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HomeMy WebLinkAboutBOARD MINUTES 04-17-14 (Special)MINUTES OF THE SPECIAL MEETING OF THE DISTRICT BOARD OF THE CENTRAL CONTRA COSTA SANITARY DISTRICT HELD ON APRIL 17, 2014 The Board of Directors of the Central Contra Costa Sanitary District convened in a special meeting in the Board Room, 5019 Imhoff Place, Martinez, County of Contra Costa, State of California, at 6:00 p.m. on Thursday, April 17, 2014. President Williams called the meeting to order and requested that the Secretary call roll. 1. ROLL CALL PRESENT: Members: Causey, McGill, Nejedly, Pilecki, Williams ABSENT: Members: None a. PLEDGE OF ALLEGIANCE TO THE FLAG None. The Board and staff joined in the Pledge of Allegiance. 2. PUBLIC COMMENTS 3. CONSENT CALENDAR a. Approve minutes of March 20, 2014 Board meeting. b. Approve expenditures dated April 17, 2014. Approval recommended by Finance Committee. C. Authorize the General Manager to execute agreements with Harvest Technical Services, Inc., Complete Project Solutions, Inc., and JN Engineering, in an amount not to exceed $100,000 each, to provide relief construction inspection services on an as- needed basis for construction of the District's 2014 -15 Capital Improvements Projects. d. Approve salary adjustment effective April 18, 2014 for Secretary of the District Elaine R. Boehme, an unrepresented employee, to conform with salary adjustment in the most recent Management Group Memorandum of Understanding (MOU). e. Adopt Resolution 2014 -009 accepting two grants of easements related to the North Orinda Sewer Renovations, Phase 5, District Project 8411, from property owners Gonzalo Obnial and Marisol Timtiman of 39 Ardilla Road, and Willis H. McNeil, Jr. Book 63 — Page 92 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 and Jean M. McNeil of 35 Ardilla Road, Orinda; and authorizing staff to record the documents with the Contra Costa County Recorder. Authorize the General Manager to enter into a two -year agreement with PaintCare, Inc., with automatic one -year renewals, to receive an estimated $20,000 annual revenue for reusable paint products collected at the District's Household Hazardous Waste Facility which are in turn given away to the public at no charge. Approval recommended by Real Estate, Environmental & Planning Committee. Regarding Item 3.c., Member Causey noted the rates shown for the relief construction inspection services as contracted appeared to be about 60 percent of the costs for staff to perform the work. Therefore, staff may want to look into expanding the services in the future. It was moved by Member McGill and seconded by Member Pilecki to adopt the Consent Calendar as recommended. Motion passed by unanimous vote of the Board. None. 4. CALL FOR REQUESTS TO CONSIDER ITEMS OUT OF ORDER 5. BIDS AND AWARDS a. WAIVE NON - MATERIAL IRREGULARITY AND AWARD A CONSTRUCTION CONTRACT IN THE AMOUNT OF $1,748,505 TO BAY PACIFIC PIPELINES INC THE LOWEST RESPONSIVE AND RESPONSIBLE BIDDER FOR THE NORTH ORINDA SEWER RENOVATIONS, PHASE 5, DISTRICT PROJECT 8411 , AND AUTHORIZE THE GENERAL MANAGER TO EXECUTE THE CONTRACT DOCUMENTS SUBJECT TO SUBMITTAL REQUIREMENTS General Manager Roger Bailey stated that the District received seven bids on April 1 to renovate approximately 7,700 linear feet of 6 -, 8 -, and 12 -inch sewer pipelines. After reviewing the bids, staff found an omission in the documents of the lowest bidder, and, in consultation with District Counsel's office, it was determined that the omission should be waived as non - material. Thus, staff recommended awarding the project to Bay Pacific Pipelines, Inc. District Counsel Kent Alm stated that he was not in the office when the decision was made; however, it was his understanding that the bidder did not include a form which was recently developed by the Specification Committee. This form was created with the intent of compiling contractor's safety records for information only. Staff, with the concurrence of the office of District Counsel, determined that omission of the form was non - material, and it did not affect staff's evaluation of the contractor's safety record. Book 63 — Page 93 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 Member Causey requested that future items of this nature include in the position paper the budget out of the Capital Improvement Budget (CIB). He stated that he was unable to vote yes on the item because the project is about 14 percent over the Fiscal Year 2013 -14 CIB budget of $2,650,000. It was moved by Member Nejedly and seconded by Member McGill to waive the non - material irregularity and award a construction contract in the amount of $1,748,505 to Bay Pacific Pipelines, Inc., the lowest responsive and responsible bidder for the North Orinda Sewer Renovations, Phase 5, District Project 8411; and authorize the General Manager to execute the contract documents subject to submittal requirements. Motion passed by the following vote of the Board: AYES: NOES: ABSENT: a. General Manager Members: McGill, Nejedly, Pilecki, Williams Members: Causey Members: None 6. REPORTS 1) Drought presentation by East Bay Municipal Utility District (EBMUD) Director John A. Coleman Association of California Water Agencies (ACWA) President and East Bay Municipal Utility District (EBMUD) Director John Coleman stated that, in the last decade, EBMUD has spent $1 billion on source supply and storage and infrastructure. Its storage is at 64 percent of capacity, which is higher than many state and federal programs. Mr. Coleman stated that EBMUD will be pushing for a water bond on the November ballot. There are two bills moving forward, for above- and below - ground storage and integrated water projects. EBMUD is also seeking up to $1 billion for groundwater cleanup, for recycled water and desalination. He stated that he hopes agencies will work together in pursuit of the funding. President Williams commended EBMUD for its Recycled Water Program and noted that he has noticed a unique situation in CCCSD's service area in that two water agencies, Contra Costa Water District (CCWD) and EBMUD, also serve the area. CCCSD's capital budget has several Recycled Water programs which are budgeted in its Ten -Year Plan, and he has raised concerns from his standpoint that CCCSD ratepayers that are also served by EBMUD pay twice for recycling, and some in CCCSD's service area get no benefit from the Recycled Water projects. On the other hand, CCWD ratepayers are subsidizing other customers in CCWD's service area that pay nothing for recycling. He stated that he is a strong supporter of recycling, but he has an issue of good governance, that the beneficiaries of a service Book 63 — Page 94 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 should pay for that service. He also cited the Urban Water Management Act of California, which states that it is the responsibility of the water district to provide future water supplies for their customers. He asked for Mr. Coleman's input on the matter. Mr. Coleman stated that he believed the responsibility lies with both water and wastewater agencies. EBMUD subsidizes those who use recycled water at 20 percent below the cost of rates, so that is being picked up by its ratepayers even though they are not necessarily benefiting from it. From a beneficial -use standpoint, recycling makes more sense; however, from an economic standpoint, it may not. He stated that he believed it was the fiduciary responsibility of both types of agencies to move forward on the recycled water front. In response to a question from Member Causey, Mr. Coleman said that ACWA and California Association of Sanitation Agencies (CASA) will be working closer together in the future, and all water and wastewater agencies will need to look at furthering the use of recycled water. General Manager Roger Bailey stated that the water supply must be assessed and a plan to meet demand must be formulated by all water and wastewater agencies to see what they can do to help solve that problem collaboratively. Recycling, desalination, and conservation are key, and recycling, while costly, is a big part of it. In closing, Mr. Coleman said the water supply issue has evolved over time and it has become necessary to approach it in a different manner. Member McGill thanked Mr. Coleman for the invitations he extends to the CCCSD Board Members for EBMUD's annual briefings. The Board thanked Mr. Coleman for his presentation and efforts in preserving the water supply. 2) General Manager Announcements The following announcements were included in the agenda packet: a) Collection System Operations Division Selected as the Winner of Several California Water Environment Association (CWEA) State Awards b) Reporting of Personnel Advancements, Promotions, Retirements, Resignations c) Break in Recycled Water Line Near Diablo Valley College Book 63 — Page 95 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 No additional announcements were distributed at the meeting. b. COUNSEL FOR THE DISTRICT None. c. SECRETARY OF THE DISTRICT Secretary of the District Elaine Boehme announced the April 21, 2014 meetings of the Administration Committee at 8:00 a.m., Engineering & Operations Committee at 1:00 p.m., and Finance Committee at 3:00 p.m. d. BOARD MEMBERS 1) Board Member reports on recent meetings for which they received the stipend; and meetings or conferences for which the District paid their expenses; future meetings or conferences for which they will receive the stipend or for which the District will pay their expenses Member Causey Member Causey and Member Pilecki reported on the April 7, 2014 Ad Hoc Committee meeting re CoCo San Sustainable Farm. The Board received the report without comment. Member Causey and Member Nejedly reported on the April 7, 2014 Finance Committee meeting. The Board received the report without comment. Member McGill Member McGill and President Williams reported on the April 2, 2014 Administration Committee meeting. The Board received the report without comment. Member McGill reported on the April 3, 2014 Contra Costa County Mayors Conference hosted by the City of Richmond featuring a presentation by Randy Iwasaki, Executive Director of the Contra Costa Transportation Authority, on the future of transportation in the County and beyond, and he reported on the April 9, 2014 The Industrial Association of Contra Costa County (IACCC) April Forum. Topic: California Rolls Out "Green Chemistry" Regulations. Book 63 — Page 96 None. CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 Member Nejedly Member Nejedly and Member McGill reported on the April 8, 2014 — Real Estate, Environmental & Planning Committee meeting. The Board received the report without comment. President Williams President Williams reported that he would be on vacation from April 28 through May 9. 2) Board Member Announcements Member McGill provided a written report covering his announcements and other meetings. 3) Appoint a voting delegate and alternate delegate for the Contra Costa Local Agency Formation Commission ( LAFCO) election to be held on April 21 2014, and provide direction to the delegates on how to cast the District's votes for both the regular and alternate special district seats up for reelection Member McGill stated that two special district seats on the Contra Costa Local Agency Formation Commission ( LAFCO) are up for reelection: the seat currently occupied by Board Member Dwight Meadows of the Contra Costa Resource Conservation District, and the alternate seat currently held by George Schmidt of the West County Wastewater District. Both terms expire in May 2014. An election will be conducted on April 21, 2014 in conjunction with the quarterly meeting of the Contra Costa Special Districts Association (CCSDA). LAFCO received three nominations for the two seats. Both incumbents have been nominated for the seats they currently hold. It was moved by Member Causey and seconded by Member Pilecki to appoint Member McGill as the Local Agency Formation Commission ( LAFCO) Voting Delegate and President Williams as Alternate. Motion passed by unanimous vote of the Board. It was moved by Member Causey and seconded by Member Nejedly to direct the voting delegates to cast the District's votes for the incumbents, Dwight Meadows for the regular seat and George Schmidt for the alternate seat. Motion passed by unanimous vote of the Board. 7. EMERGENCY SITUATIONS REQUIRING BOARD ACTION Book 63 — Page 97 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 8. SUGGESTIONS FOR FUTURE AGENDA ITEMS None. 9. ANNOUNCEMENT OF CLOSED SESSION (Pursuant to Government Code Section 54957.7) District Counsel Kent Alm announced Closed Session Item 10.a. 10. CLOSED SESSION The Board recessed at 6:38 p.m. to reconvene in closed session in the Caucus Room regarding the following matter: a. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PURSUANT TO GOVERNMENT CODE SECTION 54956.8: Property: Portion of the Kiewit Property, 5501 Imhoff Drive, Martinez, CA (APN 159 - 140 -052) District Negotiators: • District Counsel Kenton L. Alm, Esq. • General Manager Roger S. Bailey • Environmental Services Division Manager Danea Gemmell Negotiating Party: AgLantis, a public benefit corporation, for the Coco San Sustainable Farm Project Under Negotiation: Lease Terms The Board recessed at 7:31 p.m. to reconvene in the Board Room in open session. 11. REPORT OUT OF CLOSED SESSION None. 12. PUBLIC HEARINGS a. CONDUCT A PUBLIC HEARING TO CONSIDER WHETHER OR NOT TO REDUCE THE $34 PER RESIDENTIAL UNIT EQUIVALENT SEWER SERVICE CHARGE (SSC) RATE INCREASE PREVIOUSLY APPROVED FOR FISCAL YEAR (FY) 2014 -15 Finance Manager Thea Vassallo gave a presentation on the timeline leading to the rate hearing, the assumptions factoring into the decision to increase rates, and the summary of updated financial model scenarios. She stated that there were favorable variances in both revenue and expenses and demonstrated changes from the original budget to current projected FY 2013- 14 which resulted from higher SSC collections, salary vacancies, large capacity fees and higher property taxes, and reduced capital spending. Book 63 — Page 98 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 Original budget projections for all four funds for FY 2013 -14 indicated an expense over revenue deficit of $7.3 million. Current projections, however, indicate a favorable variance of $1.5 million. Ms. Vassallo concluded her presentation by providing a summary of the District's services and other general information. The public hearing was opened. District Counsel Kent Alm noted that the hearing was intended to receive comments on the Board's possible action to defer or reduce the $34 per Residential Unit Equivalent (RUE) SSC rate increase included in the previously adopted ordinance for FY 2014 -15. The public hearing was closed without any public comments. Member Nejedly stated that rate increases are not uncommon. One of the reasons the Board approved a two -year rate increase last year was to save staff time. Nevertheless, staff has taken staff a great deal of time and effort to present the scenarios and vet the numbers provided at this meeting. Member Causey stated his opinion that the $34 rate increase was based on information that may substantially change in the next year based on the Strategic Plan currently in development, the upcoming cost -of- service study, further rate evaluations, and the possibility of increasing capital charges, including those due to asset management. He also noted what appeared to him to be positions that have been vacant for a couple of years. All of those suggested to him that the Board needed to wait for the information before moving forward, and he believed the Board should not approve more than a $25 increase this year. He stated his opinion that the Board should change its priorities and make capital program a priority over Operations and Maintenance (O &M), in the interest of the long -term future of the District. He also believed pay -as- you -go is not where the District should be. Instead, it should issue bonds if nitrification becomes necessary. He suggested that vacant positions should not be filled until the outcome of the aforementioned studies and evaluations are known. In response to Member Causey's comment that the needs of the capital program appear subordinate to O &M, Finance Administrator Todd Smithey clarified that the Capital Projects Division provides the Finance Department with its Ten -Year Plan and all projects are incorporated in the Finance Department's ten -year model. The reason the capital figure appears to fluctuate is that the District has chosen to keep all its reserves in one fund, the Sewer Construction Fund. There is no separate fund for the capital program. If the Board were to decide a separate fund would better serve the District, it could choose to do that, which would alleviate the perceived misconception. Book 63 — Page 99 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 General Manager Roger Bailey discouraged pitting O &M costs against capital costs, as both are critical to the functioning of the District. He suggested discussing Member Causey's concerns at a separate time, identifying specific targets the Board wants to accomplish. Member Nejedly stated that he respectfully disagreed with several comments by Member Causey, noting that $34 was not an arbitrary number but the result of diligent work by staff. He recalled that several years with no rate increases in the past had led to adverse consequences for the District and its ratepayers. The term "pay -as- you -go" is a tagline, but the District maintains infrastructure as required, and it has cut its spending over the past few years. Mr. Smithey noted that, if nothing else changes, and a $25 increase proposed by Member Causey were implemented, it would result in a succession of rate increases for the next several years of $25, $42, and $42 versus the $34, $34, and $33 projected with the previously approved rate increase. General Manager Roger Bailey stated that the District has a significant need to pay down its Unfunded Actuarial Accrued Liability (UAAL) and fund infrastructure costs. The outcome of the cost -of- service study will not change that need. President Williams complimented staff on its presentation. He suggested that it would be worthwhile, for transparency purposes, to show a pie diagram of costs as well as some clarifying information regarding how many actual vacancies there are in staffing and how many are being filled with temporary labor. He stated that the information presented is the best it can be with the data available at this time. Smooth rate increases are easier on the ratepayers, and he was prepared to take no action on the item, leaving the previously approved $34 rate increase in place. Member Pilecki stated that, after going through the numbers in great detail, it seemed to him that they do not take into account the ramifications of the ongoing Public Employees' Pension Reform Act (PEPRA) litigation or the latest market calculations for the UAAL. While he cautioned against paying off the UAAL too quickly, and noted the results of the upcoming studies may change the future outlook to some degree, he would reluctantly support taking no action on the item. It was moved by Member Causey to reduce the SSC rate increase previously approved for Fiscal Year 2014 -15 from $34 to $25 per RUE. The motion died for lack of a second. Member Pilecki suggested that next year, someone should take a hard look at unfunded liability, how fast it should be paid off, and the consequences of being overfunded. Book 63 —Page 100 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 Member McGill requested that, as part of that, the Board consider creating another dedicated trust as the District begins to become completely funded or overfunded. That way, the District, not Contra Costa County Employees' Retirement Association (CCCERA), retains any surplus funds. President Williams supported Member McGill's suggestion; however, he noted that he was not concerned with paying more than necessary for pension liability, as the $140 million owed will allow for plenty of lead time to adjust appropriately. He agreed that the Board should look at the ARC (annual required contributions) of funding the UAAL. The Board took no action on the item, leaving unchanged the $34 per Residential Unit Equivalent SSC rate increase previously approved for Fiscal Year 2014 -15. b. CONDUCT A PUBLIC HEARING TO CONSIDER ENTERING INTO A LEASE AGREEMENT WITH AGLANTIS OF AN APPROXIMATE 14.8-ACRE PORTION OF THE DISTRICT'S KIEWIT PROPERTY (APN 159 - 140 -0511 FOR THE COCO SAN SUSTAINABLE FARM PROJECT FOR A TERM OF UP TO TEN YEARS IN THE AMOUNT OF $1 PER YEAR IF A MAJORITY OF THE BOARD AGREES TO ENTER INTO A LEASE AGREEMENT TAKE THE FOLLOWING ACTIONS: 1. AUTHORIZE THE GENERAL MANAGER OR HIS DESIGNEE TO EXECUTE THE LEASE AGREEMENT; AND 2. DECLARE THE PROPERTY AS CURRENTLY UNNEEDED FOR A PERIOD NOT TO EXCEED TEN YEARS. Environmental Services Division Manager Danea Gemmell showed a map of the Kiewit property and discussed the short- and long -range CoCo San Sustainable Farm project goals, including teaching facilities, an office, and a greenhouse. She also described how the proposed farm layout has complied with the land's safety zones and associated restrictions. She stated that the proposed lease allows possible additional rent to be charged in the future, in keeping with the farm's goal to be sustainable. She noted that the farm would showcase farming technology and jobs, as well as some of the District's messages in kiosks. She outlined the lease terms, performance agreement, and changes made by the Board in its closed session prior to considering this item. Member McGill suggested that Ms. Gemmell summarize the seven points that the Board identified during the closed session that it wants included in the lease. Ms. Gemmell summarized them as follows: The term "Performance Goals" (Exhibit D) should be changed to read "Performance Requirements;" Book 63 —Page 101 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 2. The Performance Requirements, if not met, will be subject to the default provisions; 3. Donation or sale of specific amount of produce to the food bank/schools or similar charity shall be added as a Performance Requirement; 4. Add language to the end of Section 14.4.14 clarifying that the paragraph is intended to be "...consistent with existing laws protecting corporate entities and public officials;" 5. The second to the last line of the last paragraph of Section 2.1 should read "at least one year" rather than "no later than one year;" 6. Clarify language in Section 9.2 to provide for the bond amount to increase as construction activity on the site increases; and 7. Revise language to require District approval for all capital improvements, including those on Exhibit C. The public hearing was opened. Mr. Larry Sly, Executive Director of the Contra Costa Food Bank, talked about the role of Food Bank in the proposed project as a recipient of the food, the needs of his clients, and the opportunity to collaborate to solve the problem of hunger. He stated that the proposed project could offer opportunity, community engagement and education, as well as a food supply with less of a carbon footprint than food that would normally come from the San Joaquin Valley. Member Causey asked who is responsible in the event that tainted food is provided to the Food Bank, to which Mr. Sly responded that the Food Bank has insurance up to $2 million, and it would be likely that the supplier would be covered by the Good Samaritan Law. The public hearing was closed. Member Nejedly commended Mr. Sly for his efforts and acknowledged there is a need to supply the Food Bank. He stated that the farm in concept is a great idea, given the District's proximity to the Food Bank and its ability to provide recycled water. However, he stated that there is no active non - profit organization operating behind the farm, only an application, which can take years to process. He stated that there appeared to be no official organization or infrastructure, business plan or performance standards, and there were potential costs from PG &E to provide lighting to the site, without which there could be problems due to vagrancy issues. He expressed worry for those security issues and the protection of the food that would be grown. He asked why there were so many unknowns associated with the project, to which Ms. Gemmell replied that the efforts were curtailed in keeping with the Board's direction to cut back on the District's staffing costs to further the project, and unknowns, such as the site lighting, were the responsibility of the farm proponent. Book 63 — Page 102 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 President Williams stated that the Board wanted the project to be successful, and there is a lot of opportunity in the project; however, the efforts in coming to this point have been conducted in an unusual manner, with considerable staff time spent. He stated that the current agreement was for the business plan to be due to the Board within 60 days, along with an emergency response plan, for the goals to become performance requirements, which if not met would constitute a breach of the lease, and the lease would not commence until the business plan is approved. Ms. Gemmell noted that staff would submit the land use permit in 60 days, and in that same timeframe AgLantis would provide its emergency response plan and business plan. Once the business plan has been approved by the Board and the lease becomes effective, and with proper insurance, AgLantis could access the site and fundraise, do fencing, and minor construction. Member McGill suggested that staff not submit the land use permit until 60 days after the lease is approved. Member Causey agreed with Member McGill's suggestion, adding that the land use permit would cover the whole property and that could move forward without a problem and be submitted before the business plan. If there was concurrence, the lease could only be subject to the approved business plan. District Counsel Kent Alm stated that, according to the statute, the lease cannot exceed ten years from the effective date. President Williams summarized the motion on the table as follows: declare the land unneeded for ten years, subject to terms of the lease, which say that if the District has a public need for the property, it provides a year's notice; that it is in the District's interest to do this; that the Board authorize the General Manager to execute a lease conditioned upon the seven items articulated in closed session; and the lease would become effective once the Board approves a business plan, which is due within 60 days. He added that, from the Food Bank's perspective, in the business plan, there should be some requirement of some amount of food within some amount of time to be provided to the Food Bank. He asked for support for the motion as stated. The motion stated by President Williams was moved by Member Causey and seconded by Member McGill. Member Pilecki made a substitute motion, to amend what was stated by President Williams, to bifurcate the action by not providing authorization today for the General Manager to execute the lease, but bringing the item to the Ad Hoc Committee then back to the Board when the modifications have been made and the lease is ready for Board approval. Book 63 — Page 103 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 President Williams inquired as to the timeline of the events as suggested, to which District Counsel Kent Alm noted that there is no legal requirement to have a super majority vote on this, and the item was scheduled today because the full Board is not expected at another meeting until June 5. President Williams stated that he would be comfortable not being present for the final vote, if needed. District Counsel Kent Alm asked for a second to the substitute motion. Member McGill suggested that the lease not be brought back to the Board, for the terms requested by the Board to be developed by the General Manager, then reviewed and approved by the Ad Hoc Committee. Member Pilecki consented to Member McGill's suggestion, stating that the responsibility could be delegated to the Ad Hoc Committee. Member Causey stated, as maker of the motion, that he was comfortable with the modification, as did Member McGill, the seconder of the motion. District Counsel Kent Alm restated the motion on the table as amended, as follows: a. Declare the approximate 14.8 -acre portion of the District's Kiewit property as currently unneeded, and that entering into a lease with AgLantis for the CoCo San Sustainable Farm Project is in the District's best interests, is compatible with surrounding uses, and would provide a public benefit; b. Authorize the General Manager to execute the lease with AgLantis for a period not to exceed ten years, subject to the Ad Hoc Committee's confirmation that the following seven modifications had been incorporated into the lease terms: The term "Performance Goals" (Exhibit D) should be changed into "Performance Requirements;" 2. The Performance Requirements, if not met, will be subject to the default provisions; 3. Donation or sale of a specific amount of produce to the food bank/schools or similar charity shall be added as a Performance Requirement; 4. Add language to the end of Section 14.4.14 clarifying that the paragraph is intended to be "...consistent with existing laws protecting corporate entities and public officials;" Book 63 — Page 104 CENTRAL CONTRA COSTA SANITARY DISTRICT Board Minutes of April 17, 2014 5. The second to the last line of the last paragraph of Section 2.1 should read "at least one year" rather than "no later than one year;" 6. Clarify language in Section 9.2 to provide for the bond amount to increase as construction activity on the site increases; and 7. Revise language to require District approval for all capital improvements, including those on Exhibit C. C. The effective date of lease will be upon approval by the Board at a future Board meeting of a business plan, which must be submitted within 60 days. It was the consensus of the Board that District Counsel Kent Alm accurately restated the motion as amended, and President Williams called for a vote. Motion passed by the following vote of the Board: AYES: Members: Causey, McGill, Pilecki, Williams NOES: Members: Nejedly ABSENT: Members: None 13. ADJOURNMENT There being no further business to come before the Board, President Williams adjourned the meeting at 9:05 p.m. oat'ZV41 K .. David R. Williams President of the Board of Directors Central Contra Costa Sanitary District COUNTERSIGNED: County of Contra Costa, State of California Elaine R. Boehme, CIVIC Secretary of the District Central Coy ntra Costa Sanitary District County of Contra Costa, State of California Book 63 — Page 105