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HomeMy WebLinkAbout05.d. Review draft Position Paper to authorize renewal of a 25-Year License Agreement with the City Of Orinda for the use of Central San Real Property For The St. Stephen’s Trail as part of a bicycle and pedestrian trail Page 1 of 13 Item 5.d. CENTRAL SAN BOARD OF DIRECTORS POSITION PAPER DRAFT MEETING DATE: AUGUST 16, 2021 SUBJECT: REVIEW DRAFT POSITION PAPER TO AUTHORIZE RENEWAL OF A 25- YEAR LICENSE AGREEMENT WITH THE CITYOF ORINDA FOR THE USE OF CENTRAL SAN REAL PROPERTY FOR THE ST. STEPHEN'S TRAIL AS PART OF A BICYCLE AND PEDESTRIAN TRAIL SUBMITTED BY: INITIATING DEPARTMENT: HEATHER RAMAMURTHY, MANAGEMENT ENGINEERING AND TECHNICAL SERVICES- ANALYST PDS-RATES AND FEES REVIEWED BY: THOMAS BRIGHTBILL, SENIOR ENGINEER DANEA GEMMELL, PLANNING AND DEVELOPMENT SERVICES DIVISION MANAGER JEAN-MARC PETIT, DIRECTOR OF ENGINEERINGAND TECHNICAL SERVICES ISSUE The Board of Directors' (Board) approval is required to execute a license agreement with other public agencies, grant licenses to third parties, and record such documents with the Contra Costa County Recorder. BACKGROUND Central San periodically grants licenses to permit certain compatible secondary uses over Central San facilities. These licenses are typically for 25 years with the possibility of extension or renewal. The licenses are revocable when Central San needs to repair or access its facilities. The license terms also require licensees to indemnify and hold harmless Central San against any and all loss, damage, and liability, whether direct or consequential, caused by use of the property and to maintain insurance. On March 7, 1996, Central San granted the City of Orinda a license to construct and maintain the St. Stephen's Bicycle Trail over two force mains along the east side of Highway 24 from Moraga Way to St. Stephens Road. The license expired on March 6, 2021. A map showing the location of the right-of-way to be licensed for the continued operation of the bicycle and pedestrian trail is included as Attachment 1. August 16, 2021 REEP Committee Meeting Agenda Packet- Page 49 of 69 Page 2 of 13 Staff, in consultation with District Legal Counsel and Risk Management, has updated the license to reflect Central San's current risk management needs. The required liability insurance amounts have been increased and are subject to future revisions as determined by Central San, to protect both parties adequately. The conditions in the original license have been met and staff is not aware of any issues associated with the use of the property as a bicycle and recreational trail over the last 25 years. The City of Orinda has reviewed the updated license agreement (Attachment 2) and agreed to the terms. They plan to present to their City Council for approval in September. ALTERNATIVES/CONSIDERATIONS The Board could choose not to renew the license agreement. This is not recommended. FINANCIAL IMPACTS Central San staff has expended several hours of staff time to update the license language, prepare documents for the Board, and perform other related activities. The license agreement requires that the licensee patrol and maintain the trail. The benefit from these activities may offset some or all of Central San's staff costs. COMMITTEE RECOMMENDATION This matter was reviewed by the Real Estate, Environmental and Planning Committee on August 16, 2021 which recommended RECOMMENDED BOARD ACTION Authorize the General Manager to execute a 25-year license renewal with the City of Orinda for the St. Stephen's Trail property and to record the license with the Contra Costa County Recorder. Strategic Plan Tie-In GOAL ONE: Customer and Community Strategy 1—Deliver high-quality customer service, Strategy 2—Maintain a positive reputation GOAL THREE: Fiscal Responsibility Strategy 2—Ensure integrity and transparency in financial management ATTACHMENTS: 1. Map 2. Draft Agreement August 16, 2021 REEP Committee Meeting Agenda Packet- Page 50 of 69 Page 3 of 13 CENTRAL SAN ATTACHMENT 1 Pleasant Hill air ry�� Walnut Creek ' ���` e Lafayette o° r U Detail Area hloraga f 1 a .� a J AIR 24 r r ci BA r4aj, carat. Central San Right of Way to be Licensed to No Scale City of Orinda for Continued Operation July 29,2021 of the St. Stephens Bicycle and Pedestrian Trail August 16, 2021 REEP Committee Meeting Agenda Packet- Page 51 of 69 Page 4 of 13 ATTACHMENT 2 LICENSE THIS LICENSE is made and entered into this_day of<month, year>by and between CENTRAL CONTRA COSTA SANITARY DISTRICT, a California special district, hereinafter called "Licensor," and the CITY OF ORINDA, a California Municipal Corporation, hereinafter called "Licensee." RECITALS A. Licensor owns certain real property in fee simple ("Property") located in Contra Costa County, California, shown on the drawing marked Exhibit "A." B. The parties to this License had previously entered into a license, dated March 7, 1996, to March 6, 2021 ("Original License"). C. Accordingly, Licensee and Licensor desire to extend the license agreement setting forth the terms and conditions of Licensee's continued use of the Property for construction, reconstruction, maintenance, removal, repair, operation, and use of a path for the passage of pedestrians, equestrians and bicycles only, together with the necessary appurtenances thereto, hereinafter referred to as "the Trail." Licensee recognized that Licensor intended to use portions of the Trail concurrently for access to their existing facilities. TERMS AND CONDITIONS THIS LICENSE is granted by Licensor and accepted by Licensee upon the following terms and conditions. Licensee does hereby covenant with Licensor as follows: 1. Grant of License. Licensor grants to Licensee a license to come onto the Property for the purpose of improving, operating, and maintaining the Property as the St. Stephens Bicycle/Pedestrian Trail, under the terms and conditions set forth herein. 2. Title and Respective Interests of Licensor. Licensee hereby acknowledges Licensor's title in and to the Property and agrees never to assail or resist the said title. Licensee agrees that it has not acquired nor will it hereafter acquire any rights or interest in the Property, nor does Licensee have nor will it obtain any right or claim to the use of the Property beyond those specifically granted in this License. 3. Rights to Property. All rights herein given to Licensee are subject to all existing rights, rights of way, reservations, and easements by whomsoever held in and to the Property. Licensee agrees it has not acquired nor will it hereafter acquire any estate, rights, or interest in the Property, nor does Licensee have, nor will it obtain, any right or claim to the use of the Property beyond those specifically given in this License. 1 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 52 of 69 Page 5 of 13 4. Term of License. Unless suspended, terminated, or partially or fully revoked as hereinafter set forth, this License to construct, reconstruct,use, remove, repair, or fully operate and maintain the Trail to be used by the general public shall terminate twenty- five (25) years from the date hereof. By mutual written consent of the parties hereto, it may be extended for an additional twenty-five (25)year term. 5. Primary Use of Property. Licensor and Licensee acknowledge that the primary uses of the Property of Licensor are for purposes of operating a sanitary sewer system, transporting sewage and related waste through the means of transmission mains,pipes, and associated appurtenances. 6. Secondary Use of Property. The Property consists of a corridor that Licensee intends to use as a local trail. Any and all rights granted or implied by this License are deemed subordinated to other uses of the Property made or permitted by Licensor. Licensee acknowledges that Licensee's use of the Trail pursuant to this License is secondary and subordinate to the above-identified primary uses. Licensee shall not, at any time,use or permit the public to use the Trail in any manner that will materially interfere with or impair said primary uses of the Property. All rights granted to Licensee hereunder are subject to all existing and future rights, rights of way, reservations, franchises, and licenses in the Property, regardless of who holds the same, including Licensor's right to use the Trail for emergency or maintenance vehicle access or any other purpose. 7. Restricted use. The rights granted hereunder for the use of the Trail are for pedestrian, equestrian, and bicycle use only, and no type of motor-driven vehicle shall be permitted on the Trail, except those of Licensee, Licensor, or Licensor's permittees being used for construction, reconstruction, alteration, upgrading, installation, maintenance, repair, patrol, or public safety purposes. Licensee shall install such barricades as are necessary to prevent unauthorized access by motor-driven vehicles and shall post signs at points of entry to the Trail that such vehicles are prohibited. Licensee's barricades shall accept Licensor's locks. 8. Suspension or limitation of use. Licensor and its permittees shall have the right to suspend or to limit the use of the Trail by Licensee and the general public for a reasonable amount of time for the protection of public safety or the construction, reconstruction, installation, alteration, upgrading, operation, maintenance or repair of other facilities on,beneath or about the Property. Should such suspension or limitation be necessary, Licensor shall provide Licensee thirty(30) days prior notice in writing, except in cases of emergency maintenance or repairs. Licensor shall not be held responsible or liable for unavoidable damage, removal, or replacement of any fences, gates, asphalt or concrete paving, landscaping, or other facilities which may be placed, installed, repaired, or constructed as part of Licensee's Trail when Licensor finds it necessary to accomplish 2 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 53 of 69 Page 6 of 13 work for the maintenance, installation, construction, repair, reconstruction,upgrading, or alteration on Licensor's property, including subsurface facilities. However, Licensor will exercise reasonable care to minimize adverse impacts of such work upon Licensee's recreational facilities. Revocation. In the event, in the sole discretion of Licensor, the primary uses of the Property by Licensor or Licensor's permittees reasonably require some use of a portion or all of the Property which, by nature thereof,precludes Licensee's use thereof, Licensor may, upon six-months'prior notice, revoke this License as to the area Licensor reasonably deems necessary for such primary uses. Licensor shall supply Licensee with a map or drawing identifying the area{s) as to which this License is so revoked. 9. Maintenance of Property. Licensee shall maintain the Property in a clean, safe, and presentable condition, free from waste, litter, and other items resulting from public access to the Property and left by parties other than Licensor and its permittees. As used in this section, the term "litter" shall include, but not be limited to,paper, garbage, refuse, dead animals, trimmings, and other items that detract from the neat and tidy appearance of the Property. Suppose Licensee fails so to keep the Property then, after thirty(30) days prior written notice specifying the needed work. In that case, Licensor may perform or hire the necessary work at the reasonable expense of Licensee, which expense Licensee agrees to pay to Licensor upon demand. Licensee agrees to keep the Trail free from weeds and other vegetation and abate weeds to local fire district standards. Licensor agrees to perform weed abatement on the remaining portion of the Property according to local fire district standards. 10. Patrol. Licensee shall provide such patrol service as is necessary to prevent unauthorized use of the Trail and to protect the safety of the users of the Trail. Its failure to do so shall constitute a breach of this Agreement and justify immediate termination of the same. Licensee agrees to apply the same standards and levels of public safety patrol to the Trail as it devotes to their other recreational facilities. 11. Damage to Property. It is understood and agreed by and between the parties hereto that the Property is subject to sliding, erosion, subsidence, and flooding. Licensor is under no obligation to maintain the Property or Trail or repair any damage resulting from sliding, erosion, subsidence, or flooding. In the event of any damage, the Licensee shall perform such maintenance or repair as is reasonably necessary for the proper and safe operation of the Trail. 12. Pollution. Licensee, at its expense, shall comply with all applicable laws, regulations, rules, and orders, with respect to the use of the Property and Trail, regardless of when they become or became effective, including, without limitation, those relating to health, 3 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 54 of 69 Page 7 of 13 safety, noise, environmental protection, waste disposal, and water and air quality, and furnish satisfactory evidence of such compliance upon request of Licensor. Licensee shall handle no hazardous materials at any time upon the Property. Should any discharge, leakage, spillage, emission, or pollution of any type occur upon or from the Property caused by Licensee's employees, contractors, or agents, Licensee, at its expense, shall be obligated to clean all the property affected thereby, whether owned or controlled by Licensor or any third person, to the satisfaction of Licensor(insofar as the property owned or controlled by Licensor is concerned) and any governmental body having jurisdiction thereover. 13. Signage. Licensee shall maintain existing signs and install appropriate informational and warning signs. Licensee shall also install signs designating permitted Trail uses by the general public, regulations governing such uses, and specifically prohibiting the operation of unauthorized motor vehicles. 14. Trail Improvement Maintenance. Licensee shall maintain at its expense all Trail improvements, including Trail pavement, culverts, gates, signs, fences,bollards, and landscaping. Upon termination of Agreement or partial or full revocation of License, applicable Trail improvements shall, at the option of Licensor,become the property of Licensor. 15. Drainage. Licensee agrees to maintain, at its expense, drainage facilities necessary for Trail's operation. 16. Fencing. Licensee agrees to maintain, at its expense, all fencing and barricades on the Property installed by Licensor or Licensee. Licensee shall not be responsible for maintaining residential fencing installed by parties other than Licensor and Licensee. 17. Vandalism. Licensee shall, at its own expense, promptly repair all damage to the Trail, to improvements, to the Property, and to existing and future utilities caused or contributed to by vandalism. 18. Graffiti. Licensee shall, at its own expense, promptly clean, repaint, or remove any graffiti: (1) on Trail improvements, the Property, and existing and future utilities; and(2) placed by users of the Trail on fences, and/or walls adjoining the Property. 19. Encroachment Permits. Licensor shall have the sole right to grant encroachment permits or rights of entry within the Property. Notification of encroachment permits granted, and plans reviewed by Licensor will be forwarded to Licensee. Licensor shall consult with Licensee on safety requirements for future utilities. If Licensee has not responded within 15 working days, then it is presumed Licensee is in concurrence. 4 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 55 of 69 Page 8 of 13 Licensee shall obtain permits from all other agencies as required for the construction of the Trail improvements. 20. Termination. Either party may terminate this License at any time with one hundred eighty(180) days prior written notice to the other party. Upon termination or revocation of this License or any portion thereof for any reason, Licensee shall at its sole expense, upon request by Licensor,promptly remove such improvements from the Property as Licensor may request, except Licensee shall not be required to remove any asphalt paving it has placed upon the Property, and Licensee shall leave the Property at a level grade and in a clean and presentable condition, free from hazards or waste. 21. Abandonment. If Licensee shall, for a period of at least 120 consecutive days, fail to use or maintain the Trail or any portion thereof, then all Licensee rights under this Agreement shall immediately terminate, at Licensor's sole discretion. 22. Default. In the event of any failure by Licensee to perform, fulfill, or observe any terms of this License which continues for 30-days after notice from Licensor or in situations involving potential danger to the health or safety of persons on or about Property which are not remedied immediately after notice (oral or written), Licensor may, at its election, and in addition to all other rights and remedies available to it, including, without limitation, termination of this License, cure such failure or breach for, on behalf of, and at the sole cost of the Licensee. Licensee shall pay to Licensor upon demand and without contest all costs incurred for work performed by Licensor pursuant to this paragraph. Notwithstanding the foregoing, Licensee shall not be in default if the default cannot reasonably be cured within 30-days, and Licensee commences to cure the default within the 30-day period and diligently and in good faith continues to cure the default. 23. Failure to Enforce Not a Waiver of Rights. Either party's failure to enforce any provision of this License shall not be deemed to be a waiver of the right to do so thereafter nor of the right to enforce any other provision of this License. A party's consent to or approval of any act or request by the other party shall not be deemed to waive or render unnecessary the consent to or approval of any subsequent act or request. 24. Indemnification. The following are the indemnification requirements. a. To the fullest extent permitted by law, Licensee shall indemnify and hold harmless Licensor, its directors, officers, employees, and agents from and against any and all "claims" from any injury to or death of any person or damage to property, of any kind whatsoever, arising out of, resulting from or related to the activity conducted by Licensee or its authorized representatives including, but not limited to, Licensee's use and maintenance of the License Area or any facilities, as well as events occurring within the License Area, except to the extent any such damage or injury is caused by 5 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 56 of 69 Page 9 of 13 the sole negligence or willful misconduct of Licensor or its directors, officers, employees, or agents. b. Nothing in this License will affect Licensee indemnification obligations under prior licenses or agreements with Central San. c. Licensee's indemnity obligations to the Licensor under this License shall remain in effect beyond the expiration of this license for any "claims" occurring within the term of the license. For purposes of this License, "claims" means any and all claims, losses, costs, injuries, damages, expenses, liabilities, liens, actions, causes of action(whether in tort or contract, law or equity, or otherwise), charges, assessments, fines, and penalties of any kind (including consultant and expert expenses, court costs, and attorneys' fees actually incurred). 25. Insurance. The following are insurance requirements. Coverage. Licensee shall procure and maintain insurance against claims for injuries to persons or damages to property which may arise from or occur in connection with the Licensee's operation and use of Premises. The cost of this insurance will be borne by Licensees and shall be in effect for the duration of the License: a. Commercial General Liability: Coverage shall be at least as broad as Insurance Services Office form GC 00 01, written on an occurrence basis, and including products and completed operations,property damage, bodily injury, and personal and advertising injury with limits of at least $5,000,000 per occurrence. b. Workers' Compensation: Insurance shall be as required by the State of California with statutory limits and Employer's Liability with limits of no less than $1,000,000 per accident for bodily injury and disease, covering all persons employed in connection with any work done in, on, or about the Property for which claims for death or bodily injury could be asserted against the Licensor, Licensee or the Property. Licensee's policy shall include a Waiver of Subrogation in favor of Central San. c. Automobile Liability Insurance: in any combination of primary, excess, or umbrella insurance. The policy shall offer coverage at least as broad as Insurance Services Office (ISO) form CA 00 01, covering all vehicles used in the performance of the work. The policy shall provide limits not less than$1,000,000 per accident for bodily injury and property damage 6 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 57 of 69 Page 10 of 13 Other Insurance Terms and Conditions a. Additional Insured: Licensee's Commercial General Liability insurance name Central San, its officers, officials, employees, and agents as additional insureds with respect to liability arising out of the work or operations performed by or on behalf of Licensee. Coverage shall be at least as broad as that available under CG 2010 11/85 or CG 2010 07/04 and CG 2037 07/04. b. Waiver of Subrogation: Licensee's Commercial General Liability and Workers' Compensation Insurance shall contain, or be endorsed to contain, a waiver of the insurer(s) right to subrogation in favor of Central San. This provision applies regardless of whether or not Central San has received waiver of subrogation endorsements from the insurer(s). c. Primary and Non-contributorX: For any claims related to this License or Licensee's occupancy of the Property, Licensee's Commercial General Liability insurance shall be primary coverage at least as broad as ISO endorsement CG 20 0104 13. Any insurance or self-insurance maintained by Central San, its officers, officials, employees, or agents shall be excess of the Licensee's insurance and shall not contribute with it. d. Deductibles and Self-Insured Retentions: Licensee shall notify Central San of any deductibles or self-insured retentions applicable to the required insurance and will be subject to Central San approval. Central San may require Licensee to amend coverage to reduce or eliminate such deductibles or self-insured retentions as respects Central San, its officers, officials, employees, and agents, or provide a financial guarantee acceptable to Central San guaranteeing payment of losses and related investigations, claims administration and defense expenses. e. Notification: Licensee's insurance policies shall provide that coverage shall not be materially changed, reduced, or canceled without notice to Central San. f. Rating: Licensee's insurance policies shall be provided by insurers authorized to do business in the State of California and with a current A. M. Best rating of no less than A: VII unless otherwise approved by Central San. g. Special Risks and Circumstances: Central San reserves the right to modify these requirements at any time, including increasing minimum limits,based on the nature of Licensee's operations,prior experience, insurer, coverage, or other special circumstances. h. Verification of Coverage: Central San utilizes the services of EBIX, Inc. to confirm insurance compliance and to collect electronic copies of Certificates of Insurance. Licensee shall submit all required information to EBIX, Inc with original certificates 7 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 58 of 69 Page 11 of 13 and amendatory endorsements or copies of the applicable policy language effecting coverage required herein. All certificates and endorsements shall be verified by EBIX and accepted by Central San before License effective date. Central San may also require copies of Policy Declarations Pages and Schedules of Policy Endorsements. Licensee shall provide insurance documentation to centralsangebix.com for processing. i. Revisions: As circumstances change during the life of this License, Licensor may, from time to time, require, and Licensee agree to provide, revisions in the foregoing insurance requirements sufficient in ' 'Licensor's opinion to provide adequate protection for both Licensor and Licensee. j. Notices. Any and all notices or documents to be delivered between the parties shall be deemed delivered: (a) upon hand delivery to the address below, or(b)upon being sent and received via certified mail to the address below as evidenced by certified mail receipt. The addresses are as follows: If to Licensor: If to Licensee: Central Contra Costa Sanitary District City of Orinda Planning &Development Services Division Manager 5019 Imhoff Place Martinez, CA 94553 925-228-9500 26. Approval and Inspection of Work. Licensee shall not perform any construction, reconstruction, remodeling, repair, removal, or other work on the Trail or Property without first obtaining Licensor's prior review and written comment upon said work. In seeking Licensor's review, Licensee shall furnish a complete description and sketch of the work proposed to be performed to Licensor. In performing work, Licensee shall comply with all terms, conditions, and requirements Indicated by Licensor's written comments and not deviate in any material manner from the description and sketch reviewed and commented upon by Licensor, without first obtaining additional review and comment in writing from Licensor. Licensee shall design, construct, and maintain the Trail to provide continuous, unobstructed vehicle access, which is twelve (12) feet wide and fourteen (14) feet high. Licensor has disclosed to Licensee that the primary use of the Trail area by Licensor will include vehicles with weights up to sixteen-ton axle loads. Licensee agrees to design all pavement and Trail surfaces to accommodate such use and shall assume all responsibility for repairing any damage and maintenance that the non-negligent use of such vehicles may cause. 8 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 59 of 69 Page 12 of 13 Licensee shall not be required to obtain Licensor's prior written comment upon the performance of routine maintenance or emergency repairs. As used in this section, the term "routine maintenance" refers to work that does not alter the original condition of improvements previously reviewed by the Licensor as set forth above, which work is required to prevent deterioration of said improvements. As used in this section, the term "emergency repairs" refers to repairs that do not alter the original condition of improvements previously reviewed by the Licensor as set forth above, which repairs are necessary to protect the safety of the public and others. Except in an emergency or routine maintenance, the Licensee shall consult Licensor at least seven (7) days before Licensee performs any major maintenance operations. Work shall be done in such a manner that Licensor shall at all times be able to use and gain access to its facilities freely. All work performed by Licensee under this section shall be subject to inspection by Licensor. Licensee agrees to pay to Licensor upon demand the reasonable cost and expense incurred by Licensor in the maintenance of an inspector on said Property during Licensee's construction, reconstruction, repair, removal, or performance of work. Attorney's Fees. In the event of any litigation between Licensor and Licensee arising out of or concerning the Property, this License or the rights and obligations of Licensor and Licensee in connection thereto, the prevailing party in such litigation shall be entitled to its reasonable attorneys' fees. 27. Transfer and Assignment.No rights of Licensee hereunder shall be transferred or assigned unless to a successor public agency and unless the written consent of Licensor is first secured. With that exception, this License and each and all of the covenants herein contained shall inure to the benefit of and be binding upon the successors and assigns of the respective parties hereto. 28. Modification. This License shall be subject to modification or amendment, including the expansion of the Trail to additional areas, only by the written, mutual consent of Licensor and Licensee. 29. Interpretation. Both parties have had ample opportunity, with the benefit of counsel, to comment upon the contents of this License. Therefore, the rule that ambiguities in contracts are to be construed against the drafter shall not apply. 30. Section Headings and Recitals. The section headings in this License are only for the purpose of reference and shall in no way define or interpret any provision hereof. Licensor and Licensee acknowledge and agree that the Recitals set forth above are true and correct and are incorporated herein by this reference. 31. No Recordation of License. This License shall not be recorded in the Official Records in the Office of the County Recorder of the County in which the Property is located. 9 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 60 of 69 Page 13 of 13 32. Governing Law. This License shall be governed by and construed in accordance with the laws of the State of California, without regard to principles of conflicts of laws. 33. Counterparts. This License may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. 34. Entire Agreement. It is understood that this document contains the entire agreement between the parties hereto, and all prior understandings or agreements, oral or written, of whatsoever nature regarding the rights hereby granted are superseded by this Agreement and are hereby abrogated and nullified. IN WITNESS WHEREOF, the parties hereto have executed this License in duplicate, the day and year first above written. LICENSOR: CENTRAL CONTRA COSTA SANITARY DISTRICT, a California special district By: Name: Its: LICENSEE: CITY OF ORINDA, a California municipal corporation By: Name: Its: 10 August 16, 2021 REEP Committee Meeting Agenda Packet- Page 61 of 69