safety 101.30 Traffic Control and Flagging Procedure 101.30a County of San Diego Traffic Guidelines 101.31 Heat Related Illness Prevention 101.32 low Voltage Electrical Safety Program 101.33 High Voltage Electrical Safety Program Page 2 of2 5/5/2009 10:08 AM Ted Cudal 5/5/2009 10:08 AM Ted Cudal 5/5/2009 10:09 AM Ted Cudal 5/5/2009 10:10 AM Ted Cudal 5/5/2009 10:13 AM Ted CUdal 5/5/200910:16 AM Ted Cudal 5/5/200910:17 AM Ted Cudal 5/5/200910:18 AM Ted Cudal 5/5/200910:18 AM Ted Cudal 5/5/2009 10:18 AM Ted Cudal 5/5/2009 10:20 AM Ted Cudal 5/5/2009 10:20 AM Ted Cudal 5/5/2009 10:22 AM Ted Cudal 5/5/2009 10:14 AM Ted Cudal 5/5/2009 10:14 AM Ted Cudal 5/5/2009 10:23 AM Ted Cudal 5/5/2009 10:23 AM Ted Cudal 5/5/2009 10:25 AM Ted Cudal 5/5/2009 10:26 AM Ted Cudal 5/5/2009 10:26 AM Ted Cudal 5/5/2009 10:27 AM Ted Cudal http://sharepoint/AdminServices/Safety/Shared%20Documents/Forms/AllItems.aspx?RootFolder=...7/21/2009 OTAY WATER DISTRICT CAL-OSHA Regulations Minimum Training Requirements Training T~Pi~'--'--"'--'--TcCRTiii~~requency I i'ITypical Job Olay Water District iProgram Manager / .J ~ection of Training Classification Program IDate Reviewed Acci$:l.ent Inv,esfigatitiln 3203(all7llF)Initial Sl.\.p>~i9.C!lr-sJl.\eoldeJl\t HS 101 .01 IIPR Safety &Securit~/08-' InMestlgai01'$HS 101.02 Safet ~Committee HS 101.11 Lockout]=Accident Prevention 3341(dX5)Initial Impacted Employees Safety &Security Signs &Tags lraQout 1/01·21-09. Asbestos Consultant ~Initial OertlffiEN!l1Il\artS.ons HS 101.18 Asbestos!Safety &Secur!!>' Site Surveillance and Silica Ii01·22·09 Technican Erm-pla}(e.es likely D 1529(kl(9XB)Initial exposed =::o!REL & AsbestoS/Asbestos 5208(jX7XB)Annual tl'lGSe who p>erfcrm AwareneSs ~OlassIHIV\0perafioms Battery Handling/5185(a)Initial Assigned Employees OJT-Fleet Fleet-DOT Proficiency Changing/Charging records -4-12-09 Bloodborne Pathogens 5193(QX2)Initial/Annual Potenbally Exposed HS 101.22 Bloodbom~~Safety &Secu~ Employees Pathogens Exposure ~1·22-09 Control Carcinogens AsListed 5209(eX5)Illnltial Exposed Employees New Employee Orientation -Safety..Orientation completed 10-10-08 =~-=Chemical Hygiene for 5191(f)(2)Initial New Laboratory!Employees HS 101.10 Labor:~ry;Safety &Security and Laboratories Hazards Safety Procedures Reclamation Plant Refresher Superviso~ /12·18·08 Compaction Equipment 4355(a)(2)Before Use Users OJT -Construction Construction -Fleet - Maintenance 4·12·09 ---. Confined Spaces 5157(9)Initial Affected Employees HS 101.15 Confined Safety&Securit 5158(c.l(2)Program Update Exposed Employees ~.1/08·19-08 -Changes ?= Electrical Safety Electrical Initial IIQualified Person HS 101.32 High Pump and Electrio Safety Orders ~oltageand HS ~12-31-08 2320.1 101.33 Low Voltage 2320.9 Elevating Work 3648(1)(7)Before Use Users OJT -Warehouse Warehouse Operations I Platforms &Aerial 3648(c)Authorized Personnel Operations Document initial Devices 3646(c)training 1·31-09 3638(d) Emergency Action Plan 3220(e)Initial Impacted Employees HS 101.06,~g~i safety&~~ Plan Update Action Plan 109·10·08 Emergency Procedures 1512(d)Initial Assigned Employees HS 101.06 Emergency.Safety &Security (Construction)Action Plan,Emplo_~1/09-10-08 Emergency Manual .......~ Equipment &Machinery 1510Cb)Initial Qualified Person OJT -Construction Construction/Fleet -DOT (Construction)Maintenance Proficiency 09·10·08 Ergonomics 5110(bX3)Initial -When Employees in affected HS 101-04'Safety &Security Standard is job dassifications.when ~gonomics /8·20·08 Triggered standaro IS triggered 1=1 Excavation/Trenching!jM1 Competent'Person HS 101.16 Trench Safety&SecurllY; Shoring Safet'!.12/17/08 Fall'Protection /1671.1 Initial Affected Employees HS-101.27 Fall Safety &SecuritY- Personal Fat!1670(bX19)Competent.Person Prevention.II Completed Harness Arrest/RestraintSys.Qualified Person HS 101.29 Hoist and Inspection Logs-2 ~vit Safety emplo~ees trained.12· 18·08 Training Topic CCR Title 8 Frequency Typical Job Otay Water District Program Manager1 Section ofTraining Classification Program Date Revi~wed.......... Fire EKtinguisher &Fire 6151(g)(1H2)Inibal Assigned Employees HS 101.06 Fire'·Safety &Security; Fighting Equip.Annual Prevention Plan 18-29.081 Fire Extinguisher &Fire .",(2)InitIal Assigned Employees HS 101.06 Fire'Safety &SecuritYI Fighting Equipment Annual Prevention Plan 8-29-08 Fire Prevention Plan 3221ldX1H2)Initial Exposed Employees HS 101.06 FirJ Safety &Security New Hazards Prevention Plan 18·29·08 Fire Protection -FIxed 6175Cb)(1Q)Initial EmplOyees Assigned HS 101.06 Fire'Safety &Securitl Extinguishing Systems 6181(b}(2)Annual MaintenancelOperabo Prevention Plan ..!:!9·08 n Exposed Employees Fire Protection -6165(fl(2)(F)Initial Assigned Employees HS 101.06 Fire safetY&I~ Standpipe &Hose Prevention Plan 18·29·08 System Inspection I"- First Aid First Aid.&~Initial Assigned Employees Revised EAPJ Safety &SecurilX CPR 62§1(d}(2)Changes Supervisors Reassigned ~9·11·09 ~Every 2 years (or Emergency Response.I'-'- 51[l.~.as specified by Team.Addressed ~ ~~.can.organizationI ~CPRIAED ~605], FirstAid (Construction)1512(b)&(d)Initial AsSigned Employees Read comments Safety &Security- Updated above 19.11·09r Flaggers (Traffic)111599<0 &(9)Initial Assigned Employees HSM 101.30Traffic Safety&~ A Control 111.21.09, Hazard Communication 5194(bX1)Initial Exposed Employees HS 101.07 Hazard Safety &Securi!y New chemicals or Communications 109·09·081 processes HS 101.08 MSDS,109-15-08 Labeling Hazardous Waste 5192 (e)&Initial Assigned Employees Training ongoing Safety &Security Operations &(g)(§}Annual Refresher Qualified Person &HAZWOPER Team Emergency Resp.Leader112·22·08~ Hearing (NOise)5Q98(aX4)Initial Retraining Employees Provided HS 101.09 Hearing Safety &Security Protectors 5097(dX5XA)Initial Annual Protectors.All ~servation 1/9·19·08 Conservation &(B)Employees Exposed <......::....., ~to =>85 dBATWA=HealStress ~Initial Exposed Employees Heat Related IIInessl Safety &Securit~ Prevention 101.31 112-16-08 IndustriaVLift Trucks ~Initial,Annual,Operators HS 101.17 Powered Safety &Securit (Forklifts)&Tractors ~Observed Unsafe Industrial Tru 111/03/08- 3668 Operation,Post (Forklift)SafetAccidentEquipmentErocedureChangeWorkplace Change (Operator eval.@ 3 years) InjUry &Illness 3203(a)(7)Initial All Employees HS 101.01 IIPP Safety &Securitv108- Prevention Program .lm!U Updated Supervisor Tailgates HS 101.03 Safet ~ -'"Inspections Job Hazard(s)3203<a)(7)BeforeJob All Employees HS 101.01 IIPP Safety &Security108) ~Assignment HS 101.03Safet 27-08 New Hazards Inspections ---..------------ I-iIS n01.19 Chlorine Comoleted 4.12.09 Safety Procedure HS 101.20 Aqua Ammonia Safety HS 101.21 reviewed 1- Procedure 22·09 HS 101.21 Sodium HS 101.28 reviewed 1- Hypochlorite Safet ,B-09 HS 101.28 Dumy. Mangers and Supervisors track Safety &Securit~ I Review in Progress> due 6/09 Human Resources Completedannually Training Matrix HS 101.09 Res irato~Safety &Securit Protection Reviewed 10-22-08 Access to Medical an Exposure RecordS' (poster) HS 101 "'=.0'=7"':"'H:"""az-a-r"":'d Communications Supervisors Involved Employees Welders Fire Watchers Qualified Person All Employees PPE Users Users Employees Exposed =>85dBATWA Qualified Person Affected EmployeesInitial Annual 32Q4lgXll Wheels orRims -Initial Service Personnel Servicing Wheel Servicing Medical &Exposure Records Access Training Topic CCR 'title 8 Frequency Typical Job Program Manager I Section of Training Classification Date Reviewed LockouUBloCkout JaH Initial Affected Employees Safety &Securit aillID When Updated Qualified Person 101-21-09 Machinery &Equipment ~Before Use Qualified Person Noise Exposure Initial Annual OpeningsIHoles -~ Floors &Roofs Personal Protective ~Initial Equi ment Calif.Posting 340 Initial Requirements Process Safety ~Initial ManagementI Risk CallARiP Refresher & Management Program regUhlltlons Supr>lemental Certification Respiratory Protection 5144<c)&(k)Initial 5144AoDA Annual 5144 App C ISupervisory Safety 3203(a)(7)(F)InitialITrainingChange Welding &Cutting !lW Initial Safety -Hot Work ~ .1m{a} Qualified Person A qualified person is a person designated by the employer;and by reason of training,experience,or instruction has demonstrated the ability to perform safely all assigned duties;&,when required is properly licensed in accordance with federal,state,or local laws and regulations. Examples:Scaffold Erection &Dismantling Supervisors 1637(k)(1)or Personal Fall Arrest System supervisors 1670(b) Competent Person A competent person is a person who is capable of identifying existing and predictable hazards in the surroundings or working conditions that are unsanitary,hazardous,or dangerous to employees.The competent person has the authority to impose prompt corrective measures to eliminate these hazards. Examples:Excavation -Inspectors 1541 or Fall Protection Plan implementers &supervisors 1671.1 \ Other Compliance Programs Risk Management Program I Process Safety Management:Reclamation PlanUAqueous Ammonia sites (County DEH/Cal-OSHAJ EPA) Hazardous Materials Business Plans:Primarily sites wI over 55 gallons of diesel &hazardous materials (San Diego County DEH) Pressure Vessel Permits (Cal-OSHA) Fire Inspections:AdminIWarehouse/Operations Buildings (San Miguel Fire Department) DOT Inspections:Fleet Maintenance (California Highway Patrol) TRAINING MATRIX Incident Investigation (General) ~sbestos -CementPipe 8 CCR-3203 (a)(5XF) 8CCR1529(341.17) 4 4 2 x § Io x x x x Commercial Utility(Driver Responsibilities) Class AlB Drivers Commercial Utility Drivers -Reasonable Suspicion Drug &Alcohol ChemicalHygienefor Laboratories Chlorine Safety IAqueous Ammonia I Sodium Hydochloride (WaterChemical TreatmentSafety) DOT 49 CFRpart385&40 DOT 49 CFR part385 &40 8 CCR 4355(a)(2) CCR 19CalARP 2 4 4 3 3 2 2 Employees -As Assigned Employees -As Assigned Laboratory Techs -AsAssigned Disinfection -As Assigned x x x x x x ConfinedSpace Entry 8 CCR5157(g)8 2 2 x x x x x x x x x ConfinedSpace Drill 8 CCR5157(k)8 3 HAZMAT TEAM·As Assigned lr:nn~tnIMinoS::lfp,tv-Power tools,Personal Protective Equipment,Lead Awareness Control ofHazardous Energy(LockoutITagout) CPR11"AidIAED/Bloodbome Pathogens Crane Certification,Mobile Crane (Stationary)Inspection &Handling Loads Crane -Below the HookRigging Electrical SafetylHi9h-low voltage Elevated Work Platforms(ScissorLifts) EmergencyActon Plan (Can CoverdUring Fire Prevention training) EmergencyAction -HazMatBusiness Plan Ergonomics Officeand FieldlBackSafety Excavalionrrrench/Shore/SoilAnlys/Rescue Fall Protection JPersonal Fall Arrest/Restraint Sys Fire Prevention:Plan,Drill,and (Extinguisher -as assiQned) 8CCR 1510,1531.1 8 CCR 3380-3385 8 CCR 2320.1 ·2320.5, 8CCR3314(j),3341(d)5 8 CCR 3400(b),8CCR 8421; 8 CCR 5193(5)0 8CCR 5006,5006.1 8 CCR4994,5000,5031 8CCR5004, 5031, 5043,5044 8 CCR 2320.1;2320.2,2714, 8CCR2940.NFPA 70E 8CCR3638,3646,3646 8 CCR 3220(e) County Hazard Materials Division 8CCR 5110(bX3) 8 CCR1540,1541 8CCR 1671.1;1670(b)(19) 8 CCR 3221(d);8 CCR6151(g)(I) 4 4 24/40 4 4 8/16 4 2 2 4 4 2 2 5 3 3 2 3 2 3 3 3 4 2 5 16 3 4 4/8 2 x x x x x x Users Users Users Techsl SCADA Users x x x Users x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x Page1 OlayWater District safelyTraining Matrix 2009 TRAINING MATRIX ForkliftOperations General Safety:Poison Oak,Venomous Creatures. JobHazard Identification Hazard Communication HAZWOPER,Response Team -Teammembers designated by supervisors Hearing Conservation I Noise Exposure Hearln9(Audiometric Testin9) HeatStress Heavy EquipmentOperation Industrial Safety:Machine Guardin9,LadderSafety, Batterv Handlino &Storaae UneLocator New Hire Orientation -InjUry Illness Prevention Program (General OfficeSafety) Personal Protective Equipment(EyeSafety,Laser Safety) Respiratory Protection Medicals &FitTesting Scaffoldin9 Substance Free Workplace -Reasonable Suspicion TrafficCantrallFla9ger Safety Weldln9 and Cutting(Firewatch and hotwork) Commercial Utility Driver Dog BiteSafetyI Snakes and Insect Safety Driving Safety(Cuyamaca arOnline)Requiredif driVing District Vehicle Office Safety:Slips,Trips&Falls;Hazard Communication;Electrical Safety,General Office Safety,Ergonomics 8CCR 3668 8 CCR 3395.3203;8CCR 1510 8 CCR 5194{h)(1) 8 CCR 5192(e)&(q)(6) 8 CCR 5098(a)(4),5099 8 CCR5099 8CCR3395 8 CCR 3664 8 CCR 1670.1671.1 seCR5185 8 CCR 1541(bXl),(C),(D) 8 CCR 3203 8CCR3380(c) 8 CCR 5144(k),(e) 1637(k)(1), DOT49CFRpart385 8CCR1599 8 CCR4799,4848 seCR 1740(k~1\ DOT49CFR part 385&40 Best Business Practice BestBusiness Practice 8CCR3207,6249,6363,6364;8 CCR5194(b)(1);8CCR 1910.323 418 4 4 40 2 8 5 4 3 4 5 5 2 8 4 4 4 4 3 3 3 3 3 o 2 4 3 4 4 4 214 4 4 8 4 5 o 5 5 2 4 4 4 Q)OJCIlc:CIl::;; ~Ul.,-c::::.!!Q)~00 x x x x x x '"cg ~.,c.o x x x x x Users x x x x x Users x x Users x Users x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x -~., ill "0c:..c.§ Q. x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x x Water Conservation x Water Conservation x x NOTE:HazardousWaste Operationsand EmergencyResponse (HAZWOPER)Team have additionaltraining requirements (40 Haur Initialand 8 Hour Refreshers).Rims and Wheels (Currently autsourced) Page 2 Olay waterDistrict Safety Training Matrix 2009 ". AGENDA ITEM 11 5TAFF REPORT TYPE MEETING: SUBMITTED BY: SUBJECT: Regular Board Meeting Mark Watton, General Manager General Manager's Report MEETING DATE: W.O.lG.F. NO: October 7,2009 N/A DIV. NO. N/A GENERAL MANAGER: Update on the design,construction,and environmental matters of the 36-Inch Potable Water Pipeline from FCF #14 to Regulatory Site (ClP P2009)for the month of August 2009: •Easements from the Grossmont Cuyamaca Community College District were recorded along with easements from Lt. Cmdr.and Mrs.Hanna,Ms.Swanger,and the Bella Terra HOA. •CCL Contracting has completed 80%of the pipeline installation for the 12-inch PVC replacement from Hidden Mesa Road to Hillsdale Road along Jamacha Road.The contractor is expected to be complete with the 12-inch PVC replacement by October where they will begin construction on the 36-inch pipeline. •The low-effect habitat conservation plan for impacts of the project to critical habitat in the Cuyamaca College area was noticed in the Federal Register on August 27, starting the mandatory 30-day notice period.At the end of this period,the District will obtain a take permit that allows construction in this area. ADMINISTRATIVE SERVICES,INFORMATION TECHNOLOGY AND FINANCE: Administrative Services: Water Conservation and School Education: •Water Conservation Incentive Programs Update -The residential and commercial rebate programs were restarted at 9:00 a.m.on Monday,September 21st •The incentive offerings and program details are highlighted on our website.The District wrote a letter to MET expressing its concern regarding the possibility of running out of funds because a reservation is no longer required for residential single-family customers.However,MET felt that funding would last through the fiscal year because of several factors including the late start,new program restrictions,and significant reductions in rebate amounts for regionally popular programs such as the high- efficiency clothes washer and high-efficiency toilet. Otay customers can receive the following: o $200 for a smart irrigation controller if less than an acre of irrigated landscape. o $25 per irrigation station if an acre or more of irrigated landscape. o $125 per high-efficiency clothes washer (4.0 water factor or less). o $4 per rotating sprinkler nozzle with pressure regulating sprinkler heads. •Water Loss BMP (BMP 1.2)-The District submitted its vote in support of the proposed revision to the Water Loss BMP,and the vote was approved by the majority of the California Urban Water Conservation Council (CUWCC) signatories. •Water Waste Reporting -In September (through September 29th ),there were a total of 39 reports of water waste, either phoned in or reported through the District's website.The water waste report listing the activity is attached. •School Education Update -18 garden tours are scheduled to date,which is ahead of last year's activity.Two tours were conducted this month,both for Lorna Elementary School,involving 90 third graders and 16 adults. •Outreach events in September: o On September 19th ,staff worked at a Rotating Sprinkler Nozzle Workshop for Homeowners,held at the Water Conservation Garden.The next workshop will be held at the Otay Water District offices on October 24 th and reservations are required. o Staff worked at the Bonita Festival on September 26th and Jamul Fest on September 27th •Both events were well attended. 2 ~ f t ,•.., " Ii[ t! " Ii! f'~II,~: I". ~.' Safety &Security: •CA-NV AWWA Larry Larson Safety Award 2009 -Presented to the Finance,Administration &Communications and the Engineering,Operations and Water Resources Committees. •Safety Training -Completed the following training events: Confined Space Training -Conducted on September 24 th . •Safety Training Matrix Update -Working with managers and supervisors District-wide on developing a new Safety Training Matrix.The new training program is expected to be rolled out during the next quarter. Purchasing and Facilities: •Purchase Orders -There were 156 purchase orders processed in September 2009 for a total amount of $1,218,175.32. Human Resources: •New Hires September. There were no new hires in the month of In£or.mation Techno2ogy and strategic P2anning: •ToughBooks -The on-going feedback from the rollout is positive and seems to have fixed a problem that has interfered with utilization of GIS data in the field. •CA-NV AWWA Conference -Geoff Stevens is making two presentations at the California-Nevada AWWA Conference in October --one on strategic planning,and the other on the value of information to utilities (with Rita Bell from Finance). •SharePoint -SharePoint continues to be rolled out to different departments.SharePoint will serve as a common platform for productivity and performance improvements across the enterprise. •Best Practices -Self-Assessment -We received the preliminary data from AWWA.Initial results were very positive.Staff will present the results to the board 3 along with the 2009 Fiscal Year-End Strategic Plan update at the October Committee and November Board meetings. Overall,Otay staff reported a high rate of adoption of Industry Best Practices. •Asset Management -Staff continues to develop asset management program plans and will begin workshops in October. Finance: •Customer Credits -Staff is moving forward with a change to the implementation methodology for the rate increase that became effective on September 1,2009.This change will provide a credit on each customer's October bill. The credit would effectively reimburse customers who were inadvertently charged the new rates for their August service,which was charged on their September bill. •Water Sales The first two months of this year, conservation has been well above the anticipated levels. However,the level of anticipated conservation has dropped off significantly in September.At the end of July,the first month of the fiscal year,sales volume was 12.1%below what was budgeted.This went up to 13.0% by the end of August.September sales have been 2.5% above budget bringing the year-to-date sales figure down to 7.9%off of budget.Staff continues to monitor this on a daily basis.(Reference page 8 to see how the water purchases relate to the CWA allocation.Keep in mind that the August water purchases shown on page 8 relate to the August and September water sales discussed on this page,This is because a large portion of water purchases in August are not reflected in Sales until September. For this reason the sales and purchases of the same month will not be in sync.) •2010 Debt Financing Staff is anticipating some significant changes to the pending 2010 debt financing. First,the Engineering department has been successful in shifting and reducing the CIP expenditures.This reduces the amount of debt needed to be issued in 2010. Secondly,issuing one large debt issuance in the past has had a favorable financial impact as it avoided the costs of having two smaller debt issuances.Also,the borrowing rate was lower than the investment rate which caused it to be in the District's best interest to borrow funds as early as possible and hold them as long as possible.The District was able to borrow two years of funding and earn money while holding the funds for the 4 following year.At this time,the interest rate dynamic has flipped so that reduced issuance costs are outweighed by the added interest cost.Staff is looking at splitting and/or delaying the pending debt issuance in order to lower the anticipated rate increase for 2011. The financial reporting for August 31,2009 is as follows: •For the two months ended August 31,2009,there are total revenues of $12,576,536 total expenses of $12,384,73l. The revenues exceeded expenses by $191,806. The financial reporting for investments for August 31,2009 is as follows: •The market value shown in the Portfolio Summary and in the Investment Portfolio Details as of August 31,2009 total $73,438,817.90 with an average yield to maturity of 1.545%.The total earnings year-to-date are $209,313.69. ENGINEERING AND WATER OPERATIONS: Engineering: •850-4 Reservoir -Spiess Construction has completed the work on the existing 850-2 Reservolr which includes a new outlet and roof vent.Spiess has completed all major components of the project except for landscaping and minor punchlist items.The project is substantially complete. The reservoir is for increased capacity in the 850 Pressure Zone,as required by the 2002 Water Resource Master Plan.This project is on budget.(P2191) •1296-3 Reservoir -Natgun has completed the construction of the reservoir walls and roof and has started the wire wrapping.Natgun's subcontractor,RSH,is scheduled to mobilize and begin construction of the remaining site work facilities such as the inlet/outlet piping, drainage,surface improvements,and retaining walls after the wire wrap is complete.This reservoir is for increased capacity in the 1296 Pressure Zone,as required by the 2009 Master Plan.This project is on budget and expected to be completed in February 2010.(P2143) •1485-1 Pump Station Replacement -SCW Contracting has completed the wall construction of the pump station building and is currently finishing the structural roofing.The existing pump station is exposed to the outside elements and is at the end of its useful life. The new pump station will be enclosed,provide more efficient pumps,and provide for future expansion when 5 demands increase in the 1485 Zone.This project is on budget and expected to be completed in February 2010. (P2172) •otay Mesa Recycled Water Supply Link -Staff completed the 30%Peer Review for the 24-inch Wueste Road segment of the supply link.The Alta Road and Airway Road pipelines will reach the 30 percent milestone next month. This project will supply recycled water to Otay Mesa and start the conversion of irrigation services currently using potable water to recycled water.This project is on budget and on schedule to be completed at the end of Summer,2010.(R2034,R2058,R2077,R2087,R2088) •Regional Training Facility -The San Miguel Consolidated Fire District is working with the County of San Diego to obtain a Major Use Permit (MUP)which also requires environmental documentation.There have been several meetings with the County DPLU staff to discuss what documents and studies are necessary for the MUP.County Staff has asked for changes in the traffic study,the noise study,and a review of the geotech study that is being used for the MND.The traffic study and the geotech study review are complete and the noise study should be complete by the end of September.These revised studies will be submitted to the County.If no further changes are necessary,the draft MND will be submitted to the County.Once we are sure the MND addresses all of the County's concerns,the draft MND will go out for Public review and subsequent adoption. (P2466) •Conversion of Potable Water Meters to Recycled Meter Program -At the September 2nd Board Meeting,the District's Board of Directors approved a "Grant Pilot Retrofit Landscape Program"for multi-family and educational institutions to retrofit and convert their existing landscaping from potable water to recycled water.The District will cover the costs for up to 50 percent for all on-site conversions.Staff is currently meeting with three HOA groups to outline criteria and enter into agreements.(R2094) •The United States Department of Interior Bureau of Reclamation (USBR)-The United States Department of Interior Bureau of Reclamation (USBR),under the Title XVI funding program,informed the District that USBR has reallocated Federal Fiscal Year 2009 year end funds to the District from other entities.The amount of this 6 additional funding to the District is $2,225,000.The District has received $700,000 so far from the FY 2009 Title XVI program.The District has received,including the $2,225,000,a total of $8,760,000 under the Title XVI Cooperative Agreement.The Cooperative Agreement allows for up to 25%of funding of total expenditures to the District which equates to an additional of about $2.79 million yet to be paid the District under the Title XVI program.(P1210) •Asset Management Plan -The initial phase scope of work prepared by Westin,an engineering firm,has been completed.The IT department has been assigned to carryon with the remaining significant efforts to continue moving the Asset Management Plan development efforts forward towards completion.(P2486) •The Middle Sweetwater River Groundwater Pilot Project - AECOM is well underway with identifying the feasibility of developing a groundwater well project implementation plan.The community outreach plan is being developed.The technical efforts to tentatively site various well options are being developed as well an estimated quantity and quality of groundwater that may be extracted.(P2481) •American Public Works Association Honor Award -The District was recognized for and received an APWA "Honor Award"on September 10th for the construction of the 640-1 &640-2 Reservoirs Project that was completed in November 2008.This award was established by the San Diego and Imperial Counties Chapter of the American Public Works Association to promote excellence in Public Works Projects by recognizing the partnership between the managing agency,the construction management team,and the contractor for successfully completing their Public Works projects. •For the month of August 2009,the District sold 34 meters (49.5 EDUs)generating $272,228 in revenue.Projection for this period was 17 meters (44 EDUs)with budgeted revenue of $269,900.Projected revenue from July 1,2009 through June 30,2010 is $1,619,400. •Staff reviewed 5 potential easement encroachments and will be gathering all the necessary information prior to informing customers of the removal of the encroachment. 7 •Approximately 100 linear feet of both CIP and developer project pipeline was installed in August 2009.The Construction Division performed quality control for these pipelines The following table summarizes Engineering's Project purchases and change orders issued during the period of August 1 through August 31,2009 that were within Staff signatory authority: Contractor/ Date Action Amount Consultant Project 1485-1 Pump 8/13/09 c.o.#2 $5,912.00 SCW Contracting Station Replacement (P2172) 8/18/09 c.o.#4 $2,596.12 Spiess 850-4 Reservoir Construction (P2191) 8/19/09 c.o.#5 $3,234.85 Spiess 850-4 Reservoir Construction (P2191) 8/31/09 P.O.$3,100.00 San-Lo Aerial RecPL-24-Inch,860 Survey Zone (R2077) Water qperations: •Total number of potable water meters is 47,896 . •The August AF potable purchases is 3611.7.Below is a chart showing cumulative purchases vs.budget and the allocation.We are 6.7%below budget and 25%below the allocation. Potable Water Purchases 45,000 40,000 35,000 30,000 1)25,000Q)u- P:!20,000~ 15,000 ........Purchases 10,000 _Budget -.-Allocation5,000 0 Jul-09 Aug-Q9 Sep-09 Oct-09 Nov-09 Dec-09 Jan-10 Feb-10 Mar-10 Apr-10 May-10 Jun-10 •Recycled water consumption for the month of August is as follows: Total consumption was 581.7 acre-feet or 189,481,116 gallons and the average daily consumption was 6,112,294 gallons per day. Total number of recycled water meters is 687. Total recycled water consumption to date for FY 2010 1S 1,146.2 acre-feet . •Wastewater flows for the month of August were as follows: • • • • • Total basin flow,gallons per day:1,827,100. Spring Valley Sanitation District Flow to Metro, gallons per day:598,000. Total Otay flow,gallons per day:1,229,100. Flow Processed at the Ralph W.Chapman Water Recycling Facility,gallons per day:1,081,000 Flow to Metro from Otay Water District,gallons per day :148,100 For the month of August there were no new wastewater connections;total EDUs is 6,069. G:\UserOata\Oistsec\WINWORO\STAFRPTS\GM Report lO-7-09.doc 9 Monthly Water Waste Reports April through September 2009 Leaks Overspray Runoff due to Overwatering Washing Paved Surfaces Washing Vehicles w/o Bucket & hose Nozzle Watering after 10am and before 6pm Total April 2009 44 1 0 2 17 May 2009 23 9 6 1 0 1 47 June 2009 35 5 8 10 1 7 79 July 2009 24 9 17 4 4 6 70 August 2009 15 7 8 1 1 9 52 September 2009 16 5 6 2 1 3 39 Total 111 39 48 19 6 28 299 Broken Sprinklers 6 7 48 13 6 11 6 OTAY WATER DISTRICT COMPARATIVE BUDGET SUMMARY FOR TWO MONTHS ENDED AUGUST 31,2009 Exhibit A REVENUE: Water Sales Energy Charges System Charges Penalties MWD &CWA Fixed Charges Total Water Sales Reclamation Sales Sewer Charges Meter Fees Capacity Fee Revenues Betterment Fees for Maintenance Annexation Fees Non-Operating Revenues Tax Revenues Interest General Fund Draw Down Transfer from OPEB Total Revenue EXPENSES: Potable Water Purchases Recycled Water Purchases CWA-Infrastructure Access Charg CWA-Customer Service Charge CWA-Emergency Storage Charge MWD-Capacity Res Charge MWD-Readiness to Serve Charge Subtotal Water Purchases Power Charges Payroll &Related Costs Material &Maintenance Administrative Expenses Legal Fees Expansion Reserve Betterment Reserve Replacement Reserve Transfer to Sewer General Fund Transfer Out/In Prop IA Transfer to General Fund Reserve Total Expenses Excess Revenue (Expense) F:/MORPT/FS2009-0809 Annual Budget $37,870,000 1,981,200 9,408,000 704,100 6,511,200 56,474,500 7,602,500 2,244,800 45,600 1,397,000 571,400 120,500 1,585,600 3,852,600 322,900 469,100 1,030,000 $75,716,500 $28,033,700 1,312,000 e 1,344,900 1,148,800 2,246,600 628,800 1,140,700 35,855,500 2,637,100 17,212,800 3,801,600 4,874,900 454,300 1,610,000 3,810,000 3,660,000 200,000 270,300 1,330,000 $75,716,500 $- YTD YTD YTD Actual Budget Variance Var% $6,622,454 $7,228,700 $(606,246)(8.4%) 341,007 378,200 (37,193)(9.8%) 1,492,287 1,496,400 (4,113)(0.3%) 117,690 123,758 (6,069)(4.9%) 813,562 814,200 (638)(0.1%) 9,387,000 10,041,258 (654,258)(6.5%) 1,667,611 1,713,900 (46,289)(2.7%) 361,619 363,000 (1,381)(0.4%) 18,668 7,800 10,868 139.3% 234,203 232,800 1,403 0.6% 94,090 95,200 (1,110)(1.2%) 131,451 20,000 111,451 557.3% 308,212 259,100 49,112 19.0% 81,922 86,000 (4,078)(4.7%) 41,859 48,400 (6,541)(13.5%) 78,200 78,200 0.0% 171,700 171,700 0.0% $12,576,536 $13,117,358 $(540,822)(4.1%) $4,942,145 $5,296,200 $354,055 6.7% 349,960 357,092 7,132 2.0% 217,580 217,600 20 0.0% 180,122 180,200 78 0.0% 302,176 302,200 24 0.0% 101,736 101,800 64 0.1% 158,704 190,117 31,413 16.5% 6,252,423 6,645,209 392,786 5.9% 517,519 524,517 6,998 1.3% 2,594,867 2,613,196 18,329 0.7% 527,099 545,600 18,501 3.4% 618,747 654,928 36,181 5.5% 60,676 75,717 15,041 19.9% 268,300 268,300 0.0% 635,000 635,000 0.0% 610,000 610,000 0.0% 33,300 33,300 0.0% 45,100 45,100 0.0% 221,700 221,700 0.0% $12,384,731 $12,872,566 $487,835 3.8% $191,806 $244,792 $(52,987) 9/28/2009 3:15 PM OTAY WATER DISTRICT INVESTMENT PORTFOLIO REVIEW AUGUST 31,2009 INVESTMENT OVERVIEW &MARKET STATUS: The federal funds rate has remained constant now for over 8-months.On December 16,2008,at the Federal Reserve Board's regular scheduled meeting,the federal funds rate was lowered from 1.00%to "a target range ofbetween Zero and 0.25%"in response to the nation's ongoing financial crisis,as well as banking industry pressure to ease credit and stimulate the economy.This marked the ninth reduction in a row since September 18,2007,when the rate was 5.25%.There have been no further changes made to the federal funds rate at the Federal Reserve Board's subsequent regular scheduled meetings,the most recent ofwhich was held on September 23,2009. They went on to say:"The Committee continues to anticipate that economic conditions are likely to warrant exceptionally low levels ofthefederalfunds rate for an extendedperiod." Despite the large drop in available interest rates,the District's overall effective rate ofreturn on at August 31st was 1.59%.At the same time the LAIF return on deposits has also dropped over the last several months,reaching an average effective yield of0.93%for the month ofAugust 2009.Based on our success at maintaining a competitive rate of return on our portfolio during this extended period ofinterest rate declines,no changes in investment strategy are being considered at this time. In accordance with the District's Investment Policy,all District funds continue to be managed based on the objectives,in priority order,ofsafety,liquidity,and return on investment. PORTFOLIO COMPLIANCE:August 31,2009 Investment 8.01:Treasury Securities 8.02:Local Agency Investment Fund (Operations) 8.02:Local Agency Investment Fund (Bonds) 8.03:Federal Agency Issues 8.04:Certificates ofDeposit 8.05:Short-Tenn Commercial Notes 8.06:Medium-Tenn Commercial Debt 8.07:Money Market Mutual Funds 8.08:San Diego County Pool 12.0:Maximum Single Financial Institution State Limit 100% $40 Million 100% 100% 30% 25% 30% 20% 100% 100% OtayLimit 100% $40 Million 100% 100% 15% 15% 15% 15% 100% 50% OtayActual o $5.14 Million o 41.03% 4.21% o 5.47% o 40.54% 1.73% Performance Measure F-12 Return on Investment Target:Meet or Exceed 100%of LAIF 6.00 tn 5.00..,c: CD E 4.00.., tnCD 3.00>c:-c:2.00 0 c:1.00~:;,.., CD 0.000:: -1.00 LAIF .Otay o Difference 1st 2nd 3rd 4th 1st 2nd 3td Apr May June 4th July AugQtrQtrQtr Qtr Qtr Qtr Qtr QtrFY09 FY09 FY09 FYI0 FYI0FY08 FY08 FY08 FY08 FY09 FY09 FY09 FY09 5.24 4.96 4.18 3.11 2.78 2.54 1.91 1.61 1.53 1.38 1.50 1.04 0.93 5.20 4.95 4.30 3.59 3.40 3.23 2.69 2.19 1.88 1.68 1.92 1.61 1.59 -0.04 -0.01 0.12 0.48 0.62 0.69 0.77 0.58 0.35 0.30 0.41 0.58 0.67 Month I LAIF.Olay 0 Difference I Otay Water Dj-strict Investment Portfolio:08/31/09 5.93% 47.54% o Banks (Passbook/Checking/CD)•Pools (LAIF &County)EJ Agencies &Corporate Notes OTAY Portfolio Management Portfolio Summary August 31,2009 Investments Corporate Notes Federal Agency Issues-Callable Certificates of Deposit.Bank Local Agency Investment Fund (LAIF) San Diego County Pool Investments Par Market Book %of Days to YTM YTM Value Value Value Portfolio Term Maturity 360 Equiv.365 Equiv. 4,000,000.00 4,144,740.00 4,039,440.55 5.62 877 463 1.973 2.000 30,000,000.00 30,093,900.00 29,999,143.06 41.73 724 627 1.566 1.588 3,079,108.00 3,079,108.00 3,079,108.00 4.28 373 137 2.794 2.832 5,137,888.70 5,144,592.32 5,137,888.70 7.15 1 1 0.912 0.925 29,640,567.73 29,714,000.00 29,640,567.73 41.23 1 1 1.446 1.466 71,857,564.43 72,176,340.32 71,896,148.04 100.00%368 294 1.545 1.567 Cash Passbook/Checking (not included in yield calculations) Total Cash and Investments 1,262,477.58 73,120,042.01 1,262,477.58 73,438,817.90 1,262,477.58 73,158,625.62 368 294 0.163 1.545 0.165 1.567 Total Earnings August 31 Month Ending Fiscal Year To Date Current Year Average Daily Balance Effective Rate of Return 101,708.02 76,308,497.93 1.57% 209,313.69 77,520,882.05 1.59% J9· J hereby certify that the investments contained in this report are made in accordance with the District Investment Policy Number 27 adopted by the Board ofDirectors on September 6,2006.The market value information provided b Interactive Data Corporation. The investments provide sufficient liquidity to meet the cash flow requirements ofthe District for the next six months of expenditures. ~::;:;:..--c,. Run Date:09/22/2009 -14:44 Portfolio OTAY AP PM (PRF_PM1)SymRept6.41.200 ReportVee 5.00 OTAY Portfolio Management Page 2 Portfolio Details -Investments August 31,2009 Average Purchase Stated YTM Days to Maturity CUSIP Investment#Issuer Balance Date ParValue MarketValue Book Value Rate Moody's 360 Maturity Date Corporate Notes 084664AF8 2094 Berkshire Hathaway Fin 03/10/2009 2,000,000.00 2,072,140.00 2,025,574.80 4.200 1.973 470 12115/2010 36962G2S2 2044 General Electric Capital 11/16/2007 2,000,000.00 2,072,600.00 2,013,865.75 5.000 Aaa 1.973 456 12/01/2010 Subtotal andAverage 4,040,646.36 4,000,000.00 4,144,740.00 4,039,440.55 1.973 463 Federal Agency Issues-Callable 31398AWJ7 2097 Fannie Mae 04/08/2009 2,000,000.00 2,013,120.00 2,000,000.00 1.875 1.849 584 04/08/2011 3136FHYA7 2101 Fannie Mae 06/08/2009 2,000,000.00 2,006,880.00 2,000,000.00 1.150 1.164 645 06/08/2011 31331GWK1 2100 Federal Farm Credit Bank 05/28/2009 2,000,000.00 2,000,000.00 2,000,000.00 1.100 1.134 545 02128/2011 3133XTlP9 2099 Federal Home loan Bank 05/18/2009 2,000,000.00 2,000,000.00 1,999,143.06 1.525 1.538 624 05/18/2011 3133XTQM1 2102 Federal Home loan Bank 06/10/2009 2,000,000.00 2,003,760.00 2,000,000.00 1.180 1.223 647 06/10/2011 3133XTQ58 2103 Federal Home loan Bank 06/10/2009 2,000,000.00 2,000,620.00 2,000,000.00 1.240 1.223 647 06/10/2011 3133XUEM1 2106 Federal Home loan Bank 08/10/2009 2,000,000.00 2,003,760.00 2,000,000.00 1.350 1.332 70.8 08/10/2011 3133XUGD9 2107 Federal Home loan Bank 08/17/2009 2,000,000.00 2,003,760.00 2,000,000.00 1.500 1.479 715 08/17/2011 3133XUKD4 2108 Federal Home loan Bank 08/25/2009 2,000,000.00 2,004,380.00 2,000,000.00 1.625 1.603 723 08/25/2011 3128X8QH8 2095 Federal Home loan Mortgage 03/16/2009 2,000,000.00 2,012,880.00 2,000,000.00 2.000 1.973 561 03/16/2011 3128X8WC2 2098 Federal Home loan Mortgage 04/20/2009 2,000,000.00 2,013,680.00 2,000,000.00 1.750 1.726 596 04/20/2011 3128X8V33 2105 Federal Home loan Mortgage 07/06/2009 2,000,000.00 2,008,540.00 2,000,000.00 1.850 1.825 673 07/06/2011 3136FHAA3 2091 Federal National MortageAssoc 02/11/2009 2,000,000.00 2,011,880.00 2,000,000.00 2.000 1.973 528 02111/2011 31398AVl3 2093 Federal National Mortage Assoc 03/0212009 2,000,000.00 2,008,760.00 2,000,000.00 2.000 1.973 547 03/0212011 3136FHE43 2104 Federal National Mortage Assoc 07/01/2009 2,000,000.00 2,001,880.00 2,000,000.00 1.500 1.479 668 07/01/2011 Subtotal and Average 26,837,833.24 30,000,000.00 30,093,900.00 29,999,143.06 1.566 627 Certificates of Deposit-Bank 205003183 2066 California Bank &Trust 01/22/2008 79,108.00 79,108.00 79,108.00 3.180 3.180 143 01/2212010 1005581024 2090 Neighborhood National Bank 12111/2008 1,000,000.00 1,000,000.00 1,000,000.00 3.150 3.150 100 12110/2009 1006200563 2096 Neighborhood National Bank 02105/2009 2,000,000.00 2,000,000.00 2,000,000.00 2.600 2.600 156 02104/2010 Subtotal and Average 3,079,108.00 3,079,108.00 3,079,108.00 3,079,108.00 2.794 137 Local Agency Investment Fund (LAIF) LAIF 9001 STATE OF CALIFORNIA 07/01/2004 5,137,888.70 5,144,592.32 5,137,888.70 0.925 0.912 LAIF COPS07 9009 STATE OF CALIFORNIA 03/07/2007 0.00 0.00 0.00 1.530 1.509 Subtotaland Average 5,528,211.28 5,137,888.70 5,144,592.32 5,137,888.70 0.912 Run Date:09/2212009 -14:44 Portfolio OTAY AP PM (PRF_PM2)SymRept 6.41.200 Report Ver.5.00 OTAY Portfolio Management Portfolio Details -Investments August 31,2009 Page 3 Stated YTM Days to MatUrity BookValue Rate Moody's 360 Maturity Date 29,640,567.73 1.466 1.446 29,640,567.73 1.446 71,896,148.04 1.545 294 Average Purchase Balance Date ParValue MarketValue 07/01/2004 29,640,567.73 29,714,000.00 33,350,245.15 29,640,567.73 29,714,000.00 76,308,497.93 71,857,564.43 72,176,340.32 Issuer Total and Average San Diego County _ Subtotal and Average Investment#CUSIP San Diego County Pool SD COUNTY POOL 9007 Run Date:09/22/2009 -14:44 Portfolio OTAY AP PM (PRF_PM2)SymRept6.41.200 ----_.•.~-------~ OTAY Portfolio Management Portfolio Details -Cash August 31,2009 Average Purchase CUSIP Investment#Issuer Balance Date ParValue Union Bank UNION MONEY 9002 STATE OF CALIFORNIA 07/01/2004 13,225.10 PETTY CASH 9003 STATE OF CALIFORNIA 07/01/2004 2,800.00 UNION OPERATING 9004 STATE OF CALIFORNIA 07/01/2004 1,221,475.22 PAYROll 9005 STATE OF CALIFORNIA 07/01/2004 24,977.26 UNION IOC 9008 STATE OF CALIFORNIA 05/01/2006 0.00 Average Balance 0.00 Total Cash and Investmentss 76,308,497.93 73,120,042.01 Run Date:0912212009-14:44 MarketValue 13,225.10 2,800.00 1,221,475.22 24,977.26 0.00 73,438,817.90 Page 4 Stated YTM Days to BookValue Rate Moody's 360 Maturity 13,225.10 0.150 0.148 2,800.00 0.000 1,221,475.22 0.169 0.167 24,977.26 0.000 0.00 4.500 4.438 73,158,625.62 1.545 294 Portfolio OTA Y AP PM (PRF_PM2)SymRept 6.41.200 OlAY Activity Report Sorted By Issuer July 1,2009 -August 31,2009 CUSIP Investment#Issuer Percent of Portfolio ParValue Beginning Balance Current Transaction Rate Date Purchases or Deposits ParValue Redemptions or Withdrawals Ending Balance Issuer:Berkshire Hathaway Fin Corporate Notes Subtotal and Balance 2,000,000.00 2,000,000.00 IssuerSubtotal 2.735%2,000,000.00 0.00 0.00 2,000,000.00 Issuer:STATE OF CALIFORNIA Local Agency Investment Fund (LAIF) LAIF 9001 STATE OF CALIFORNIA Subtotal and Balance IssuerSubtotal Subtotal and Balance 1,262,477.58 5,137,888.70 6,400,366.28 0.150 11,105,572.75 13,102,361.47 0.169 2,085,031.86 1,450,582.71 1,371,333.82 1,371,333.82 2,624,817.15 14,561,938.43 15,924,278.00 0.925 5,557,705.25 7,900,000.00 7,480,183.45 5,557,705.25 7,900,000.00 10,105,000.60 20,119,643.68 23,824,278.008.753% STATE OF CALIFORNIA STATE OF CALIFORNIA STATE OF CALIFORNIA Union Bank UNION MONEY 9002 UNION OPERATING 9004 PAYROLL 9005 Issuer:California Bank &Trust Certificates of Deposit -Bank Subtotal and Balance 79,108.00 79,108.00 Issuer Subtotal 0.108%79,108.00 0.00 0.00 79,108.00 Issuer:Fannie Mae Federal Agency Issues-Callable Subtotal and Balance 4,000,000.00 4,000,000.00 IssuerSubtotal 5.470%4,000,000.00 0.00 0.00 4,000,000.00 Portfolio OTAY AP Run Dale:0912212009 ·14:44 DA (PRF_DA)SymRepI6.41.200 ReportVer.5.00 OTAY Activity Report Page 2 July 1,2009 -August 31,2009 ParValue Par Value........,......_......•........ Percent Beginning Current Transaction Purchases or Redemptions or Ending CUSIP Investment#Issuer ofPortfolio Balance Rate Date Deposits Withdrawals Balance Issuer:Federal Farm Credit Bank Federal Agency Issues-Callable Subtotal and Balance 2,000,000.00 2,000,000.00 IssuerSubtotal 2.735%2,000,000.00 0.00 0.00 2,000,000.00 Issuer:Federal Home Loan Bank Federal Agency Issues-Callable 3133XUEM1 2106 Federal Home Loan Bank 1.350 08/10/2009 2,000,000.00 0.00 3133XUGD9 2107 Federal Home Loan Bank 1.500 08/17/2009 2,000,000.00 0.00 3133XUKD4 2108 Federal Home Loan Bank 1.625 08/25/2009 2,000,000.00 0.00 Subtotal and Balance 6,000,000.00 6,000,000.00 0.00 12,000,000.00 IssuerSubtotal 16.411%6,000,000.00 6,000,000.00 0.00 12,000,000.00 Issuer:Federal Home Loan Mortgage Federal Agency Issues-Callable 3128X8V33 2105 Federal Home Loan Mortgage 1.850 07/06/2009 2,000,000.00 0.00 Subtotaland Balance 4,000,000.00 2,000,000.00 0.00 6,000,000.00 Issuer Subtotal 8.206%4,000,000.00 2,000,000.00 0.00 6,000,000.00 Issuer:Federal National Mortage Assoc Federal Agency Issues-Callable 3136F9WV1 2085 Federal National Mortage Assoc 4.000 07/0212009 0.00 2,000,000.00 3136FHE43 2104 Federal National Mortage Assoc 1.500 07/01/2009 2,000,000.00 0.00 Subtotal and Balance 6,000,000.00 2,000,000.00 2,000,000.00 6,000,000.00 IssuerSubtotal 8.206%6,000,000.00 2,000,000.00 2,000,000.00 6,000,000.00 Issuer:General Electric Capital Corporate Notes Subtotal and Balance 2,000,000.00 2,000,000.00 Run Dale:09/22/2009 -14:44 Portfolio OTAY AP DA(PRF_DA)SymRept 6.41.200 ReportVer.5.00 OTAY Activity Report July 1,2009-August 31,2009 Page 3 CUSfP Investment#Issuer IssuerSubtotal Percent ofPortfolio 2.735% ParValue.................."...".,"_."...._.- Beginning Balance 2,000,000.00 Current Transaction Rate Date Purchases or Deposits 0.00 Par Value Redemptions or Withdrawals 0.00 Ending Balance 2,000,000.00 Issuer:Neighborhood National Bank Certificates of Deposit -Bank Subtotal and Balance IssuerSubtotal Issuer:San Diego County 4.103% 3,000,000.00 3,000,000.00 0.00 0.00 3,000,000.00 3,000,000.00 San Diego County Pool SO COUNTYPOOL 9007 Run Date:09/22/2009-14:44 San Diego County Subtotal and Balance IssuerSubtotal 40.537% Total 100.000% 39,534,302.21 39,534,302.21 78,718,410.81 1.466 106,265.52 106,265.52 106,265.52 30,225,909.20 10,000,000.00 10,000,000.00 10,000,000.00 35,824,278.00 29,640,567.73 29,640,567.73 73,120,042.01 Portfolio OTAY AP DA(PRF_DA)SymRept 6.41.200 Report Ver.5.00 OTAY GASS 31~Compliance Detail Sorted by Fund -Fund July 1,2009 -August 31,2009 Adjustmentin Value Investment Maturity Beginning Purchase Addition Redemption Amortization Change in Ending CUSIP Investment#Fund Class Date Invested Value ofPrincipal to Principal of Principal Adjustment MarketValue Invested Value Fund:Treasury Fund LAIF 9001 99 FairValue 7,489,943.17 0.00 57,705.25 2,400,000.00 0.00 -3,056.09 5,144,592.32 UNION MONEY 9002 99 Amortized 2,010,013.82 0.00 72.75 1,996,861.47 0.00 0.00 13,225.10 PETTYCASH 9003 99 Amortized 2,800.00 0.00 0.00 0.00 0.00 0.00 2,800.00 UNION OPERATING 9004 99 Amortized 587,026.07 0.00 978.94 978.94 0.00 0.00 1,221,475.22 PAYROLL 9005 99 Amortized 24,977.26 0.00 0.00 0.00 0.00 0.00 24,977.26 SO COUNTY POOL 9007 99 FairValue 39,756,639.66 0.00 106,265.52 10,000,000.00 0.00 -148,905.18 29,714,000.00 UNION IOC 9008 99 Amortized 0.00 0.00 0.00 0.00 0.00 0.00 0.00 LAIF COPS07 9009 99 FairValue 0.00 0.00 0.00 0.00 0.00 0.00 0.00 36962G2S2 2044 99 FairValue 1210112010 2,058,720.00 0.00 0.00 0.00 0.00 13,880.00 2,072,600.00 205003183 2066 99 Amortized 01/22/2010 79,108.00 0.00 0.00 0.00 0.00 0.00 79,108.00 3136F9WV1 2085 99 Fair Value 07/0212010 2,000,000.00 0.00 0.00 2,000,000.00 0.00 0.00 0.00 1005581024 2090 99 Amortized 12110/2009 1,000,000.00 0.00 0.00 0.00 0.00 0.00 1,000,000.00 3136FHAA3 2091 99 Fair Value 02111/2011 2,013,760.00 0.00 0.00 0.00 0.00 -1,880.00 2,011,880.00 31398AVL3 2093 99 Fair Value 03/0212011 2,014,380.00 0.00 0.00 0.00 0.00 -5,620.00 2,008,760.00 084664AF8 2094 99 Fair Value 12115/2010 2,061,960.00 0.00 0.00 0.00 0.00 10,180.00 2,072,140.00 3128X8QH8 2095 99 Fair Value 03/16/2011 2,012,300.00 0.00 0.00 0.00 0.00 580.00 2,012,880.00 1006200563 2096 99 Amortized 02104/2010 2,000,000.00 0.00 0.00 0.00 0.00 0.00 2,000,000.00 31398AWJ7 2097 99 FairValue 04/08/2011 2,009,380.00 0.00 0.00 0.00 0.00 3,740.00 2,013,120.00 3128X8WC2 2098 99 FairValue 04/20/2011 2,009,800.00 0.00 0.00 0.00 0.00 3,880.00 2,013,680.00 3133XTLP9 2099 99 FairValue 05/18/2011 2,001,880.00 0.00 0.00 0.00 0.00 -1,880.00 2,000,000.00 31331GWK1 2100 99 FairValue 02/28/2011 1,996,260.00 0.00 0.00 0.00 0.00 3,740.00 2,000,000.00 3136FHYA7 2101 99 FairValue 06/08/2011 1,996,260.00 0.00 0.00 0.00 0.00 10,620.00 2,006,880.00 3133XTQM1 2102 99 FairValue 06/10/2011 1,996,260.00 0.00 0.00 0.00 0.00 7,500.00 2,003,760.00 3133XTQ58 2103 99 FairValue 06/10/2011 1,998,120.00 0.00 0.00 0.00 0.00 2,500.00 2,000,620.00 3136FHE43 2104 99 FairValue 07/01/2011 0.00 2,000,000.00 0.00 0.00 0.00 1,880.00 2,001,880.00 3128X8V33 2105 99 FairValue 07/06/2011 0.00 2,000,000.00 0.00 0.00 0.00 8,540.00 2,008,540.00 3133XUEM1 2106 99 FairValue 08/10/2011 0.00 2,000,000.00 0.00 0.00 0.00 3,760.00 2,003,760.00 3133XUGD9 2107 99 FairValue 08/17/2011 0.00 2,000,000.00 0.00 0.00 0.00 3,760.00 2,003,760.00 3133XUKD4 2108 99 Fair Value 08/25/2011 0.00 2,000,000.00 0.00 0.00 0.00 4,380.00 2,004,380.00 Subtotal 79,119,587.98 10,000,000.00 165,022.46 16,397,840.41 0.00 -82,401.27 73,438,817.90 Portfolio OTAY AP Run Date:09/2212009 -14:45 GD (PRF_GO)SymRept 6.41.200 Report Ver.5.00 OTAY GASS 31 Compliance Detail Sorted by Fund -Fund Page 2 Adjustment in Value CUSIP Investment#Fund Investment Class Maturity Date Beginning Invested Value Purchase ofPrincipal Addition to Principal Redemption of Principal Amortization Change in Adjustment MarketValue Ending Invested Value Total 79,119,587.98 10,000,000.00 165,022.46 16,397,840.41 0.00 -82,401.27 73,438,817.90 Portfolio OTAY AP Run Dale:09/2212009 -14:45 GO (PRF_GO)SymRepI6.41.200 Report Ver.5.00 OTAY Duration Report Sorted by Investment Type -Investment Type Through 08/31/2009 Investment Book Par Market Current YTM Current Maturity/Effective Security ID Investment#Fund Issuer Class Value Value Value Rate 365 Yield Call Date Duration 084664AF8 2094 99 Berkshire Hathaway Fin Fair 2,025.574.80 2,000,000.00 2.072,140.00 4.200 2.000 1.368 12/15/2010 1.249 36962G2S2 2044 99 General ElectricCapital Fair 2,013,865.75 2,000,000.00 2,072,600.00 5.000 2.000 2.046 12101/2010 1.202 3133XTQ58 2103 99 Federal Home Loan Bank Fair 2,000,000.00 2,000,000.00 2,000,620.00 1.240 1.240 1.178e 09/10/2009 0.000 3128X8WC2 2098 99 Federal Home Loan Mortgage Fair 2,000,000.00 2,000,000.00 2,013,680.00 1.750 1.750 0.671 e 04/20/2010 0.629 31398AWJ7 2097 99 Fannie Mae Fair 2,000,000.00 2,000,000.00 2,013,120.00 1.875 1.875 0.783e 04/08/2010 0.596 31331GWK1 2100 99 Federal Farm Credit Bank Fair 2,000,000.00 2,000,000.00 2,000,000.00 1.100 1.150 1.100 02128/2011 1.475 3133XUKD4 2108 99 Federal Home Loan Bank Fair 2,000,000.00 2,000,000.00 2,004,380.00 1.625 1.625 1.184e 11/25/2009 0.000 3136FHYA7 2101 99 Fannie Mae Fair 2,000,000.00 2,000,000.00 2,006,880.00 1.150 1.180 0.701 e 06/08/2010 0.763 3133XUGD9 2107 99 Federal Home Loan Bank Fair 2,000,000.00 2,000,000.00 2,003,760.00 1.500 1.500 1.122e 11/17/2009 0.000 3136FHE43 2104 99 Federal National Mortage Assoe Fair 2,000,000.00 2,000,000.00 2,001,880.00 1.500 1.500 1.311 e 10/01/2009 0.000 3128X8V33 2105 99 Federal Home Loan Mortgage Fair 2,000,000.00 2,000.000.00 2,008,540.00 1.850 1.850 0.992e 01/06/2010 0.347 3128X8QH8 2095 99 Federal Home Loan Mortgage Fair 2,000,000.00 2,000,000.00 2,012,880.00 2.000 2.000 0.806e 03/16/2010 0.534 3133XUEM1 2106 99 Federal Home Loan Bank Fair 2,000,000.00 2,000,000.00 2,003,760.00 1.350 1.350 0.972e 11/10/2009 0.000 3136FHAA3 2091 99 Federal National Mortage Assoe Fair 2,000,000.00 2,000,000.00 2,011,880.00 2.000 2.000 0.807e 02111/2010 0.446 31398AVL3 2093 99 Federal National Mortage Assoe Fair 2,000,000.00 2,000,000.00 2,008,760.00 2.000 2.000 1.124e 03/0212010 0.494 3133XTQM1 2102 99 Federal Home Loan Bank Fair 2,000,000.00 2,000,000.00 2,003,760.00 1.180 1.240 0.802e 12/10/2009 0.273 3133XTLP9 2099 99 Federal Home Loan Bank Fair 1,999,143.06 2,000,000.00 2,000,000.00 1.525 1.559 1.526 05/18/2011 0.000 1006200563 2096 99 Neighborhood National Bank Amort 2,000,000.00 2,000,000.00 2,000,000.00 2.600 2.636 2.600 02104/2010 0.420t 205003183 2066 99 California Bank &Trust Amort 79,108.00 79,108.00 79,108.00 3.180 3.224 3.180 01/2212010 0.387t 1005581024 2090 99 Neighborhood National Bank Amort 1,000,000.00 1,000,000.00 1,000,000.00 3.150 3.194 3.150 12110/2009 0.270t LAIF COPS07 9009 99 STATE OF CALIFORNIA Fair 0.00 0.00 0.00 1.530 1.530 1.530 0.000 LAIF 9001 99 STATE OF CALIFORNIA Fair 5,137,888.70 5,137,888.70 5,144,592.32 0.925 0.925 0.925 0.000 SDCOUNTY 9007 99 San Diego County Fair 29,640,567.73 29,640,567.73 29,714,000.00 1.466 1.466 1.466 0.000 Report Total 71,896,148.04 71,857,564.~72,176,340.32 1.306 0.240t t =Duration can not be calculated on these investments due to incomplete Marketprice data. Run Date:0912212009-14:45 Page 1 Portfolio OTAY AP DU (PRF_DU)SymRept 6.41.200 Report Ver.5.00 STAFF REPORT October 7,2009 DIV.NO. MEETING DATE: W.O.lG.F.NO: TYPE MEETING: SUBMITIED BY: Regular Board Sean Prendergast,Finance ~ Supervisor,Payroll &AP APPROVED BY:Joseph Beachem,Chief Financial Officer (Chief) APPROVED BY:German Alvarez,Assistant General Manager (Ass!.GM): SUBJECT:Accounts Payable Demand List PURPOSE: Attached is the list of demands for the Board's information. FISCAL IMPACT: SUMMARY NET DEMANDS CHECKS (2019703-2020262)$3,488,360.38 WIRE TO: CITY OF CHULA VISTA -BI-MONTHLY SEWER CHARGES CITY TREASURER -METROPOLITAN SEWERAGE SYSTEM CITY TREASURER -RECLAIMED WATER PURCH -JULY DELTA HEALTH SYSTEMS -DENTAL &COBRA CLAIMS LANDESBANK -CERTIFICATES OF PARTICIPATION SAN DIEGO COUNTY WATER WATER DELIVERIES -JULY SPECIAL DIST RISK MGMT AUTH -INSURANCE PREMIUM UNION BANK -PAYROLL TAXES UNION BANK -CERT OF PARTICIPATION -SERIES 2007 UNION BANK -'93 CERTIFICATE OF PARTICIPATION UNION BANK -GENERAL OBLIGATION BOND -10 27 $3,052,613.33 $245,278.00 $171,053.12 $6,715.58 $402,351.76 $2,737,793.20 $188,728.42 $457,496.26 $1,665,743.76 $735,202.28 $641,355.00 TOTAL CASH DISBURSEMENTS $13,792,691.09 RECOMMENDED ACTION: That the Board receive the attached list of demands. Jb/Attachment OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019792 09/02/09 01910 ABCANA INDUSTRIES 847805 08/13/09 HYPOCHLORITE·SOLUTION 1,539.31 847806 08/13/09 HYPOCHLORITE SOLUTION 812.08 2,351.39 2019880 09/09/09 01910 ABCANA INDUSTRIES 847968 08/17/09 BULKSODIUM HYPOCHLORITE 1,485.17 847967 08/17/09 BULKSODIUM HYPOCHLORITE 1,230.57 848298 08/20/09 BULK SODIUM HYPOCHLORITE 776.97 3,492.71 2019996 09/16/09 01910 ABCANA INDUSTRIES 848651 08/25/09 BULK SODIUM HYPOCHLORITE 1,340.31 848652 08/25/09 BULK SODIUM HYPOCHLORITE 1,163.26 848807 08/27109 BULK SODIUM HYPOCHLORITE 474.08 2,977.65 2020081 09/23/09 01910 ABCANA INDUSTRIES 849060 08/31/09 BULK SODIUM HYPOCHLORITE 1,207.16 849061 08/31/09 BULK SODIUM HYPOCHLORITE 1,046.20 849365 09/03/09 BULK SODIUM HYPOCHLORITE 980.36 849343 09/02109 BULK SODIUM HYPOCHLORITE 607.23 849341 09/02/09 BULK SODIUM HYPOCHLORITE 292.64 4,133.59 2020176 09/30109 01910 ABCANA INDUSTRIES 849645 09/08/09 HYPOCHLORITE DELIVERIES 1,613.94 849654 09/08/09 HYPOCHLORITE DELIVERIES 1,303.73 849851 09/10109 HYPOCHLORITE DELIVERIES 575.04 3,492.71 2020082 09/23/09 10971 ABCOW STAFFING 1080 09/04/09 SDCWAINTERN 270.00 270.00 2020177 09/30109 10971 ABCOW STAFFING 1095 09/11/09 SDCWA INTERN 270.00 1110 09/18/09 SDCWAINTERN 270.00 540.00 2019793 09/02/09 08488 ABLEFORCE INC 1856 08/25/09 CONSULTING SERVICES-IS DEPT 3,825.00 3,825.00 2019881 09/09/09 08488 ABLEFORCE INC 1869 09/01/09 CONSULTING SERVICES-IS DEPT 3,400.00 3,400.00 2019997 09/16/09 08488 ABLEFORCE INC 1875 09/08/09 CONSULTING SERVICES -IS DEPT 3,060.00 3,060.00 2020083 09/23/09 08488 ABLEFORCE INC 1884 09/15/09 CONSULTING SERVICES -IS DEPT 3,230.00 3,230.00 2020178 09/30109 08488 ABLEFORCE INC 1890 09/22/09 CONSULTINGSERVICES -IS DEPT 3,400.00 1904 09/29/09 CONSULTINGSERVICES -IS DEPT 3,400.00 6,800.00 2019958 09/16/09 10937 ACCESS REALTY Ref002399207 09/15/09 UB Refund Cst #0000147800 24.41 24.41 2019882 09/09/09 00956 ACE RADIATOR 89032 08/19/09 REPAIR 125.00 125.00 2019998 09/16/09 10090 AECOM USAINC 21 08/20109 PLAN CHECKS &INSPECTION SERVICES 8,222.70 8,222.70 2019999 09/16/09 07732 AIRGAS SPECIALTYPRODUCTS INC 131134141 08/25/09 BULKAQUA AMMONIA 2,275.56 131134140 08/25/09 BULKAQUA AMMONIA 2,105.53 4,381.09 Page 1 of30 -~"'-.-'--.~~~,~-~.'-~~"'~"."""'==.'.'~_.':·'_·'~-~""::,'5'i?S::;;:;~::?,:ti~:?",,_ OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30109 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020084 09/23/09 00132 AIRGASWEST 103176112 08/31/09 BREATHING AIR TREATMENT PLANT 26.93 26.93 2020179 09/30109 00132 AIRGAS WEST 103546781 09/09/09 BREATHING AIR TREATMENT PLANT 143.41 143.41 2019703 09102/09 10892 ALBERTSONS INC Ref002398850 09/01/09 UB Refund Cst#0000043213 46.45 46.45 2019704 09/02/09 10904 ALEJANDRAPENA Ref002398862 09/01/09 UB Refund Cst #0000085079 44.52 44.52 2019705 09/02/09 10837 ALLEN PERKINS Ref002398794 09/01/09 UB Refund Cst #0000138913 55.76 55.76 2020000 09/16109 02362 ALLIED WASTE SERVICES #509 0509003662074 08/25/09 TRASH REMOVAL SERVICES 767.25 0509003663417 08/25/09 ASBESTOS DISPOSAL CONTAINER RENTAL 191.94 0509003664184 08/25/09 TRASH REMOVAL SVCS TREATMENT PLANT 131.54 1,09Q.73 2020085 09/23/09 03560 AMERICAN LEAK DETECTION INC 5074 08/31/09 LEAK DETECTION SERVICES 275.00 275.00 2019794 09/02/09 06166 AMERICAN MESSAGING L1109570JI 09/01/09 PAGER SERVICES 282.94 282.94 2019959 09/16/09 10941 AMY CRUME Ref002399211 09/15/09 UB Refund Cst#0000152801 132.14 132.14 2019706 09/02/09 10863 ANA PALAFOX Ref002398821 09/01/09 UB Refund Cst#0000146843 5.32 5.32 2020180 09/30/09 10728 ANDERSON,FRANK 001553 09/21/09 TRAVEL EXPENSE ADVANCEMENT 239.00 239.00 2020181 09/30/09 00002 ANSWER INC 2006 09/22/09 TELEPHONE ANSWERING SERVICES 1,000.00 1,000.00 2019883 09/09/09 08967 ANTHEM BLUE CROSS EAP 40804 08/25/09 EMPLOYEEASSISTANCE PROGRAM SERVICES 381.80 381.80 2019707 09/02/09 10921 ANTONIO NAVARRO Ref002398879 09/01/09 UB Refund Cst #0000127672 21.44 21.44 2020086 09/23/09 03492 AQUA METRIC SALES COMPANY 0029281 IN 09103/08 FLOW TESTA 10"METER 620.16 620.16 2019708 09/02/09 10842 ARASH BAHREMAND Ref002398799 09/01/09 UB Refund Cst #0000140943 46.20 46.20 2019709 09/02/09 10909 ARIEL ROMERO Ref002398867 09/01/09 UB Refund Cst#0000088792 95.85 95.85 2019795 09/02/09 00108 ASSOCIATION OF CALIFORNIA 106180 08/13/09 JOB POSTING 300.00 300.00 2019796 09/02/09 07785 AT&T 000000774802 08/02/09 PHONE SERVICES 5,763.01 5,763.01 2019884 09/09/09 05758 AT&T 08216457280825m 08/25/09 OPTE MAN INTERNET BANDWIDTH 1,837.16 1,837.16 2020182 09/30/09 05758 AT&T 001535 09/07/09 PHONE SERVICE (HIGH HEAD PS/SCADA)32.33 32.33 2020183 09/30/09 07785 AT&T 000000834400 09/02/09 PHONE SERVICES 5,778.07 5,778.07 Page 2 of30 -~.~""",,,,,,,:,,,"<,.~~.-,---;-<,=,,,,....~,,,~.~.-._-.~~-~- OTAY WATERDISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019885 09/09/09 08330 AT&T INTERNET SERVICES 8547826250809 08/22/09 OPTE MAN INTERNET BANDWIDTH 1,200.00 1,200.00 2020087 09/23/09 03285 AZTEC FIRE &SAFETY 43078 09/03/09 FIRE SPRINKLER SERVICE 685.00 685.00 2019886 09/09/09 08024 BACKGROUND PROFILES INC 767 08/31/09 BACKGROUND CHECKS 163.00 163.00 2019710 09/02/09 10868 BARBARA DOWNING Ref002398826 09/01/09 UB Refund Cst #0000147277 35.80 35.80 2020184 09/30/09 00145 BARRETT ENGINEERED PUMPS 067972 09/04/09 MARCH CHEMICAL PUMPS 1,318.05 1,318.05 2020185 09/30/09 06970 BATTIKHA,SAM 001548 09/24/09 SAFETY BOOTS REIMBURSEMENT 98.75 98.75 2019711 09/02/09 10890 BENILDO STA INES Ref002398848 09/01/09 UB Refund Cst#0000037679 21.81 21.81 2020186 09/30/09 03238 BENTLY NEVADA LLC 1009869356 09/10109 BLOWERVIBRATION SENSOR 805.00 805.00 2019960 09/16/09 10943 BILL DE RIDDER Ref002399213 09/15/09 UB Refund Cst#0000153866 19.59 19.59 2019961 09/16/09 10962 BILL DE RIDDER Ref002399232 09/15/09 UB Refund Cst#0000143657 58.72 58.72 2020088 09/23/09 04806 BJ'S RENTALS 243653 08/26/09 CONCRETE VIBRATOR RENTAL 48.30 243794 09/02/09 CONCRETE VIBRATOR RENTAL 48.30 96.60 2019712 09/02/09 10899 BRAULIO PRADO Ref002398857 09101/09 UB Refund Cst #0000073491 73.58 73.58 2019713 09/02/09 10872 BRENDA CRANN Ref002398830 09/01109 UB Refund Cst #0000147617 41.94 41.94 2019714 09/02/09 10878 BRENNAN AND ASSOCIATES Ref002398836 09101/09 UB Refund Cst #0000153739 48.99 48.99 2019715 09/02/09 10856 BRITANNIA DEVELOPEMENT Ref002398814 09/01/09 UB Refund Cst #0000145874 75.00 75.00 2019716 09/02109 10866 BRITANNIA DEVELOPMENT COMPANY Ref002398824 09101/09 UB Refund Cst #0000147138 59.37 59.37 2019797 09/02/09 01232 BRODING'S BATTERY 9107 08/12/09 REPAIR PARTS 260.89 7911 07/08/09 REPAIR PARTS 189.12 450.01 2019887 09/09/09 01232 BRODING'S BATTERY 9405 08/20/09 REPAIR PARTS 349.96 9320 08/18/09 REPAIR PARTS 218.42 568.38 2020001 09/16/09 01232 BRODING'S BATTERY 9678 08/27/09 REPAIR PARTS 245.67 245.67 2020089 09/23/09 01232 BRODING'S BATTERY 7984 07/10/09 REPAIR PARTS 67.37 67.37 2020187 09/30/09 01232 BRODING'S BATTERY 10116 09/10/09 REPAIR PARTS 215.22 215.22 2019888 09/09/09 03721 BULLET LOGISTICS INC 08160903350 08/16/09 COURIER SERVICES FOR TREATMENT PLANT 455.40 455.40 Page 3 of30 --_...."'""'=~-.~~..~....~~..--- OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019717 09/02/09 10879 BYCOR Ref002398837 09/01/09 UB Refund Cst#0000153740 827.06 827.06 2019889 09/09109 00223 C W MCGRATH INC 33981 08/17/09 CRUSHED ROCK 186.05 186.05 2020002 09/16/09 00223 C W MCGRATH INC 34056 08/25/09 CRUSHED ROCK 93.71 93.71 2020090 09/23/09 00223 C W MCGRATH INC 34131 09/03/09 CRUSHED ROCK 100.56 34121 09/02/09 CRUSHED ROCK 60.67 161.23 2020188 09/30109 00223 C W MCGRATH INC 34190 09/10109 CRUSHED ROCK 531.73 34177 09/09/09 CRUSHED ROCK 205.77 737.50 2019890 09/09/09 10725 CABLES PLUS LLC 40409 08/19/09 FIBER OPTIC CABLE AND ACCESSORIES 1,026.56 1,026.56 2020091 09/23/09 10725 CABLES PLUS LLC 40703 08/31/09 FIBER OPTIC CABLE AND ACCESSORIES 1,371.27 1,371.27 2019798 09/02/09 02920 CALIFORNIA COMMERCIAL 86122 08/11/09 ASPHALT 1,156.06 1,156.06 2019891 09/09/09 02920 CALIFORNIA COMMERCIAL 86292 08/17/09 ASPHALT 1,359.90 1,359.90 2020092 09/23/09 02920 CALIFORNIA COMMERCIAL 86888 09/03/09 ASPHALT 968.48 968.48 2020189 09/30109 02920 CALIFORNIA COMMERCIAL 87042 09/10109 ASPHALT 3,518.89 86956 09/08/09 ASPHALT 2,702.57 6,221.46 2019799 09/02/09 01060 CALIFORNIASOCIETY OF 001490 08/25/09 APPLICATION &EVALUATION FORM FEES 100.00 OPERBUDGET 09/01/09 APPLICATION &EVALUATION FORM FEES 100.00 200.00 2020093 09/23/09 00693 CALIFORNIASPECIAL DISTRICTS 001540 09/16/09 ANNUAL MEMBERSHIP DUES 150.00 150.00 2020003 09/16/09 00245 CALIFORNIA STAMP COMPANY 832052 08/26/09 CUSTOM STAMP 41.56 41.56 2019892 09/09/09 01432 CALIFORNIA URBAN WATER 001510 09/03/09 REGISTRATIONFEE 25.00 25.00 2019800 09/02/09 02584 CALIFORNIA WATER ENVIRONMENT 001500 09/01/09 REGISTRATION FEES 150.00 150.00 2019893 09/09/09 02584 CALIFORNIA WATER ENVIRONMENT 001511 09/08/09 REGISTRATION FEES 50.00 50.00 2019801 09/02/09 01004 CALOLYMPIC SAFETY 059413 08/07/09 SAFETYEQUIPMENT 47.04 47.04 2020094 09/23/09 01004 CALOLYMPIC SAFETY 059852 08/31/09 CL2 &AMMONIA CALIBRATION GAS 634.66 059836 08/31/09 LEL SENSOR 236.60 871.26 2020190 09/30/09 01004 CALOLYMPIC SAFETY 060547 09/10109 BOLTON D RING FALL PROTECTION 67.88 67.88 Page 4 of30 --~'''''~'''''-''''''-~-.":"~_':-:"?S~~~:'_ OTAYWATERDISTRICT CHECKREGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019718 09/02/09 10876 CAMILLE BRUNO Ref002398834 09/01/09 UB Refund Cst #0000153665 68.27 68.27 2020095 09/23/09 04215 CAMP DRESSER&MCKEE INC 8032471316 08/29/09 P2451-BI-NATIONAL OCEAN DESALINATION 4,681.25 4,681.25 2019894 09/09/09 08009 CANON BUSINESS SOLUTIONS INC 4002612719 08/18/09 CANON COPIERS SERVICE &MAINTENANCE 14,203.42 4002612625 08/18/09 CANON CIR COPIER 4080 ADMIN DEPT 1,320.00 15,523.42 2020096 09/23/09 08009 CANON BUSINESS SOLUTIONS INC 4002687422 09/01/09 CANON CIR COPIER 4080ADMIN DEPT 1,320.00 1,320.00 2019962 09/16/09 10961 CANYON VIEW CONGREGATION Ref002399231 09/15/09 UB Refund Cst#0000141794 307.90 307.90 2019719 09/02/09 10924 CARLA WOOLEVER Ref002398882 09/01/09 UB Refund Cst#0000128339 10.78 10.78 2019895 09/09/09 02758 CARMEL BUSINESS SYSTEMS INC 7059 09/01/09 RECORDS ROOM STAFFING 1,190.16 1,190.16 2020097 09/23/09 02758 CARMEL BUSINESS SYSTEMS INC 7058 09/01/09 STORAGE &DESTRUCTION OF DOCUMENTS 2,499.79 7057 09/01/09 SCANNING ENGINEERING DRAWINGS 105.16 2,604.95 2019720 09/02/09 10859 CARMELITA VINCENT Ref002398817 09/01/09 UB Refund Cst #0000146225 65.35 65.35 2019721 09/02/09 10164 CAROLINA LEYVA Ref002398802 09/01/09 UB Refund Cst #0000141529 100.29 100.29 2020098 09/23/09 03491 CASADE ORO CAR WASH 36 08/29/09 VEHICLE WASHING 1,255.98 1,255.98 2019957 09/09/09 10571 CCL CONTRACTING 2 09/02/09 P2009/P2038 JAMACHA ROAD PIPELINE 928,191.25 12436 08/24/09 P2009/P2038 JAMACHA ROAD PIPELINE 142,856.10 1,071,047.35 2020191 09/30/09 03232 COW GOVERNMENT INC QDW0530 09/08/09 USB DRIVES FOR SCADA COMPUTERS 141.38 141.38 2019722 09/02/09 10894 CECILIA PARONIK Ref002398852 09/01/09 UB Refund Cst #0000047978 31.24 31.24 2019723 09/02109 10887 CENTEX HOMES Ref002398845 09/01/09 UB Refund Cst #0000009832 1,223.04 1,223.04 2019963 09/16/09 10965 CESAR CUEVAS Ref002399235 09/15/09 UB Refund Cst #0000145890 58.01 58.01 2019896 09/09/09 06157 CHULAVISTA FIRE DEPARTMENT 001504 09/02/09 SPONSORSHIP 250.00 250.00 2019802 09/02/09 02593 CITY OF CHULAVISTA 071060PU0040809 08/20/09 UTILITY PERMITS 1,200.00 1,200.00 2019879 09/03/09 00446 CITY OF CHULAVISTA 001505 09/02/09 SPONSORSHIP 1,000.00 1,000.00 2019803 09/02/09 10834 COMPUSA RETAIL INC P13166500101 08/07/09 CONSOLE MONITOR 899.99 899.99 2019804 09/02/09 03334 COMPUTER MASTERS 74477 08/07/09 SCANNER 1,013.55 1,013.55 2019897 09/09/09 03334 COMPUTER MASTERS 74540 08/17/09 DIGITAL CAMERA 224.03 224.03 Page 5 of30 ..~.-."'"~~_c;;~ OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES9/2/2009TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020099 09/23/09 03334 COMPUTER MASTERS 74653 09/02/09 CONFERENCE PHONES FOR CONF ROOMS 1,651.91 74639 08/31/09 MEMORYCARDS FOR DIGITAL CAMERAS 26.10 1,678.01 2019898 09/09/09 09510 CONFERENCECALL.COM B119782564 08/31/09 CONFERENCE CALLING SERVICE 132.17 132.17 2020004 09/16/09 02612 COUNCIL OFWATER UTILITIES 001525 09/11/09 MONTHLYMEETING 25.00 25.00 2019724 09/02/09 10920 COUNTRYWIDE FIELD SERVICES Ref002398878 09/01/09 UB Refund Cst#0000126974 81.01 81.01 2019805 09/02/09 00184 COUNTY OF SAN DIEGO HV80112 08/26/09 PERMIT REVIEW FEES 440.30 440.30 2019806 09/02/09 07494 COUNTY OF SAN DIEGO 958 08/11/09 SEWER SERVICE CHARGE 4,146.39 4,141?39 2020005 09/16/09 00184 COUNTY OF SAN DIEGO DEH100031D11 09/02109 RECLAIMED WATERSHUT DOWN TEST 981.75 HK07205364 09/09/09 GENERAL HAZARDOUS MATERIALS PERMIT 871.00 DEH100035D11 09/02/09 RECLAIMED WATER SHUT DOWN TEST 714.00 HK07205363 09/09/09 GENERAL HAZARDOUS MATERIALS PERMIT 687.00 HK07205365 09/09/09 GENERAL HAZARDOUS MATERIALS PERMIT 461.00 DEH100030D11 09/02/09 RECLAIMED WATER SHUT DOWN TEST 357.00 DEH100026D11 09/02/09 RECLAIMED WATER SHUT DOWN TEST 357.00 4,428.75 2020100 09/23/09 02122 COUNTYOF SAN DIEGO 97121446 08/17/09 PERMITS TO OPERATE &OTHER DIST FEES 2,530.00 97121436 08/17/09 PERMITS TO OPERATE &OTHER DIST FEES 534.00 3,064.00 2019899 09/09/09 00099 COUNTYOF SAN DIEGO -DPW 93541 09/04/09 EXCAVATION PERMITS 968.20 968.20 2020006 09/16/09 08387 COUNTYOF SD-LANDFILL MGMNT 200905 09/02/09 MICRO-TURBINE POWER GENERATION 5,770.39 5,770.39 2020192 09/30/09 07355 COVINGTON,ERNEST G 001547 09/24/09 SAFETYBOOTS REIMBURSEMENT 148.14 148.14 2019964 09/16/09 10945 CWCRHF Ref002399215 09/15/09 UB Refund Cst #0000154726 45.79 45.79 2019725 09/02/09 10903 DANIEL SHERWOOD Ref002398861 09/01/09 UB Refund Cst jtOOOO080197 73.76 73.76 2019726 09/02/09 10846 DAVE ZARELLA Ref002398804 09101109 UB Refund Cst#0000141828 75.00 75.00 2020101 09/23/09 03499 DEAN'S CERTIFIED WELDING INC 7687 07/31/09 WELDERIWATER MAIN BREAK 760.00 760.00 2019727 09/02/09 10874 DEBORAH BETZENDERFER Ref002398832 09/01/09 UB Refund Cst#0000152789 51.76 51.76 2019965 09/16/09 10939 DEBORAH BETZENDERFER Ref002399209 09/15/09 UB Refund Cst#0000147870 9.09 9.09 2020007 09/16/09 07680 DELTAHEALTH SYSTEMS P090903 09/10/09 EMPLOYEE HEALTH ADMIN SERVICES 1,366.20 1,366.20 2020008 09/16/09 03666 DENNY'S CONCRETE PUMPING 6755 08/27/09 PUMPING CONCRETE SERVICE 275.00 275.00 Page 6 of30 _ ....--.c.._-.~~;..,...,.....~.~,..~,._,~,=-O-"-'~:.-'-..,."...,....~.___-'-~-'~'~""~",~.~.."~'",.,~..::lt~'.J,-;;'''''~''':;''~J' OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020102 09/23/09 03666 DENNY'S CONCRETE PUMPING 6758 09/02/09 PUMPING CONCRETE SERVICE 275.00 275.00 2020193 09/30/09 02733 DEPARTMENT OF CONSUMER AFFAIRS 001544 09/24/09 LICENSE RENEWAL 200.00 200.00 2020009 09/16/09 03744 DEPARTMENT OF JUSTICE 754150 09/04/09 FINGERPRINTANALYSIS SERVICES 204.00 204.00 2020010 09/16/09 08495 DIAZ,JENNY 001534 09/16/09 TUITION REIMBURSEMENT 525.00 525.00 2020194 09/30/09 08495 DIAZ,JENNY 001560 09/29/09 TUITION REIMBURSEMENT 34.91 34.91 2019807 09/02/09 00550 DIETERICH-POST COMPANY 694535 08/07/09 PLOTTER PAPER FOR GIS 1,710.04 1,710.04 2020011 09/16/09 03417 DIRECTV 1085928675 09/05/09 SATELLITE TV SERVICE 10.00 10.00 2020195 09/30/09 03417 DIRECTV 1095804142 09/19/09 SATELLITE TV SERVICE 5.00 5.00 2019728 09/02/09 10922 DONALD COUNTRYMAN Ref002398880 09/01/09 UB Refund Cst #0000127784 16.01 16.01 2019729 09/02/09 10851 DORA LOZANO Ref002398809 09/01/09 UB Refund Cst#0000144208 26.79 26.79 2019730 09/02/09 10914 DOROTHY YOUNG Ref002398872 09/01/09 UB Refund Cst#0000121924 29.57 29.57 2019731 09/02/09 10919 DOVIE KING Ref002398877 09/01/09 UB Refund Cst#0000126569 55.58 55.58 2020196 09/30/09 10974 DOWNING,CARRIE 001557 09/29/09 COMPUTER LOAN PROGRAM 2,465.94 2,465.94 2019808 09/02/09 01926 EAST COUNTY URGENT CARE 001485 08/25/09 DMV PHYSICAL 43.00 43.00 2020012 09/16/09 10820 EASY CALIFORNIA INC 131 08/21/09 CLEANING SUPPLIES 224.30 224.30 2019900 09/09/09 02447 EDCO DISPOSAL CORPORATION 001502 08/31/09 RECYCLING SERVICES 90.00 90.00 2020103 09/23/09 00230 EDP PRODUCTS INC 806107 08/31/09 CARTRIDGE STORAGE/RETRIEVAL 339.80 339.80 2019901 09/09/09 06525 ELECTRIC MOTORSPECIALISTS INC 3117 08/18/09 PUMP REBUILD 875.00 875.00 2020104 09/23/09 06525 ELECTRIC MOTOR SPECIALISTS INC 3129 08/28/09 PUMP REBUILD 2,500.00 2,500.00 2020197 09/30/09 06525 ELECTRIC MOTORSPECIALISTS INC 3132 09/04/09 PUMP REBUILD 4,495.00 4,495.00 2019966 09/16/09 10953 ELIAS NABIEL Ref002399223 09/15/09 UB Refund Cst #0000093581 60.63 60.63 2019967 09/16/09 10958 ELIZABETH GOMEZ Ref002399228 09/15/09 UB Refund Cst #0000140002 10.51 10.51 2020013 09/16/09 08023 EMPLOYEE BENEFITSPECIALISTS 00474791N 08/31/09 ADMINISTRATION FEES FOR COBRA 540.00 540.00 Page 7 of30 -~~~-_........~~.,...~..~.~.~."'-'-~~."'",,"~.~~~,-.~..~~~~..~.~;~-:;.~__:_:.';:;';;::'.:>,;,;,...;;,~~....o.:~- OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019732 09/02/09 10865 ENCORE REALTY Ref002398823 09/01/09 UB Refund Cst#0000146854 15.04 15.04 2020198 09/30/09 04467 ENGINEERING &GENERAL 001550 09/28/09 REGISTRATION FEES 390.00 001549 09/24/09 REGISTRATION FEE 195.00 001546 09/24/09 REGISTRATION FEES 90.00 675.00 2019809 09/02/09 02259 ENVIRONMENTAL RESOURCE 554195 08/12109 LABORATORY CERTIFICATION STUDIES 2009 1,424.28 1,424.28 2019902 09/09/09 02259 ENVIRONMENTAL RESOURCE 554377 08/17/09 LABORATORY SUPPLIES 488.10 554193 08/17/09 LABORATORY CERTIFICATION STUDIES 2009 285.23 773.33 2019903 09/09/09 03725 ENVIRONMENTAL SYSTEMS RESEARC~92037298 07/23/09 GIS CONSULTANTSERVICES 8,443.75 92036731 07/22/09 GIS CONSULTANT SERVICES 884.00 9,327.75 2020014 09/16/09 03725 ENVIRONMENTAL SYSTEMS RESEARG 92051705 08/27/09 GIS CONSULTANT SERVICES 2,304.25 2,304.25 2019968 09/16/09 10960 ERNESTO SAZON Ref002399230 09/15/09 UB Refund Cst #0000140742 12.92 12.92 2020015 09/16/09 06528 ESTES EXPRESS LINES 2920152792 08/13/09 FREIGHT CHARGES FOR EFFLUENT METER 218.22 218.22 2019810 09/02/09 02639 EWTRUCK &EQUIPMENT 238597 08/12/09 ENGINE COOLANT 3,381.04 3,381.04 2020105 09/23/09 02639 EWTRUCK &EQUIPMENT CM239449 CREDIT FOR CORE CHARGES (452.50) 239449 08/31/09 REPAIR PART 2,080.11 1,627.61 2019904 09/09109 10818 F S BRAINARD &COMPANY 13504 08/20/09 FLOW RECORDERS AND SOFTWARE 6,410.00 6,410.00 2019733 09/02/09 10875 FAS-AHM UTILITIES LLC Ref002398833 09/01/09 UB Refund Cst#0000153657 18.34 18.34 2019734 09/02109 10877 FAS-AHM UTILITIES LLC Ref002398835 09/01/09 UB Refund Cst#0000153673 48.39 48.39 2020199 09/30/09 00645 FEDEX 933526906 09/18/09 OVERNIGHT PICK-UP &DELIVERY MAIL SVCS 21.21 21.21 2020106 09/23/09 03546 FERGUSON WATERWORKS #1082 0325628 08/31/09 12"VICTAULIC SPOOL 36"LONG 610.61 610.61 2020200 09/30/09 03546 FERGUSON WATERWORKS #1082 0326088 09/04/09 INVENTORY 2,305.07 0325365 09/04/09 TAP HOLDER 480.68 2,785.75 2019905 09/09/09 03546 FERGUSON WATERWORKS #1082 0324750 08/20/09 INVENTORY 4,870.92 0324457 08/17/09 INVENTORY 2,796.94 0323254 08/17/09 INVENTORY 2,074.95 0322848 08/19/09 2"CLAVALVE PARTS 1,399.89 0323844 08/17/09 INVENTORY 420.86 03238441 08/20/09 INVENTORY 114.19 11,677.75 Page8 of30 OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020016 09/16/09 03546 FERGUSON WATERWORKS #1082 0324836 08/27/09 CLA-VAL PARTS 1,307.19 0325299 08/25/09 12"SDR35 PVC PIPE 269.70 1,576.89 2019969 09/16/09 10933 FIELD ASSET SERVICES Ref002399203 09/15/09 UB Refund Cst#0000147519 58.41 58.41 2019735 09/02/09 10871 FIELD ASSET SERVICES INC Ref002398829 09/01/09 UB Refund Cst#0000147399 30.44 30.44 2019970 09/16/09 10871 FIELD ASSET SERVICES INC Ref002399202 09/15/09 UB Refund Cst #0000147399 40.76 40.76 2020017 09/16/09 09146 FIGUEROA,JIANYNE 001530 09/15/09 TUITION REIMBURSEMENT 260.00 260.00 2020107 09/23/09 08893 FIRST AMERICAN DATA TREE 90034089 08/31/09 ONLINE MAP PURCHASING SERVICE 99.00 99.00 2019811 09/02/09 04066 FIRST CHOICE SERVICES -SD 315944 08/10/09 COFFEE SUPPLIES 281.64 281.64 2020018 09/16/09 04066 FIRST CHOICE SERVICES -SD 316460 08/24/09 COFFEE SUPPLIES 207.62 207.62 2020201 09/30/09 04066 FIRST CHOICE SERVICES -SD 317104 09/08/09 COFFEE SUPPLIES 493.57 493.57 2019812 09/02/09 00035 FISHER SCIENTIFIC 5449228 07/27/09 LABORATORY SUPPLIES 501.93 501.93 2019906 09/09/09 00035 FISHER SCIENTIFIC 7555870 08/14/09 LABORATORYSUPPLIES 93.22 93.22 2020108 09/23/09 10830 FLEISHER PRODUCTS &SIGNS 21850 09/01/09 LABELS FOR 640/850 RES 59.11 59.11 2020019 09/16/09 09049 FOX CONSTRUCTION 00005521 10/03/08 RETAINAGE RELEASE 23,900.00 23,900.00 2019813 09/02/09 01612 FRANCHISE TAX BOARD Ben2398940 09/03/09 PAYROLL DEDUCTION 75.00 75.00 2019814 09/02/09 02344 FRANCHISE TAX BOARD Ben2398944 09/03/09 PAYROLL DEDUCTION 313.82 313.82 2020020 09/16/09 01612 FRANCHISE TAX BOARD Ben2399191 09/17/09 PAYROLL DEDUCTION 75.00 75.00 2020021 09/16/09 02344 FRANCHISE TAX BOARD Ben2399195 09/17/09 PAYROLL DEDl,jCTION 313.82 313.82 2020202 09/30/09 01612 FRANCHISE TAX BOARD Ben2399558 10/01/09 PAYROLL DEDUCTION 75.00 75.00 2020203 09/30/09 02344 FRANCHISE TAX BOARD Ben2399562 10/01/09 PAYROLL DEDUCTION 313.82 313.82 2019815 09/02/09 07224 FRAZEE INDUSTRIES INC 746961 08/11/09 FIRE HYDRANT PAINT 1,019.99 1,019.99 2020022 09/16/09 07224 FRAZEE INDUSTRIES INC 771208 08/27/09 AIR-VAC PAINT 300.98 300.98 2019816 09102/09 03094 FULLCOURT PRESS 19883 08/06/09 2009 SUMMER PIPELINE NEWSLETTER 4,687.49 4,687.49 2019736 09/02/09 10908 FULVIA BURQUEZ Ref002398866 09/01/09 UB Refund Cst #0000087220 21.50 21.50 Page 9 of30 OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020204 09/30/09 06291 GARCIA CALDERON &RUIZ LLP 2724 09/10/09 LEGALSERVICES 64,611.82 64,611.82 2020109 09/23/09 03609 GBAMASTERSERIES INC 828461 03/30/09 GBASOFTWARE LICENSES &SUPPORT 42,964.35 42,964.35 2020023 09/16/09 10817 GENERAL SUPPLY&SERVICES INC 580708546 08/25/09 450 DS CIP -ANALOG INPUT CARDS 1,009.52 580708545 08/24/09 450 DS CIP -ANALOG INPUT CARDS 1,000.25 2,009.77 2020110 09/23/09 01573 GEOTECHNICS INC 240416 08/30/09 GEOTECHNICAL FIELD TESTING 3,500.00 3,500.00 2019817 09/02/09 06276 GIFFORD ENGINEERING INC 50545 08/10/09 RADIO INSTALLS 405.50 405.50 2020024 09/16/09 06276 GIFFORD ENGINEERING INC 50553 08/25/09 RADIO INSTALLS 380.00 38Q.00 2019971 09/16/09 10946 GILDARDO JIMENEZ Ref002399216 09/15/09 UB Refund Cst #0000017512 17.36 17.36 2019818 09/02/09 00131 GOVERNMENT FINANCE OFFICERS 001491 08/25/09 APPLICATION FEE 550.00 550.00 2019737 09/02109 10858 GRACE ONTIVEROS Ref002398816 09/01/09 UB Refund Cst#0000146175 34.02 34.02 2019819 09/02/09 00101 GRAINGER INC 9050878611 08/07/09 PANEL FOR WIO 09-02463 503.08 9054786042 08/12/09 REPAIR PARTS 262.43 9055262019 08/13/09 REPAIR PARTS 139.52 9054749578 08/13/09 REPAIR PARTS 1.45 906.48 2019907 09/09/09 00101 GRAINGER INC 9058808115 08/19/09 PAINT 225.90 9057411903 08/17/09 PRESSURE GAUGE (MTRSHOP)130.69 356.59 2020025 09/16/09 00101 GRAINGER INC 9064328546 08/26/09 VALVE MAINTENANCE ITEMS 342.04 9064328553 08/26/09 VALVE MAINTENANCE ITEMS 199.15 9065761315 08/27/09 EYEWASH REFILL 11.54 9063151352 08/25/09 REPAIR PARTS 7.23 559.96 2020111 09/23/09 00101 GRAINGER INC 9069767235 09/02/09 ELECTRICAL MATERIAL 1,434.90 9067994963 08/31/09 INVENTORY 136.59 1,571.49 2020205 09/30/09 00101 GRAINGER INC 9071644927 09/04/09 PIPE WRENCH 72.92 72.92 2019820 09/02/09 01576 GRAYBARELECTRIC CO INC 942974719 08/13/09 NETWORK CABLES 308.69 308.69 2019821 09/02/09 02187 GREENSCAPE 2222 08/01/09 LANDSCAPING SERVICES 6,090.00 6,090.00 2020112 09/23/09 02187 GREENSCAPE 2241 09/01/09 LANDSCAPING SVCS -FIRST OPTION YEAR 6,090.00 6,090.00 2019738 09/02/09 10854 GREG SCOTT Ref002398812 09/01/09 UB Refund Cst #0000145334 54.24 54.24 Page 10 of 30 OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 20222 08/31/09 DATACENTER AC MAINTENANCE 180.90 20223 08/31/09 DATA CENTERAC MAINTENANCE 146.85 1,167.97 2019744 09/02/09 10843 HOLLY LOPEZ Ref002398800 09/01/09 UB Refund Cst #0000141247 40.20 40.20 2020118 09/23/09 06540 HORIZON CRANE SERVICE LLC 5256 08/24/09 CRANE RENTAL 711-1 PUMP #4 540.00 540.00 2019974 09/16/09 10947 HUEYMOORE Ref002399217 09/15/09 UB Refund Cst #0000020240 58.90 58.90 2019825 09/02/09 01649 IDEXX DISTRIBUTION INC 238510355 08/12/09 LABORATORY SUPPLIES 2,818.27 238510356 08/12/09 LABORATORYSUPPLIES 179.04 2,997.31 2019745 09/02/09 10869 INDYMAC Ref002398827 09/01/09 UB Refund Cst #0000147305 120.14 120.14 2020119 09/23/09 08969 INFOSEND INC 38875 08/31/09 BILLING POSTAGE 17,095.95 38874 08/31/09 BILL PRINTING SERVICES 7,379.54 24,475.49 2019975 09/16/09 10935 INTEGRATEDASSET SERVICES LLC Ref002399205 09/15/09 UB Refund Cst #0000147665 30.08 30.08 2020120 09/23/09 02372 INTERIOR PLANT SERVICE INC 32005 08/31/09 PLANT SERVICES 169.00 169.00 2019826 09/02/09 03250 INTERNATIONAL PUBLIC MGMT 001492 08/27/09 REGISTRATION FEE 25.00 25.00 2019827 09/02109 10926 INTERNATIONAL SOCIETYOF 001493 08/28/09 MEMBERSHIP RENEWAL 100.00 100.00 2019746 09/02/09 10893 IRMA VELASCO Ref002398851 09/01/09 UB Refund Cst#0000043575 42.37 42.37 2019976 09/16/09 10948 IVAN ILKO Ref002399218 09/15/09 UB Refund Cst #0000024554 100.22 100.22 2019828 09/02109 02285 J J KELLER &ASSOCIATES INC 008014614 08/25/09 HR SUBSCRIPTION RENEWALS 1,990.00 1,990.00 2019747 09/02/09 10889 J RUDDY Ref002398847 09/01/09 UB Refund Cst #0000026374 63.11 63.11 2019748 09/02/09 10881 JACKIE TABAKA Ref002398839 09/01/09 UB Refund Cst ;t;!0000153928 33.29 33.29 2019977 09/16/09 10949 JAMES KREMINSKI Ref002399219 09/15109 UB Refund Cst #0000038946 27.36 27.36 2020121 09/23/09 03077 JANI-KING OF CALIFORNIA INC SD009090271 09/01/09 OFF-SITE JANITORIAL SERVICES 1,042.00 1,042.00 2019749 09/02/09 10902 JASON MITCHELL Ref002398860 09/01/09 UB Refund Cst #0000076066 29.69 29.69 2019978 09/16/09 10951 JAY FREDRICK Ref002399221 09/15/09 UB Refund Cst #0000047215 89.64 89.64 2020122 09/23/09 10563 JCI JONES CHEMICALS INC 442034 CREDIT MEMO (3,000.00) 444577 CREDIT MEMO (3,000.00) 441082 CREDIT MEMO (1,000.00) Page 12 of 30 •'.,~....-o"""'""'7~~...-.-~~~-,.-._._---~~,"",.'~.'-.-•.......,."..,,~~.-.,"?:=_',~~_",",r:r.:-::n••.J~,:;}ij '-.- OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 439053 07/29/09 CHLORINE FOR TREATMENT PLANT 4,684.65 440961 08/11/09 CHLORINE FOR TREATMENTPLANT 4,684.65 441875 08/19/09 CHLORINE FOR TREATMENTPLANT 4,684.65 7,053.95 2020208 09/30/09 10563 JCI JONES CHEMICALS INC 444504 09/10/09 CHLORINE FOR TREATMENTPLANT 4,684.65 4,684.65 2019750 09/02/09 10840 JEANNE HALTERMAN Ref002398797 09/01/09 UB Refund Cst #0000140028 8.00 8.00 2019751 09/02/09 10916 JEFF BALUYUT Ref002398874 09/01/09 UB Refund Cst#0000123645 11.97 11.97 2019911 09/09/09 02269 JENAL ENGINEERING CORP 389 08/14/09 NOZZLE BOOT REPLACEMENT #2 PUMP 307.63 410 08/19/09 FUEL PUMP SERVICE 131.10 438.73 2019752 09/02/09 10886 JERRYCAMPBELL Ref002398844 09/01/09 UB Refund Cst #0000008309 76.51 76.51 2019753 09/02/09 10882 JIM CARMICHEAL Ref002398840 09/01/09 UB Refund Cst#0000154036 51.92 51.92 2019979 09/16/09 10942 JOE SOUTHWICK Ref002399212 09/15/09 UB Refund Cst#0000153799 32.81 32.81 2020028 09/16/09 01735 JOHNSON,PAMELAA 001527 09/09/09 REIMB CERTIFICATE RENEWAL 60.00 60.00 2020209 09/30/09 00260 JOHNSTONE SUPPLY S1632755001 09/09/09 PUMP FOR ICE MACHINE 305.87 305.87 2019912 09/09/09 03172 JONES &STOKES ASSOCIATES 0064690 08/15/09 ON-CALL ENVIRONMENTAL SVCS 6,241.25 0064692 08/15/09 ON-CALL ENVIRONMENTALSVCS 4,912.50 0064693 08/15/09 ON-CALL ENVIRONMENTALSVCS 1,438.90 0064691 08/15/09 ON-CALL ENVIRONMENTAL SVCS 455.00 13,047.65 2020029 09/16/09 03172 JONES &STOKES ASSOCIATES 0064695 08/15/09 ENVIRONMENTAL CONSULTING SERVICES 17,013.31 17,013.31 2020123 09/23/09 03172 JONES &STOKES ASSOCIATES 0064696 08/15/09 P1253 SAN MIGUEL HABITAT MGMTAREA 14,681.98 14,681.98 2020124 09/23/09 09219 JOSE E PEREIRA ENGINEERING 3 08/18/09 P2422 INTERAGENCY WATER METER CONN 17,469.28 17,469.28 2019754 09/02/09 10860 JOSE MEJIA Ref002398818 09/01/09 UB Refund Cst#0000146313 66.20 66.20 2019755 09/02/09 10900 JUAN TORRES Ref002398858 09/01/09 UB Refund Cst#0000073494 75.00 75.00 2019756 09/02/09 10895 JUDGE MARSHALL JR Ref002398853 09101/09 UB Refund Cst#0000051645 70.54 70.54 2020030 09/16/09 00056 KAMAN INDUSTRIAL TECHNOLOGIES 1328049 08/26/09 SPARE COUPLINGS FOR STEEL CANYON 169.44 169.44 2019757 09/02/09 10848 KAYVON AND ASSOCIATES Ref002398806 09/01/09 UB Refund Cst#0000142887 43.37 43.37 2020125 09/23/09 05109 KEARNY PEARSON FORD 247269 CREDIT FORMIRRORASY (124.12) 246230 08/31/09 REPAIR PARTS 403.78 Page 13of 30 ""~.."..,....--~....~._,..~-.•-.-<-..,~.~-.•-""",~.,.,.....,._-~~-------'.-----'~""~--"~''..--',.-,-,_......,~.•.-.,.;...::,~:i, OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 246742 09/01/09 REPAIR PARTS 179.66 459.32 2019980 09/16/09 10967 KELSEY TRIESTRAM-LAURY Ref002399237 09/15/09 UB Refund Cst #0000146277 22.88 22.88 2020126 09/23/09 05126 KEN DAROIS AUGUST2008 09/17/09 WEBSITE DEVELOPMENT &SUPPORT 1,350.00 1,350.00 2019829 09/02/09 05840 KIRK PAVING INC 4352 07/22/09 ANNUAL AS NEEDED PAVING SVCS FY 2010 2,880.00 2,880.00 2019913 09/09/09 05840 KIRK PAVING INC 4387 08/17/09 ANNUAL AS NEEDED PAVING SERVICES 7,396.00 7,396.00 2020210 09/30/09 05840 KIRK PAVING INC 4406 09/04/09 ANNUAL AS NEEDED PAVING SVCS FY 2010 7,434.00 7,434.00 2019914 09/09/09 04996 KNOX ATTORNEYSERVICE INC 496535 08/18/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 496536 08/18/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 57.20 2020031 09/16/09 04996 KNOX ATTORNEY SERVICE INC 497787 08/25/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 497786 08/25/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 497785 08/25/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 497784 08/25/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 114.40 2020127 09/23/09 04996 KNOXATTORNEY SERVICE INC 499401 09/02/09 DELIVERYOF BOARD &COMMITTEE PACKETS 28.60 499411 09/02/09 DELIVERYOF BOARD &COMMITTEE PACKETS 28.60 499415 09/02/09 DELIVERYOF BOARD &COMMITTEE PACKETS 28.60 499420 09/02/09 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 499414 09/02/09 DELIVERYOF BOARD &COMMITTEE PACKETS 28.60 143.00 2020211 09/30109 04996 KNOX ATTORNEYSERVICE INC 500671 09/10109 DELIVERY OF BOARD &COMMITTEE PACKETS 28.60 28.60 2019830 09/02/09 03771 KREINBRING,DALE B 001494 08/31/09 SAFETY BOOTS REIMBURSEMENT 74.95 74.95 2020032 09/16/09 10414 L + L PRINTERS CARLSBAD LLC 17129 08/21/09 COVERS &TABS FOR BUDGETS AND CAFR 912.76 912.76 2020033 09/16/09 06497 LAKESIDE LAND COMPANY 229745 08/24/09 ASPHALT 45.18 45.18 2020128 09/23/09 06497 LAKESIDE LAND COMPANY 230070 09/02/09 ASPHALT 89.30 230017 09/01/09 ASPHALT 70.83 160.13 2020212 09/30/09 06497 LAKESIDE LAND COMPANY 230316 09/10109 ASPHALT 52.41 52.41 2019981 09/16/09 10952 LANDSAFE TITLE OF CALIF INC Ref002399222 09/15/09 UB Refund Cst #0000072018 197.40 197.40 2019831 09/02109 03607 LEE &RO INC 83411 08/07109 AS NEEDED ENGINEERING DESIGN SVCS 2,780.37 2,780.37 2020034 09/16/09 03607 LEE &RO INC 83710 08/07/09 P2009 -DESIGN OF 36-INCH PIPELINE 16,850.58 16,850.58 2020129 09/23/09 03607 LEE&RO INC 83412 09/03/09 AS NEEDED ENGINEERING DESIGN SVCS 7,978.86 7,978.86 Page 14 of30 ,..~.".',:--;!~~.-,&,~£;:~ OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019834 09/02/09 06302 MCCROMETER INC 349384RI 08/06/09 TREATMENT PLANT CCB FLOW METER PARTS 188,08 188,08 2019835 09/02/09 01183 MCMASTER-CARR SUPPLY CO 35363695 08/13/09 TRAFFIC CONTROL SIGN 51.47 35237763 08/12/09 TRAFFIC CONTROL SIGN 51.47 102.94 2019917 09/09/09 01183 MCMASTER-CARR SUPPLY CO 35642750 08/18/09 VALVE 32,98 32,98 2020037 09/16/09 01183 MCMASTER-CARRSUPPLY CO 36338134 08/27/09 REPAIR PART 64,68 64,68 2020134 09/23/09 01183 MCMASTER-CARRSUPPLYCO 36763480 09/02/09 SCREWDRIVER 29,97 29,97 2019985 09/16/09 10934 MCS MORTGAGE Ref002399204 09/15/09 UB Refund Cst #0000147635 13,29 q.29 2019918 09/09/09 03745 MEDEROS,CHARLES 001513 09/08/09 TUITION REIMBURSEMENT 1,341,94 1,341,94 2019762 09/02/09 10885 MEIKI CORPORATION Ref002398843 09/01/09 UB Refund Cst #0000007713 130,39 130.39 2019763 09/02/09 10915 MICHAELWILLIAMSON Ref002398873 09/01/09 UB Refund Cst#0000123276 13.22 13,22 2019919 09/09/09 00887 MIRAMAR TRUCK CENTER-SAN DIEGO 253730 08/19/09 REPAIR PART 71,13 71,13 2019836 09102/09 00237 MISSION JANITORIAL &ABRASIVE 16640700 08/07/09 JANITORIAL SUPPLIES 696.70 16640701 08/12/09 JANITORIAL SUPPLIES 195,62 16640900 08/13/09 RATTRAP 49,07 941,39 2019920 09/09/09 00237 MISSION JANITORIAL &ABRASIVE 16801800 08/18/09 JANITORIAL SUPPLIES 266,96 266,96 2020135 09/23/09 00237 MISSION JANITORIAL &ABRASIVE 17026000 09/02109 JANITORIAL SUPPLIES 518,83 17026200 09/02/09 JANITORIAL SUPPLIES 111.47 630,30 2019764 09/02/09 10844 MOISELIA CARINO Ref002398801 09/01/09 UB Refund Cst #0000141403 6,88 6,88 2019765 09/02/09 10913 MONICA BRIBIESCA Ref002398871 09/01/09 UB Refund Cst #0000121265 104,13 104.13 2020136 09/23/09 02503 MORGAN COMPANY 16007 08/28/09 REPAIR PARTS 437,78 437,78 2019986 09/16/09 10940 MORTGAGE CONTRACTING SERVLLC Ref002399210 09/15/09 UB Refund Cst #0000147885 30,75 30,75 2019837 09/02/09 07348 MSA SYSTEMS INC 15229 08/07/09 RFIDTAGS 2,184,13 2,184.13 2020216 09/30/09 01701 MUNOZ,JERRYA 001552 09/28/09 TRAVEL EXPENSE ADVANCEMENT 239,00 239,00 2020217 09/30/09 10202 MWH CONSTRUCTORS INC 1289679 09/02/09 TEMPORARY LABOR SERVICES 16,625,00 16,625,00 2020137 09/23/09 02037 MWH LABORATORIES LOO09251 08/11/09 REGULATORYANALYSIS FOR JULY 2009 398,00 Page 16 of30 .~:.=-_._..,........,........-~,.~..~_.------~..~-""..d';~? OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30109 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total L0010921 09/01/09 REGULATORY ANALYSIS FOR AUGUST 2009 40.00 438.00 2019838 09/02/09 04676 NAPA AUTO PARTS 161710 08/11/09 REPAIR PARTS 1,398.27 161160 08/07/09 REPAIR PARTS 47.24 161571 08/11/09 REPAIR PARTS 23.12 161432 08/10109 REPAIR PARTS 22.80 161846 08/12/09 REPAIR PARTS 22.59 161904 08/12/09 REPAIR PARTS 14.68 162033 08/13/09 REPAIR PARTS 13.03 162086 08/13/09 REPAIR PARTS 4.99 1,546.72 2019921 09/09/09 04676 NAPAAUTO PARTS 162751 08/19/09 REPAIR PARTS 140.32 162957 08/20109 REPAIR PARTS 74.37 162626 08/18/09 REPAIR PARTS 64.16 162697 08/19/09 REPAIR PARTS 63.53 162643 08/18/09 REPAIR PARTS 56.83 162849 08/20109 REPAIR PARTS 52.62 162752 08/19/09 REPAIR PARTS 24.77 162402 08/17/09 REPAIR PARTS 12.79 162101 08/14/09 REPAIR PARTS 11.74 162616 08/18/09 REPAIR PARTS 7.02 162891 08/20109 REPAIR PARTS 3.76 162710 08/19/09 REPAIR PARTS 2.34 514.25 2020038 09/16/09 04676 NAPA AUTO PARTS 163637 08/26/09 REPAIR PARTS 132.62 163555 08/26/09 REPAIR PARTS 128.00 163616 08/26/09 REPAIR PARTS 80.78 163790 08/27/09 REPAIR PARTS 70.60 163552 08/26/09 REPAIR PARTS 29.53 163763 08/27/09 REPAIR PARTS 17.91 163583 08/26/09 REPAIR PARTS 11.59 163764 08/27/09 REPAIR PARTS 5.97 477.00 2020138 09/23/09 04676 NAPAAUTO PARTS 164377 CREDIT FOR MUD FLAP (128.00) 164499 09/02/09 REPAIR PARTS 118.15 164330 09/01/09 REPAIR PARTS 116.13 164133 08/31/09 REPAIR PARTS 50.60 163879 08/28/09 REPAIR PARTS 50.35 164268 09/01/09 REPAIR PARTS 36.41 164113 08/31/09 REPAIR PARTS 35.63 164565 09/03/09 REPAIR PARTS 28.01 164165 08/31/09 REPAIR PARTS 25.18 163877 08/28/09 REPAIR PARTS 16.78 164491 09/02/09 REPAIR PARTS 11.53 163749 08/27/09 REPAIR PARTS 10.86 164594 09/03/09 REPAIR PARTS 6.52 378.15 Page 17 of 30 ..,.'TT","•.~~~.-.,_~:.~-.~~.~••~.~"""~_._.7.~·,~~_·_·._~"'"""~~-""""--~.....-:"'_=r.':':"';<';-:,,;,;6';~~"-_ OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02109 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020218 09/30/09 04676 NAPA AUTO PARTS 164979 CREDIT FORPRESSURE HOSE (38.06) 147027 07/07/09 REPAIR PARTS 408.48 164747 09/04/09 REPAIR PARTS 176.16 165297 09/10/09 REPAIR PARTS 109.38 165116 09/08/09 REPAIR PARTS 89.66 154533 08/15/09 REPAIR PARTS 74.12 165070 09/08109 REPAIR PARTS 69.92 147034 04/14/09 REPAIR PARTS 39.08 147737 07/07/09 REPAIR PARTS 12.71 165027 09/08/09 REPAIR PARTS 9.67 165014 09/08/09 REPAIR PARTS 5.47 165404 09/10/09 REPAIR PARTS 4.13 165149 09/09/09 REPAIR PARTS 3.27 963.99 2020139 09/23/09 09881 NATGUN CORPORATION 7 08/28/09 P2143 1296-3 RESERVOIR 2.0 MG 87,957.00 87,957.00 2019839 09/02/09 03523 NATIONAL DEFERRED COMPENSATION Ben2398924 09/03/09 DEFERRED COMP PLAN 8,240.22 8,240.22 2020039 09/16/09 03523 NATIONAL DEFERRED COMPENSATION Ben2399175 09/17/09 DEFERRED COMP PLAN 8,618.04 8,618.04 2020219 09/30/09 03523 NATIONAL DEFERRED COMPENSATION Ben2399542 10/01/09 DEFERRED COMP PLAN 8,722.41 8,722.41 2020220 09/30/09 09884 NATIONAL SAFETYCOMPLIANCE INC 43989 09/01/09 RANDOM DRUG TESTING SERVICE 442.54 442.54 2019840 09/02/09 00996 NEW HORIZONS 2344881 08/11/09 COMPUTER TRAINING SERVICES 225.00 225.00 2019766 09/02/09 10864 NEWVISTAREALTY Ref002398822 09/01/09 UB Refund Cst #0000146846 45.00 45.00 2019841 09/02/09 10187 NEWVISTAREALTY RF146514 08/31/09 RE-ISSUE UB REFUND 63.92 63.92 2019987 09/16/09 10963 NEWVISTAREALTY Ref002399233 09/15/09 UB Refund Cst #0000144126 34.72 34.72 2019922 09/09/09 00745 NEWARK 17764459 08/14/09 PANEL DISPLAY METERS FOR 850-4 &640 RES 400.52 400.52 2020040 09/16/09 02848 NEWMAN,E PATRICK 001524 09/10/09 SAFETY BOOTS REIMBURSEMENT 109.73 109.73 2019842 09/02/09 08656 NORTH STATE ENVIRONMENTAL 201124 08/10/09 HAZARDOUS DISPOSAL 2,617.62 2,617.62 2020140 09/23/09 02867 OCE 986908605 08/31/09 MAINTENANCE FOR PLOTTER PRINTER 405.00 405.00 2019843 09/02/09 00510 OFFICE DEPOT INC 484562701001 08/13/09 CLEANING DUSTER 48.81 484111649001 08/11/09 OFFICE SUPPLIES 46.26 484466988001 08/13/09 OFFICE SUPPLIES 10.77 105.84 2019923 09/09/09 00510 OFFICE DEPOT INC 484466774001 CREDIT FOR FRAMES (10.77) Page 18of30 OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 484111963001 08/11/09 OFFICE SUPPLIES 129.20 118.43 2020141 09/23/09 00510 OFFICE DEPOT INC 487019016001 09/02/09 WIRELESS MOUSE/KEYBOARD 293.57 486527661001 08/31/09 OFFICE SUPPLIES 54.68 487018174001 09/02/09 MOUSE &KEYBOARD 50.66 398.91 2020221 09/30109 00510 OFFICE DEPOT INC 487557937001 09/08/09 OFFICE SUPPLIES 289.28 487557315001 09/08/09 OFFICE SUPPLIES 81.62 487558305001 09/08/09 OFFICE SUPPLIES 13.41 384.31 2019988 09/16/09 10936 OLIVER D'SOUZA Ref002399206 09/15/09 UB Refund Cst #0000147704 56.17 56.17 2020041 09/16/09 02084 OLLI BROS 001528 06/30109 UNIFORM CAPS 1,245.62 1,249.62 2020042 09/16/09 00496 ONESOURCE DISTRIBUTORS LLC S3162876001 08/21109 850-4 CIP LEGEND PLATES 168.82 168.82 2020142 09/23/09 00496 ONESOURCE DISTRIBUTORS LLC S3169631001 09/02/09 TERMINAL MARKERS FOR 850-4 PLC PANEL 17.90 17.90 2019767 09/02/09 10870 ORION CONTRUCTION Ref002398828 09/01/09 UB Refund Cst #0000147374 470.53 470.53 2019768 09/02/09 10883 ORION CONTRUCTION Ref002398841 09/01/09 UB Refund Cst #0000154148 701.55 701.55 2020043 09/16/09 02721 ORTIZ CORPORATION R0523 08/31/09 REIMB ANNUAL FEE PERMIT 692.00 692.00 2019924 09/09/09 02334 OTAY LANDFILL 008459 08/31/09 WASTE DISPOSAL SERVICES 555.03 008412 08/15/09 WASTE DISPOSAL SERVICES 183.21 738.24 2019925 09/09/09 01718 OTAY MESA CHAMBER OF COMMERCE 001514 09/08/09 REGISTRATION FEES 30.00 30.00 2019844 09/02/09 03101 OTAY WATER DISTRICT Ben2398926 09/03/09 PAYROLL DEDUCTION -ASSN DUES 805.00 805.00 2020044 09/16/09 03101 OTAYWATERDISTRICT Ben2399177 09/17/09 PAYROLL DEDUCTION -ASSN DUES 798.00 798.00 2020222 09/30109 03101 OTAYWATER DISTRICT Ben2399544 10101/09 PAYROLL DEDUCTION -ASSN DUES 791.00 791.00 2020143 09/23/09 08891 PACIFIC METER SERVICES INC 174 08/28/09 WATER METERREPLACEMENT FY 2010 23,217.92 175 08/28/09 WATER METER REPLACEMENT FY 2010 21,799.78 45,017.70 2019845 09/02/09 01002 PACIFIC PIPELINE SUPPLY 133863 07/27/09 EFFLUENT METER 358.88 358.88 2020045 09/16/09 01002 PACIFIC PIPELINE SUPPLY 134065 08/24/09 INVENTORY 7,252.54 7,252.54 2020223 09/30109 03017 PACIFIC SAFETY COUNCIL 66534 09/17/09 REGISTRATION FEE 50.00 50.00 2019769 09/02/09 10855 PACIFIC WESTERN REALTY Ref002398813 09/01/09 UB Refund Cst #0000145473 47.91 47.91 Page 19 of 30 '.':',:/;::75:'~;:~:': OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019926 09/09/09 09043 PARADIGM SYSTEMS SOLUTIONS INC 85672 08/14/09 RUGGED PANASONIC LAPTOPS 10,658.98 10,658.98 2020144 09/23/09 05497 PAYPAL INC 5108785 08/31/09 ON-LINE PAYMENTSERVICES 528.00 528.00 2019927 09/09/09 03308 PBS&J 1052501 08/14/09 2009 MASTER PLAN UPDATE 14,470.50 14,470.50 2019928 09/09/09 03649 PECK S HEAVYFRICTION INC 197828 CREDIT FOR SHOE CORES (100.00) 197602 08/19/09 REPAIR PARTS 817.27 717.27 2020046 09/16/09 03649 PECKS HEAVY FRICTION INC 197813 08/26/09 REPAIR PARTS 155.08 155.08 2019929 09/09/09 03790 PENHALL COMPANY 22782 08/17/09 FLAT SAW CUTTING SERVICES 225.00 225.00 2020047 09/16/09 03790 PENHALL COMPANY 22868 08/26/09 FLAT SAW CUTTING SERVICES 712.50 712.50 2020145 09/23/09 03790 PENHALL COMPANY 22928 08/31/09 FLAT SAW CUTTING SERVICES 432.50 22902 08/28/09 FLAT SAW CUTTING SERVICES 400.00 832.50 2020224 09/30/09 03790 PENHALL COMPANY 22973 09/09/09 FLAT SAW CUTTING SERVICES 400.00 23003 09/09/09 FLAT SAW CUTTING SERVICES 200.00 600.00 2020146 09/23/09 00593 PEPPER OIL COMPANY INC 612090 09/11/09 DIESEL FUEL 4,218.54 4,218.54 2020048 09/16/09 03180 PERFORMANCE METER INC 00166281N 08/26/09 TEMP CONSTRUCTION METERS AND PARTS 15,239.46 15,239.46 2020147 09/23/09 03457 PERSONAL TOUCH WEST 21174 08/28/09 IMPRINTED WATER CONSERVATION PENS 913.49 913.49 2020225 09/30/09 03457 PERSONAL TOUCH WEST 001558 09/21/09 COUNCIL OF WATER UTILITIES -SUPPLIES 476.84 476.84 2019770 09/02/09 10847 PETER FELDHUSEN Ref002398805 09/01/09 UB Refund Cst #0000141894 69.88 69.88 2019846 09/02/09 00137 PETTY CASH CUSTODIAN 001499 09/01/09 PETTY CASH REIMBURSEMENT 427.53 427.53 2020049 09/16/09 00137 PETTYCASH CUSTODIAN 001529 09/15/09 PETTY CASH REIMBURSEMENT 182.13 182.13 2020226 09/30/09 00137 PETTYCASH CUSTODIAN 001559 09/29/09 PETTY CASH REIMBURSEMENT 574.05 574.05 2020227 09/30/09 10199 PEXIS CORPORATION 07265 08/18/09 MEETINGS ON GUN RANGE ISSUES 625.00 625.00 2020148 09/23/09 00053 PITNEY BOWES INC 624092 09/03/09 POSTAL SECURITYDEVICE RENTAL 208.80 508987 08/29/09 INK CARTRIDGE 154.37 363.17 2019989 09/16/09 10938 PLATINUM CIRCLE REAL ESTATE Ref002399208 09/15/09 UB Refund Cst#0000147805 50.06 50.06 2019930 09/09/09 10337 PLATINUM WIRELESS OF EL CAJON PLATWIN13070 08/27/09 BOOST MOBILE PHONE SERVICE 180.00 180.00 Page 20 of30 -_._---""''''''''.-,"'..,..,.".,--=-='""'~~_--,;f.c"'~;;;'.tr.Ji.Fd~,,,,:,;:,:: OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30109 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid CheckTotal 2019771 09/02/09 10910 POLLYORTIZ Ref002398868 09/01/09 UB Refund Cst#0000089322 75.00 75.00 2020050 09/16/09 10829 PR ELECTRONICS INC 8542 08/25/09 PANEL METERSFOR 640 RES 542.00 542.00 2019931 09/09/09 05499 PRAXAIR DISTRIBUTION INC 34046163 08/20109 WELDING SUPPLIES 454.36 454.36 2019932 09/09/09 01733 PRICE TRONCONE &12064 08/10109 DISTRICTRADIO REPEATER SITE RENTAL 3,744.00 3,744.00 2020149 09/23/09 10928 PROACTIVE POWER SERVICES INC IVC00874 09/02/09 IT UPS SYSTEM MAINTENANCE 1,685.63 IVC00871 09/02/09 IT UPS SYSTEM MAINTENANCE 1,200.00 2,885.63 2020150 09/23/09 10662 PROFESSIONAL MAINTENANCE 71671 09/01/09 JANITORIALSERVICES 2,675.00 2,675.00 2019847 09/02/09 06641 PRUDENTIAL OVERALL SUPPLY 30031868 08/13/09 ADMIN/OPS UNIFORMS 324.93 30031867 08/13/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 148.79 30031869 08/13/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 109.80 30031492 08/12/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 94.96 30031870 08/13/09 ADMIN/OPS UNIFORMS 65.56 30031491 08/12/09 ADMIN/OPS UNIFORMS 52.49 796.53 2019933 09/09/09 06641 PRUDENTIAL OVERALL SUPPLY 30033570 08/20109 ADMIN/OPS UNIFORMS 332.93 30033569 08/20109 ADMIN/OPS MATS,TOWELS AND SUPPLIES 148.79 30033571 08/20109 ADMIN/OPS MATS,TOWELS AND SUPPLIES 109.80 30033214 08/19/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 94.96 30033572 08/20109 ADMIN/OPS UNIFORMS 67.60 30033213 08/19/09 ADMIN/OPS UNIFORMS 52.49 806.57 2020051 09/16/09 06641 PRUDENTIAL OVERALL SUPPLY 30035280 08/27/09 ADMIN/OPS UNIFORMS 326.93 30035279 08/27/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 148.79 30035281 08/27/09 ADMIN/OPS MATS,TOWELSAND SUPPLIES 109.80 30034907 08/26/09 ADMIN/OPS MATS,TOWELSAND SUPPLIES 94.96 30035282 08/27/09 ADMIN/OPS UNIFORMS 77.68 30034906 08/26/09 ADMIN/OPS UNIFORMS 52.49 810.65 2020151 09/23/09 06641 PRUDENTIAL OVERALL SUPPLY 30036821 09/03/09 ADMIN/OPS UNIFORMS 324.93 30036820 09/03/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 148.79 30036822 09/03/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 109.80 30036504 09/02/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 94.96 30036823 09/03/09 ADMIN/OPS UNIFORMS 66.13 30036503 09/02/09 ADMIN/OPS UNIFORMS 52.49 797.10 2020228 09/30109 06641 PRUDENTIAL OVERALL SUPPLY 30038643 09/10109 ADMIN/OPS UNIFORMS 328.93 30038272 09/09/09 ADMIN/OPS MATS,TOWELS AND SUPPLIES 94.96 30038644 09/10109 ADMIN/OPS MATS,TOWELS AND SUPPLIES 89.34 30038645 09/10109 ADMIN/OPS UNIFORMS 66.13 30038271 09/09/09 ADMIN/OPS UNIFORMS 52.49 631.85 Page 21 of30 """~''''''~-C-~","",".':"7~.'~-~.~-,"';:'-""!...'::;'d!",'''''''~''~''';' OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019934 09/09/09 00078 PUBLIC EMPLOYEES RETIREMENT Ben2398920 09/03/09 PERS CONTRIBUTION (PRE-TAX)132,176.66 132,176.66 2020152 09/23/09 00078 PUBLIC EMPLOYEES RETIREMENT Ben2399171 09/17/09 PERS CONTRIBUTIONS (POST TAX)132,581.83 132,581.83 2019935 09/09/09 01342 R J SAFETY SUPPLY CO INC 26639200 08/19/09 WAREHOUSE SAFETYSUPPLIES 567.08 567.08 2020229 09/30/09 01342 R J SAFETY SUPPLY CO INC 26701100 09/09/09 SAFETY SUPPLIES 476.76 476.76 2020052 09/16/09 08331 RABO BANK NA 280215R 08/04/09 RETENTION FOR SPIESS CONSTRUCTION 583.10 583.10 2019772 09/02/09 10912 RAFAELCARO Ref002398870 09/01/09 UB Refund Cst#0000119851 47.08 47.08 2020230 09/30/09 08029 RANCHO SAN DIEGO-JAMUL,THE 001556 09/25/09 BREAKFAST MEETING 15.00 15.00 2019848 09/02109 02041 RBF CONSULTING 9070037 08/10/09 CIP P2009 -36 INCH PIPELINE 54,830.00 54,830.00 2020231 09/30/09 02041 RBF CONSULTING 9080103 09/09/09 CIP P2009 -36 INCH PIPELINE 53,515.00 53,515.00 2020053 09/16/09 01722 RDO EQUIPMENT CO P38869 08/27/09 REPAIR PART 311.36 311.36 2020232 09/30/09 01890 RECON 39323 09/01/09 P1253 -PREPARATION OF THE SUBAREA PLAN 8,790.60 8,790.60 2020153 09/23109 06645 RELIABLE ELEVATOR INC 18487 09/01/09 ELEVATORSERVICE &MAINTENANCE 430.00 430.00 2019849 09/02/09 00164 REXEL 800737858 08/07/09 WIRE CORD 2,844.44 2,844.44 2020054 09/16/09 00164 REXEL 800758311 08/27/09 ASCO TRANSFER SWITCH CONTROL PANEL 3,279.90 800758310 08/27/09 ASCO TRANSFER SWITCH CONTROL PANEL 12.06 3,291.96 2019773 09/02/09 10907 RICARDO CHAIRES Ref002398865 09/01/09 UB Refund Cst#0000087194 116.89 116.89 2019774 09/02/09 10905 RICARDO MACIAS Ref002398863 09/01/09 UB Refund Cst#0000085106 35.75 35.75 2019990 09/16/09 10950 RICHARD LEO Ref002399220 09/15/09 UB Refund Cst#0000044051 18.37 18.37 2020154 09/23/09 00521 RICK POSTWELDING &8568 09/01/09 CONTRACTORWELDING SERVICES 1,360.00 8573 09/01/09 CONTRACTOR WELDING SERVICES 405.00 1,765.00 2020233 09/30109 04542 ROBAK,MARK 70140809 08/31/09 MILEAGE REIMBURSEMENT 45.10 70140709 07/31/09 MILEAGE REIMBURSEMENT 20.35 65.45 2019775 09/02/09 10888 ROBERT LOBATO Ref002398846 09/01/09 UB Refund Cst #0000010037 75.00 75.00 2019776 09/02/09 10896 ROBERT STAPLES Ref002398854 09/01/09 UB Refund Cst #0000070184 134.82 134.82 Page 22 of 30 =-.~~,",-~,,,,,,-.-.~."'''''''''''''.~;-~''''''''"'-===,=ot~'''7'''''~.,~~~~;''',_J.-,b:,.~''', OTAYWATER DISTRICT CHECKREGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30109 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019850 09/02109 02948 ROCKHURST UNIVERSITY 401062652001 08/27/09 SEMINAR REGISTRATION FEE 149.25 149.25 2019851 09/02/09 06412 ROMERO,TANYA 001495 08/26/09 TUITION REIMBURSEMENT 40.00 40.00 2019777 09/02/09 10873 ROSE AVEDISIAN Ref002398831 09/01/09 UB Refund Cst #0000147675 50.67 50.67 2019778 09/02/09 10911 ROSENIA CUEVAS Ref002398869 09/01/09 UB Refund Cst#0000093419 49.60 49.60 2019779 09102/09 10880 ROY REED Ref002398838 09/01/09 UB Refund Cst #0000153769 36.30 36.30 2019780 09/02/09 10853 RUTH REYES Ref002398811 09/01/09 UB Refund Cst#0000144747 23.10 23.10 2019991 09/16/09 10966 RUTH REYES Ref002399236 09/15/09 UB Refund Cst #0000145982 36.63 3\'.63 2019852 09/02/09 00217 RW LITTLE CO INC 93794 08/13/09 POWDER COAT PUMP PARTS 350.00 350.00 2019936 09/09/09 00217 RW LITTLE CO INC 93846 08/18/09 SANDBLAST AND POWDERCOAT AIR VACS 575.00 575.00 2019853 09/02/09 00362 RYAN HERCO PRODUCTS CORP 6664686 08/13/09 SPEARS CPVCNITON BALL VALVES 1,295.30 1,295.30 2019854 09/02/09 09148 S&J SUPPLY COMPANY INC 085506 08/10109 VALVE REPLACEMENT 1,583.40 1,583.40 2019937 09109/09 09148 S&J SUPPLY COMPANY INC 085824 08/18/09 INVENTORY 1,362.13 1,362.13 2020055 09/16/09 09148 S&J SUPPLY COMPANY INC 086178 08/27/09 INVENTORY 2,169.31 2,169.31 2020234 09/30109 09148 S&J SUPPLY COMPANYINC 086576 09/10109 INVENTORY 2,069.24 086679 09/10109 HAND HOLE/THREAD PLUG 417.60 2,486.84 2019855 09/02/09 05130 SAFARI MICRO INC 177185 08/10109 ANNUALSUBSCRIPTION MICROSOFT TECHNET 414.73 414.73 2019938 09/09/09 05130 SAFARI MICRO INC 177414 08/19/09 HP COMPUTER SYSTEM 1,973.81 177415 08/19/09 SABRENT USB 2.0 45.68 2,019.49 2020056 09/16/09 05130 SAFARI MICRO INC 177604 08/25/09 FUJITSU SCANNER 462.19 177603 08/25/09 SANDISK FLASH DRIVE 171.83 634.02 2020155 09/23/09 05130 SAFARI MICRO INC 177878 08/29/09 HP DESKTOP SYSTEMS 9,918.00 9,918.00 2019939 09/09/09 03687 SAFETY-KLEEN SYSTEMS INC M005936813 08/19/09 WASTE DISPOSAL 50.00 50.00 2020057 09/16/09 03687 SAFETY-KLEEN SYSTEMS INC 0039689358 08/26/09 WASTE DISPOSAL 163.16 163.16 2020235 09/30109 02586 SAN DIEGO COUNTYASSESSOR 2009078 09/04/09 COUNTY ASSESSOR DATA 125.00 125.00 2020236 09/30109 10972 SAN DIEGO COUNTYSYMPOSIUM 001551 09/28/09 REGISTRATION FEES 75.00 75.00 Page 23 of30 """"'~~="""",,,,'~"""-''''-~'~'~'~-''-.~""-,-..---~-,-...-_cC:'.'..!.'.52).;.-::aar:c',:. OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02109 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019940 09/09/09 00003 SAN DIEGO COUNTY WATER 7004 08/17/09 HIGH-EFFICIENCYWASHER PROGRAM 5,450.00 6999 08/17/09 IRRIGATION CONTROLLER PROGRAM 16.58 5,466.58 2019941 09/09/09 00003 SAN DIEGO COUNTY WATER 7009 08/17/09 SYNTHETIC TURF PROGRAM 764.00 764.00 2020156 09/23/09 00003 SAN DIEGO COUNTY WATER 7026 09/03/09 SYNTHETIC TURFPROGRAM 2,667.00 2,667.00 2020157 09/23/09 00003 SAN DIEGO COUNTY WATER 7021 09/03/09 HIGH-EFFICIENCYWASHER PROGRAM 1,650.00 7034 09/03/09 IRRIGATION CONTROLLER PROGRAM 480.00 2,130.00 2019942 09/09/09 00247 SAN DIEGO DAILY TRANSCRIPT 154805 08/20/09 BID ADVERTISEMENT 55.80 55.80 2019856 09/02109 00121 SAN DIEGO GAS &ELECTRIC 001488 08/26/09 UTILITY EXPENSES 67,584.25 001487 08/31/09 UTILITY EXPENSES 35,342.07 001486 08/24/09 UTILITY EXPENSES 605.83 103,532.15 2019943 09/09/09 00121 SAN DIEGO GAS &ELECTRIC 001507 09/02/09 UTILITY EXPENSES 60,972.46 001506 08/26/09 UTILITY EXPENSES 52,885.05 113,857.51 2020058 09/16/09 00121 SAN DIEGO GAS &ELECTRIC 001515 09/03/09 UTILITY EXPENSES 25,297.05 25,297.05 2020237 09/30109 00121 SAN DIEGO GAS &ELECTRIC 001554 09/24/09 UTILITY EXPENSES 34,480.97 001543 09/18/09 UTILITY EXPENSES 27,133.44 001555 09/23/09 UTILITY EXPENSES 801.38 62,415.79 2019992 09/16/09 10931 SAN DIEGO REALTY INC Ref002399200 09/15/09 UB Refund Cst#0000146933 55.08 55.08 2019993 09/16/09 10932 SAN DIEGO REALTY INC Ref002399201 09/15/09 UB Refund Cst#0000147100 58.35 58.35 2019781 09/02/09 10862 SAN DIEGO REO Ref002398820 09/01/09 UB Refund Cst#0000146443 64.91 64.91 2019857 09102/09 10925 SAN MIGUEL CONSOLIDATED FIRE 001501 08/21/09 SPONSORSHIP 1,000.00 1,000.00 2019944 09/09/09 00278 SAN-LO AERIAL SURVEYS 23093 08/19/09 DIGITAL MAPPING FOR CIP R2058 3,100.00 3,100.00 2019945 09/09/09 07783 SCRIPPS CENTER FOR EXECUTIVE 18442 08/18/09 EXECUTIVE PHYSICAL 2,899.00 2,899.00 2020158 09/23/09 09467 SCW CONTRACTING CORPORATION 6 09/01/09 1485-1 PUMP STATION REPLACEMENT 335,686.50 335,686.50 2019858 09/02/09 01651 SHARP REES-STEALY MEDICAL CTRS 1055222 08/03/09 HEALTH EXAM 171.25 171.25 2019782 09/02/09 10891 SHEA HOMES Ref002398849 09/01/09 UB Refund Cst #0000042495 615.92 615.92 2020159 09/23/09 05983 SIEMENS WATER 7827438 08/28/09 BIOXIDE FOR TREATMENT PLANT 1,268.13 1,268.13 Page 24 of 30 .'"'~";'~~,",,,,,,,,,~,.~.~._..~.,-',.~.~---_.-~~~.-....~....,=~"",,.':~:·25.~:a:.~:', OTAYWATER DISTRICT CHECKREGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020238 09/30/09 05983 SIEMENS WATERTECHNOLOGIES 2865141 09/08/09 ENCORE 700 METERING PUMP PARTS 2,259.99 2,259.99 2020059 09/16/09 02660 SILVA,GABRIELS 001523 09/14/09 REIMB DRIVER'S LICENSE RENEWAL 95.25 95.25 2020060 09/16/09 01691 SKILLPATH SEMINARS 9892344 09/09/09 REGISTRATION FEE 149.00 9892345 09/09/09 REGISTRATION FEE 149.00 298.00 2020061 09/16/09 00258 SLOAN ELECTRIC COMPANY 0056231 08/21/09 GENERATOR REPAIR 400.00 400.00 2019946 09/09/09 03592 SOFTCHOICE CORPORATION 2131942 08/19/09 MICROSOFT SOFTWARE LICENSES 78,489.77 78,489.77 2020062 09/16/09 03592 SOFTCHOICE CORPORATION 2138519 08/27/09 TOUGH BOOK ACCESSORIES 1,765.91 1,765.91 2020239 09/30/09 03592 SOFTCHOICE CORPORATION 2139635 08/28/09 TOUGH BOOK ACCESSORIES 52.37 52.37 2019859 09/02/09 03103 SOUTHCOAST HEATING &C41066 08/11/09 AIR CONDITIONING MAINTENANCE 1,013.00 1,013.00 2020063 09/16/09 06853 SOUTHERN CALIFORNIA SOIL 351806 08/15/09 ON CALL GEOTECHNICALSERVICES 7,856.71 7,856.71 2020160 09/23/09 06853 SOUTHERN CALIFORNIA SOIL 351954 08/30/09 ON CALL GEOTECHNICALSERVICES 8,153.04 8,153.04 2020161 09/23/09 01669 SOUTHLAND ENVELOPE CO INC 066828 08/31/09 CUSTOMERSERVICE REPLY ENVELOPES 236.86 236.86 2019783 09/02/09 10923 SOUTHLAND HOME MORTGAGE Ref002398881 09/01/09 UB Refund Cst #0000127830 74.07 74.07 2019860 09/02/09 03760 SPANKY'S PORTABLE SERVICES INC 818326 08/12/09 PORTABLE TOILET RENTAL 80.06 80.06 2019947 09/09/09 03760 SPANKY'S PORTABLE SERVICES INC 818974 08/20/09 PORTABLE TOILET RENTAL 98.25 98.25 2020162 09/23/09 03760 SPANKY'S PORTABLE SERVICES INC 819809 08/28/09 PORTABLE TOILET RENTAL 96.11 819808 08/28/09 PORTABLE TOILETRENTAL 80.06 819942 08/31/09 PORTABLE TOILETRENTAL 80.06 819807 08/28/09 PORTABLE TOILET RENTAL 80.06 819806 08/28/09 PORTABLE TOI!-ET RENTAL 80.06 416.35 2020240 09/30/09 03760 SPANKY'S PORTABLE SERVICES INC 821031 09/09/09 PORTABLE TOILET RENTAL 80.06 80.06 2019861 09/02/09 03516 SPECIAL DISTRICT RISK 30181 08/13/09 LIABILITY INSURANCE 2,595.70 2,595.70 2020241 09/30/09 03516 SPECIAL DISTRICT RISK GC3870 09/22/09 INSURANCE DEDUCTIBLE 500.00 500.00 2019862 09102/09 10343 SPECIALTY DOORS AND AUTOMATION 33100SD 08/13/09 SECURITY DRIVE GATE MAINTENANCE 1,498.10 1,498.10 2020064 09/16/09 03184 SPIESS CONSTRUCTION CO INC 280215 08/04/09 P2191 -850-4 RESERVOIR(CONSTRUCTION)5,247.87 5,247.87 2020242 09/30/09 10975 SPRING VALLEY COMMUNITY CENTER 001563 09/30/09 COMMUNITY FAIR BOOTH SPACE FOR-50.00 50.00 Page 25 of 30 'Y'''_,,........,,''''''"''~~,..,,...,....=~~.~_..,_-:":'.~0.1EJJ &~:; OTAYWATERDISTRICT CHECK REGISTER FOR CHECKS2019703 THROUGH 2020262 RUN DATES9/2/2009 TO 9/30/2009 2019703 09/02109 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020243 09/30/09 05494 SPRINT 901500243036 09/12/09 GIS (AIR-TRAK)CELLULAR SERVICE 4,321.16 901500243035 08/12/09 GIS (AIR-TRAK)CELLULAR SERVICE 3,539.15 7,860.31 2020065 09/16/09 02354 STANDARD ELECTRONICS 12926 08/20/09 TESTING &INSPECTING FIRE ALARM SYSTEMS 170.00 12941 08/26/09 TESTING &INSPECTING FIRE ALARM SYSTEMS 85.00 255.00 2019863 09/02/09 05968 STAPLES BUSINESS ADVANTAGE 3122817530 08/01/09 TONER CARTRIDGE 64.47 64.47 2020244 09/30109 00097 STATE BOARD OF EQUALIZATION 001545 09/24/09 DIESEL FUELTAX RETURN 187.99 187.99 2019864 09/02109 06281 STATE DISBURSEMENT UNIT Ben2398942 09/03/09 PAYROLL DEDUCTION 286.73 286.73 2019865 09/02/09 06299 STATE DISBURSEMENT UNIT Ben2398930 09/03/09 PAYROLL DEDUCTION 237.69 237.69 2019866 09/02/09 06303 STATE DISBURSEMENT UNIT Ben2398936 09/03/09 PAYROLL DEDUCTION 836.30 836.30 2019867 09/02/09 08533 STATE DISBURSEMENT UNIT Ben2398934 09/03/09 PAYROLL DEDUCTION 841.01 841.01 2020066 09/16/09 06281 STATE DISBURSEMENT UNIT Ben2399193 09/17/09 PAYROLL DEDUCTION 286.73 286.73 2020067 09/16/09 06299 STATE DISBURSEMENT UNIT Ben2399181 09/17/09 PAYROLL DEDUCTION 237.69 237.69 2020068 09/16/09 06303 STATE DISBURSEMENT UNIT Ben2399187 09/17/09 PAYROLL DEDUCTION 836.30 836.30 2020069 09/16/09 08533 STATE DISBURSEMENT UNIT Ben2399185 09/17/09 PAYROLL DEDUCTION 841.01 841.01 2020245 09/30109 06281 STATE DISBURSEMENT UNIT Ben2399560 10/01/09 PAYROLL DEDUCTION 286.73 286.73 2020246 09/30109 06299 STATE DISBURSEMENT UNIT Ben2399548 10101/09 PAYROLL DEDUCTION 237.69 237.69 2020247 09/30/09 06303 STATE DISBURSEMENT UNIT Ben2399554 10/01/09 PAYROLL DEDUCTION 836.30 836.30 2020248 09/30/09 08533 STATE DISBURSEMENT UNIT Ben2399552 10101/09 PAYROLL DEDl,ICTION 841.01 841.01 2019868 09/02/09 02261 STATE STREET BANK &TRUST CO Ben2398922 09/03/09 DEFERRED COMP PLAN 6,504.30 6,504.30 2020070 09/16/09 02261 STATE STREET BANK &TRUST CO Ben2399173 09/17/09 DEFERRED COMP PLAN 6,606.34 6,606.34 2020249 09/30/09 02261 STATE STREET BANK &TRUST CO Ben2399540 10/01/09 DEFERRED COMP PLAN 6,806.58 6,806.58 2019784 09/02/09 10898 SUJEILA ESPARZA Ref002398856 09/01/09 UB Refund Cst #0000073352 8.73 8.73 2019785 09/02/09 10857 SUSAN MEYERS PYKE Ref002398815 09/01/09 UB Refund Cst #0000146054 39.25 39.25 2019786 09/02109 10849 SU-TAIK HAN Ref002398807 09101/09 UB Refund Cst #0000143489 65.39 65.39 Page 26 of 30 P'~'~'''·-~~'--~-~-'._·.-'-----'-------_.~_'"-.:",>-,;,...,';-IiJ!iIiiJ-r':.,_ OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2019869 09/02/09 02987 T M PEMBERTON 27182 06/23/09 CEMENT 509.85 509.85 2020071 09/16/09 02987 T M PEMBERTON 27360 08/25/09 CEMENT 522.67 522.67 2020163 09/23/09 02987 T M PEMBERTON 27371 08/27/09 CEMENT 565.35 27388 09/01/09 CEMENT 462.15 1,027.50 2019870 09/02/09 02799 TARULLI TIRE INC -SAN DIEGO 20039702 08/13/09 TIRE SERVICE 524.40 20039656 08/10109 TIRE SERVICE 21.49 20039657 08/10/09 TIRE SERVICE 21.49 567.38 2019948 09/09/09 02799 TARULLI TIRE INC -SAN DIEGO 20039744 08/14/09 TIRE SERVICE 328.49 328.49 2020072 09/16/09 02799 TARULLI TIRE INC -SAN DIEGO 20039874 08/25/09 TIRE SERVICE 1,389.47 20039861 08/24/09 TIRE SERVICE 163.08 20039860 08/24/09 TIRE SERVICE 161.00 20039875 08/25/09 TIRE SERVICE 122.41 20039876 08/25/09 TIRE SERVICE 21.49 1,857.45 2020164 09/23/09 02799 TARULLI TIRE INC-SAN DIEGO 20039975 09/02/09 TIRE SERVICE 489.64 20039982 09/02/09 TIRE SERVICE 275.99 20039981 09/02/09 TIRE SERVICE 21.49 787.12 2020250 09/30109 02799 TARULLI TIRE INC -SAN DIEGO 20040086 09/09/09 TIRE REPAIR 210.09 210.09 2019949 09/09/09 02376 TECHKNOWSION INC 2169 08/20109 INSTALL 2 FACTORY LINK RUNTIME LICENSE 4,611.00 2166 08/17/09 850-4 CIP -SCADA DEVELOPMENT 2,645.00 2170 08/20/09 CIP-450/680PS SCADA ETHERNET CONVERSIOt\1,150.00 8,406.00 2020251 09/30109 02376 TECHKNOWSION INC 2175 09/09/09 SCADA TREND MODIFICATION -TP 1,725.00 1,725.00 2019787 09/02/09 10906 THE TRAINING CENTER Ref002398864 09/01/09 UB Refund Cst #0000086975 63.21 63.21 2019788 09/02/09 10839 TIFFANY MILLER Ref002398796 09/01/09 UB Refund Cst #0000139721 42.25 42.25 2019789 09/02/09 10901 TINA BALCH Ref002398859 09/01/09 UB Refund Cst #0000073964 37.32 37.32 2020165 09/23/09 04977 T-MOBILE 4150860450909 09/05/09 CELL PHONE &BLACKBERRYSERVICES 1,059.42 1,059.42 2020166 09/23/09 03074 TRAFFIC CONTROL SERVICE INC 934111 08/20109 SAFETY CONES 557.09 557.09 2019994 09/16/09 10944 TREVOR DICKSON Ref002399214 09/15/09 UB Refund Cst#0000154015 19.98 19.98 2019950 09/09/09 07781 TRITES,BRUCE 17540909 09/01/09 TRAVEL EXPENSE REIMBURSEMENT 102.41 102.41 Page 27 of30 OTAY WATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check#Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020167 09/23/09 03261 TYLER TECHNOLOGIES INC 151050 06/11/09 LICENSES FOR EDEN 136,161.24 136,161.24 2020168 09/23/09 00427 UNDERGROUND SERVICE ALERT OF 820090448 09/01/09 UNDERGROUND TRENCH SERVICE ALERTS 325.50 325.50 2020252 09/30/09 03563 UNDERGROUND UTILITIES INC 096987 09/04/09 WATERMETER BOX CLEANOUT MAINTENANCE 1,404.00 1,404.00 2019951 09/09/09 00075 UNION TRIBUNE PUBLISHING CO 0010275644 08/06/09 BID ADVERTISEMENT 214.40 0010275638 08/06/09 BID ADVERTISEMENT 211.20 0010275618 08/06/09 BID ADVERTISEMENT 204.80 630.40 2020073 09/16/09 00075 UNION TRIBUNE PUBLISHING CO 0010282749 08/22/09 BID ADVERTISEMENT 224.00 224.00 2019952 09/09/09 08262 UNITED RENTALS NORTHWEST INC 83150126001 08/19/09 CONCRETE 179.44 8312464000 08/18/09 CONCRETE 160.95 83150837001 08/19/09 CONCRETE 140.29 480.68 2020253 09/30/09 08262 UNITED RENTALS NORTHWEST INC 83518972001 09/09/09 CONCRETE 119.63 119.63 2019871 09/02/09 05417 UNITED STATES DEPARTMENT Ben2398938 09/03/09 PAYROLL DEDUCTION 100.00 100.00 2020074 09/16/09 05417 UNITED STATES DEPARTMENT Ben2399189 09/17/09 PAYROLL DEDUCTION 100.00 100.00 2020254 09/30/09 05417 UNITED STATES DEPARTMENT Ben2399556 10/01/09 PAYROLL DEDUCTION 100.00 100.00 2020169 09/23/09 00350 UNITED STATES POSTAL SERVICE 104339510809 08/18/09 REIMBURSE POSTAGE MACHINE 1,650.00 1,650.00 2020255 09/30/09 07662 UNITEDHEALTHCARE SPECIALTY 07662 09/30109 BASIC L1FE/AD&D &SUPP LIFE INS 5,421.07 5,421.07 2020256 09/30/09 03212 UNUM LIFE INSURANCE Ben2399536 10101/09 LONG-TERM DISABILITY 10,403.06 10,403.06 2019872 09102/09 07674 US BANK CORPORATE PAYMENT 001497 07/22/09 DISTRICT EXPENSES 428.56 001496 07/22/09 DISTRICT EXPENSES 194.44 623.00 2019953 09/09/09 07674 US BANK CORPORATE PAYMENT 001503 08/24/09 DISTRICT EXPENSES 483.88 001508 08/24/09 DISTRICT EXPENSES 110.46 001509 08/24/09 DISTRICT EXPENSES 42.50 636.84 2020075 09/16/09 07674 US BANK CORPORATE PAYMENT 001519 08/24/09 DISTRICT EXPENSES 9,043.64 001526 08/24/09 DISTRICT EXPENSES 517.11 9,560.75 2020170 09/23/09 07674 US BANK CORPORATE PAYMENT 001541 08/24/09 DISTRICT EXPENSES 3,970.03 3,970.03 2020076 09/16/09 06829 US SECURITYASSOCIATES INC 535385 05/31/09 AFTER HOURS SECURITY SVCS 922.15 567570 06/30/09 AFTER HOURS SECURITY SVCS 483.15 593834 07/31/09 AFTER HOURS SECURITY SVCS 351.45 1,756.75 Page 28 of30 _e-o.~~~~~-- OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02/09 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description Amount Paid Check Total 2020171 09/23/09 06829 US SECURITY ASSOCIATES INC 618853 08/31/09 AFTER HOURSSECURITY SVCS 395.35 395.35 2020257 09/30/09 02674 USA BLUE BOOK 892449 09/08/09 CHESSELL CHART PENS BLUE 76.07 76.07 2019873 09/02/09 09514 UTECH ENVIRONMENTAL MFG 20278841N 08/13/09 REPAIRS TO CCTV CAMARA 100.30 100.30 2019874 09/02/09 03190 VALCO INSTRUMENTS CO INC 90093524 08/12/09 APA6000 PARTS VALCO ROTOR &STATOR 3,517.43 3,517.43 2020172 09/23/09 08028 VALLEYCONSTRUCTION MANAGEMEN-SD080211 08/31/09 AS-NEEDED CONSTRUCTION MGMT SVCS 14,330.00 14,330.00 2019875 09/02/09 01095 VANTAGEPOINT TRANSFER AGENTS Ben2398928 09/03/09 DEFERRED COMP PLAN 6,408.81 6,408.81 2019876 09102/09 06414 VANTAGEPOINT TRANSFER AGENTS Ben2398932 09/03/09 401A PLAN 975.59 97y.59 2020077 09/16/09 01095 VANTAGEPOINT TRANSFER AGENTS Ben2399179 09/17/09 DEFERRED COMP PLAN 6,473.98 6,473.98 2020078 09/16/09 06414 VANTAGEPOINTTRANSFERAGENTS Ben2399183 09/17/09 401A PLAN 975.59 975.59 2020258 09/30/09 01095 VANTAGEPOINT TRANSFERAGENTS Ben2399546 10101/09 DEFERRED COMP PLAN 6,275.12 6,275.12 2020259 09/30109 06414 VANTAGEPOINT TRANSFERAGENTS Ben2399550 10101/09 401APLAN 975.59 975.59 2019954 09/09/09 03329 VERIZON WIRELESS 0791406482 08/21/09 WIRELESS DATA SERVICES 9,544.98 9,544.98 2019790 09/02/09 10838 VIANEYCEJA Ref002398795 09/01/09 UB Refund Cst #0000139546 63.05 63.05 2020079 09/16/09 10721 VIP RUBBER COMPANY INC 81696 08/25/09 METER GASKETS 1,005.87 81697 08/25/09 METER GASKETS 776.95 1,782.82 2019791 09/02109 10852 WACHOVIA Ref002398810 09/01/09 UB Refund Cst #0000144408 39.45 39.45 2020173 09/23/09 10340 WAGEWORKS INC 76927 09/01/09 FLEXIBLESPENDING ACCT ADMINISTRATION 595.20 595.20 2019877 09/02/09 07595 WALTERSWHOLESALE ELECTRIC CO 320973800 07/20/09 ELECTRICAL MATERIAL 569.68 569.68 2020260 09/30/09 01343 WE GOT YA PEST CONTROL 56543 08/13/09 PEST CONTROL 300.00 56500 08/10/09 PEST CONTROL -BEE REMOVAL 115.00 56872 08/31/09 PEST CONTROL -BEE REMOVAL 115.00 530.00 2020261 09/30/09 07780 WEBER SCIENTIFIC 00481242 09/08/09 LABORATORY SUPPLIES 878.03 878.03 2020262 09/30/09 00190 WEST PAYMENT CENTER 819061802 09/04/09 LEGAL LIBRARY UPDATES 242.55 818881892 08/04/09 LEGAL LIBRARY UPDATES 197.97 440.52 2019955 09/09/09 00125 WESTERN PUMP INC 00792621N 08/18/09 DIESEL HOSE REPLACEMENT 244.71 244.71 Page 29 of 30 --··-____~,.._"r".'....·"...,."""'_~...,..,.__ OTAYWATER DISTRICT CHECK REGISTER FOR CHECKS 2019703 THROUGH 2020262 RUN DATES 9/2/2009 TO 9/30/2009 2019703 09/02109 9-2-2009 2020262 09/30/09 9-30-2009 Check #Date Vendor Vendor name Invoice Inv Date Description 2020080 09/16/09 00125 WESTERN PUMP INC 00794821N 08/27/09 APCD TESTING 2020174 09/23/09 00125 WESTERN PUMP INC 0078710lN 07/28/09 FUEL SYSTEM REPAIR 00797321N 08/31/09 LEAK ON DIESEL HOSE 2019956 09/09/09 09149 WILLIS RISK AND INSURANCE 0230668 09/01/09 BENEFITS CONSULTING 2019995 09/16/09 10957 WINSTON DE GUZMAN Ref002399227 09/15/09 UB Refund Cst #0000127396 2019878 09/02109 03423 WINZER CORPORATION 3530473 08/11/09 SHOP SUPPLIES 2020175 09/23/09 03423 WINZER CORPORATION 3540927 08/26/09 SUPPLIES GRAND TOTAL Page 30 of 30 Amount Paid Check Total 400.00 400.00 342.60 112.50 455.10 8,750.00 8,750.00 19.34 19.34 317.80 317.80 28.74 28.74 3,488,360.38 3,488,360.38 ----._-_.__.---------------:-:-:---------_..;.~