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HomeMy WebLinkAbout04.e. Review Draft Position Paper to Consider Approval of A Joint Powers Authority Agreement to Join the Formation of the Northern California Sanitationl Agencies Financing AuthorityPage 1 of 13 Item 4.e. BOARD OF DIRECTORS POSITION PAPER MEETING DATE: DECEMBER 19, 2022 SUBJECT: REVI EW DRAFT POSITION PAPER TO CONSI DER APPROVAL OF A JOINT POWERS AUTHORITYAGREEMENT TO JOIN THE THE FORMATION OF THE NORTHERN CALIFORNIA SANITATION AGENCIES FINANCING AUTHORITY SUBMITTED BY: INITIATING DEPARTMENT: PHILIP LEIBER, DIRECTOR OF FINANCEAND ADMINISTRATION -FINANCE ADMINISTRATION REVIEWED BY: KEVIN MIZUNO, FINANCE MANAGER ISSUE Board approval is requested to enter into an agreement to join a Joint Powers Authority arrangement. BACKGROUND I n August 2022, staff discussed with the Finance Committee an evolving opportunity to join a Joint Powers Authority (J PA) with Sacramento Regional County Sanitation District (Regional San). Being part of a J PA would allow for the issuance of revenue bonds as a form of financing. This position paper recommends adoption of an agreement to join a J PA with Regional San to be called the "Northern California Sanitation Agencies Financing Authority". At the March 2022 Financial Workshop, staff noted the need for about $200 million of additional external financing for Central San's ten -Year Capital Improvement Program. External financing may come in the form of State Revolving Fund (SRF) loans, or debt issued to the public in the form of Certificates of Participation (COPs), or revenue bonds. Staff will be looking for the most cost-effective form of financing, which is likely to be SRF loans, but a public debt offering could be an attractive form of financing if SRF loans are not available, or timely for the financing need. Staff has been advised that revenue bonds may be a lower cost form of financing than COPs, as COPs are a somewhat more complex form of financing subject to potentially adverse investor sentiment in the event of any negative situations that may arise by other issuers. I n light of that, it is sensible to consider the issuance of revenue bonds. Revenue bonds are a very standard form of municipal financing, especially for utilities. However, revenue bonds for special districts in California can only be used for new money (as opposed to refinancing existing debt) through a public vote, which is why COPs have often been used as an alternative. Despite that, revenue bonds issued through a J PA, on behalf of a participant already in the J PA, do not require a public vote. Accordingly, that arrangement achieves the same outcome as a COP structure, but through a "more standard" structure. December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 178 of 194 Page 2 of 13 It is for this reason, that one sees J PAs setup for the purpose of financing projects by members. Given this, staff planned to take steps towards opening up this form of financing for future needs by forming a J PA prior to the next external financing need estimated to occur around calendar years 2024-2025. Establishing a J PA requires at least one other government entity to join in the effort. Costs of forming a J PA are minimal and include legal costs to specify formation and governance documents, and then filing fees with the State. Ongoing costs are minimal, and comparable to those involved in maintaining an entity like Central San's existing facilities financing authority used for COPs. I n August 2022, staff learned that the Sacramento County Sanitation Districts Financing Authority, a Joint Exercise of Powers Agreement (JPA) between Sacramento Area Sewer District (SASD) and Regional San, was looking for a new participant and extended a preliminary invitation for Central San to explore joining the JPA. A new partner is needed as the two existing participants, SAS and Regional San are planning to merge. J PAs need more than one participant to continue; therefore, another entity would need to join this arrangement. This represents a good opportunity for Central San to join and Regional San is a willing partner and already has a J PA agreement, only requiring modification for Central San to join. Accordingly, staff worked with Regional San representatives to update the J PA agreement to reflect the replacement of SAS with Central San as the second JPA participant. Prior to discussing the specifics of the J PA agreement, it is important to note: 1. Only the J PA member using the J PA for the debt issuance is responsible for repayment of that debt. Accordingly, other J PA members have no risk or obligation for repayment of debt they did not use. 2. The costs of maintaining a JPA are minimal. JPA Board Members and officers consist of Board members and staff of the participating members. Costs related to particular financing would be attributed to the entity using the proceeds while J PA administrative costs (minimal) would be split between the two participants. Of note in the attached draft J PA agreement are the following: Governance: The J PA Board will consist of four members; two from each agency. The Chair of the J PA will alternate between the two entities on an annual basis. Alternates may be appointed along with the two appointed members by each agency. 2. Officers: The agreement specifies officer positions as Chair, Vice -Chair, Secretary, Treasurer and Auditor -Controller. Regional San has proposed to provide staffing for the last two positions in the form of their Treasurer and Controller. While these responsibilities could be shared between the two participants having Regional San staff conduct these roles is viewed as acceptable by Central San staff. 3. Costs: The costs would likely include charges for staff time supplied by members (see No. 2 above), and costs of an independent auditor (likely to be less than $20,000 annually), with these costs split between members. The draft agreement is based on the previous J PA between SASD and Regional San with appropriate updates reflective of input between Regional San and Central San. The Central San Finance Committee and Board may choose to provide additional feedback on the agreement which would then need to be agreed to by Regional San before finalization. Or, the agreement could be approved as -is. December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 179 of 194 Page 3 of 13 ALTERNATIVES/CONSIDERATIONS The alternatives regarding a JPA include: 1. Do not participate in a J PA. This would preclude the issuance of revenue bonds as a form of financing for projects. This is not recommended as revenue bonds are expected to be an attractive financing alternative behind State Revolving Fund (SRF) loans. 2. Participate in a different J PA. This would require finding another existing J PA to join, or forming a J PA with other participants. There does not appear to be any advantages to this path given that Regional San is an appropriate partner, and is willing to have Central San join. 3. Participate in the proposed JPA, but with alternative terms in the agreement. Changes to the agreement are possible, and would need to be agreed to by both participants. The terms in the existing draft agreement were the result of a back -and -forth process by staff and counsel for Regional San and Central San. FINANCIAL IMPACTS The direct costs of participating in the JPA are minimal and estimated to be less than $25,000 annually. Having a J PA available for financing significant projects could generate interest savings versus the next best alternative of issuing Certificates of Participation. Assuming savings of five basis points on $100 million in bonds would be $50,000 annually. Offsetting the operating costs of the J PA of $25,000 against that would result in net annual savings of $25,000. Actual savings will differ depending on the extent of usage of the J PA for bond issuances and J PA costs. The allocation of the J PA costs to each participant may also be lower if additional entities join, which is also a significant possibility. COMMITTEE RECOMMENDATION The Finance Committee reviewed this matter at its December 19, 2022 meeting and recommended RECOMMENDED BOARD ACTION Approve agreement for Central San to join a Joint Powers Authority entitled the "Northern California Sanitation Agencies Financing Authority." Strategic Plan Tie -In GOAL FOUR: Governance and Fiscal Responsibility Strategy 1 - Promote and uphold ethical behavior, openness, and accessibility, Strategy 3 - Maintain financial stability and sustainability ATTACHMENTS: 1. Proposed JPA Agreement December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 180 of 194 Page 4 of 13 AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT BY AND AMONG SACRAMENTO REGIONAL COUNTY SANITATION DISTRICT, SACRAMENTO AREA SEWER DISTRICT (FORMERLY KNOWN AS COUNTY SANITATION DISTRICT NO. 1) AND CENTRAL CONTRA COSTA SANITARY DISTRICT CREATING THE NORTHERN CALIFORNIA SANITATION AGENCIES FINANCING AUTHORITY (FORMERLY KNOWN AS THE SACRAMENTO COUNTY SANITATION DISTRICTS FINANCING AUTHORITY) Dates as of October 1, 1993, and Amended and Restated as of , 2023 4155-5518-3682.2 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 181 of 194 Page 5 of 13 AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT This Amended and Restated Joint Exercise of Powers Agreement, dated as of 92023 (the "Agreement"), by and among Sacramento Regional County Sanitation District, a county sanitation district duly organized and existing under and by virtue of the laws of the State of California ("Regional San"), Sacramento Area Sewer District (formerly known as County Sanitation District No. 1), a county sanitation district duly organized and existing under and by virtue of the laws of the State of California ("SacSewer"), and Central Contra Costa Sanitary District, a sanitary district duly organized and existing under and by virtue of the laws of the State of California ("Central San"), amends and restates the Joint Exercise of Powers Agreement, originally dated as of October 1, 1993 (the "Original Agreement"), by and between Regional San and County Sanitation District No. 1; WITNESSETH: WHEREAS, each of Regional San, SacSewer and Central San is authorized to acquire, hold and dispose of real and personal property for its uses pursuant to the laws of the State of California; and WHEREAS, under the Original Agreement and pursuant to Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, Regional San and County Sanitation District No. 1 created a joint exercise of powers entity called the "Sacramento County Sanitation Districts Financing Authority" which had the power to jointly exercise any powers common to Regional San and County Sanitation District No. 1 and to exercise additional powers granted to the Authority under the Law (as defined herein) for the purposes set forth herein; and WHEREAS, in 2008 California Health and Safety Code section 4730.11 was amended to rename County Sanitation District No. 1 as Sacramento Area Sewer District; and, WHEREAS, as of August 24, 2022, the governing boards of Regional San and SacSewer determined to merge Regional San and SacSewer by reorganizing into one legal entity and accordingly, Regional San and SacSewer have requested that Central San join the Agreement as an additional party and Central San has determined to so join by executing the Agreement; and WHEREAS, Regional San, SacSewer and Central San intend to amend the Original Agreement by the Agreement to add Central San as a party to the Agreement, to rename the joint exercise of powers entity as the "Northern California Sanitation Agencies Financing Authority" and to make certain other amendments to the Original Agreement; and NOW, THEREFORE, Regional San, SacSewer and Central San for and in consideration of the mutual promises and agreements herein contained, do agree as follows: SECTION 1. DEFINITIONS Unless the context otherwise requires, the. terms defined in this Section 1 shall for all purposes of the Agreement have the meanings herein specified. 4155-5518-3682.2 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 182 of 194 Page 6 of 13 Authority Board The term "Authority" shall mean the entity initially created by the Original Agreement named the Sacramento County Sanitation Districts Financing Authority and renamed the Northern California Sanitation Agencies Financing Authority by the Agreement. The term "Board" shall mean the governing board of the Authority. Central San Law The term "Central San" shall mean the Central Contra Costa Sanitary District, a sanitary district organized and existing under and by virtue of the laws of the State of California and located in Contra Costa County, California. The term "Law" shall mean Articles 1, 2 and 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California. Party or Parties The term "Party" means a party to the Agreement, meaning any of Regional San, SacSewer or Central San. The term "Parties" means all parties to the Agreement, meaning Regional San, SacSewer and Central San. Regional San The term "Regional San" shall mean the Sacramento Regional County Sanitation District, a county sanitation district duly organized and existing under and by virtue of the laws of the State of California and located in Sacramento County, California. SacSewer The term "SacSewer" shall mean the Sacramento Area Sanitation District, formerly known as County Sanitation District No. 1, a county sanitation district duly organized and existing under and by virtue of the laws of the State of California and located in Sacramento County, California. SECTION 2. PURPOSE The Agreement is made pursuant to the Law for the purpose of assisting the financing and refinancing of the acquisition and/or construction of real and personal property in and for any Party by exercising the powers referred to in this Agreement. 4155-5518-3682.2 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 183 of 194 Page 7 of 13 SECTION 3. TERM The Agreement shall become effective as of October 1, 1993 and shall continue in full force and effect until June 30, 2062, unless extended or earlier terminated by a supplemental written agreement of the Parties; provided, that in no event shall the Agreement terminate while any installment or rental payments are due by any Party to the Authority under any loan agreement, or agreement related to the purchase or lease of any real or personal property from the Authority to any Party, or while any bonds of the Authority issued pursuant to the Law are outstanding. SECTION 4. AUTHORITY A. Previous Creation of Authority Pursuant to the Original Agreement, the Authority was created pursuant to the Law as an agency and public entity to be known as the "Sacramento County Sanitation Districts Financing Authority." Through the Agreement, the Authority is renamed the "Northern California Sanitation Agencies Financing Authority." As provided in the Law, the Authority shall be a public entity separate from the Parties, and the debts, liabilities and obligations of the Authority shall not constitute debts, liabilities or obligations of any Party (and except as it relates to the retirement liabilities of the Authority if the Authority contracts with a public retirement system within the meaning of Section 6508.1 of the Government Code of the State of California). The Authority shall not contract with a public retirement system within the meaning of Section 6508.1 of the Government Code of the State of California. Within thirty (30) days after the effective date of the Agreement or any amendment hereto, the Authority will cause a notice of the Agreement or such amendment to be prepared and filed with the office of the Secretary of State of the State of California in the manner set forth in Section 6503.5 of the Government Code of the State of California. B. Governing Board The Authority shall be administered by the Board, which shall consist of the two members of the board of directors of Regional San (and/or SacSewer) and two members of the board of directors of Central San, with alternates for each member to be designated by each of Regional San (and/or SacSewer) and Central San, respectively. The term of office of any member of the Board shall be equivalent to such member's term of office as a member of the board of directors of Regional San (and/or SacSewer) or Central San, as applicable. The board of directors of Regional San (and/or SacSewer) or Central San may appoint an alternate member of the Board for each member of the Board it appoints. Such alternate member may act as a member of the Board in place of and during the absence or disability of such regularly appointed member. All references in the Agreement to any member of the Board shall be deemed to refer to an include the applicable alternative member when so acting in place of a regularly appointed member of the Board. Members of the Board shall not receive any compensation for serving as such, but shall be entitled to reimbursement for any expenses actually incurred in connection with serving as a 4155-5518-3682.2 4 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 184 of 194 Page 8 of 13 member if the Board shall determine that such expenses shall be reimbursed and there are unencumbered funds available for such purpose. C. Meetings of Board (1) Regular Meetings. The Board shall hold at least one regular meeting each year. The Board hereby fixes the date, hour and place of regular meetings of the Board as follows: regular meetings of the Board shall be held on each date and at the same hour and place as regular meetings of the board of directors of Regional San. The Board may, by resolution, may provide for the holding of additional regular meetings. The date upon which, and the hour and place at which, each such regular meeting shall be held shall be fixed by resolution of the Board. (2) Legal Notice. All meetings of the Board shall be called, noticed, held and conducted subject to the provisions of the Ralph M. Brown Act (Chapter 9 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (Sections 54950-54961) or any successor legislation hereinafter enacted. (3) Minutes. The Secretary of the Authority shall cause minutes of all meetings of the Board to be kept and shall, as soon as possible after each me ting, cause a copy of the minutes to be forwarded to each member of the Board and to the Parties. (4) Quorum. A majority of the members of the Board shall constitute a quorum for the transaction of business, except that less than a quorum may adjourn meetings from time to time. D. Officers; Duties (1) The officers of the Authority shall be the Chair, Vice -Chair, Secretary, Treasurer and Auditor - Controller. The chair of the board of directors of Regional San shall serve as Chair of the Authority in odd numbered calendar years and the Chair of the board of directors of Central San shall serve as Chair of the Authority in even numbered years. The chair of the board of directors of Regional San or Central San that is not serving as Chair of the Authority in a given year shall serve as Vice - Chair of the Authority during such year. The Board shall by resolution appoint a secretary of the Authority, who shall not be a member of the Board. (2) The Treasurer of Regional San is hereby designated as Treasurer of the Authority, and as such, is hereby designated as the depositary of the Authority to have custody of all the money of the Authority, from whatever source, and, as such, shall have the powers, duties and responsibilities specified in Section 6505.5 or Section 6505.6 of the Government Code of the State of California. The Treasurer of the Authority is designated as the public officer or person who has charge of, handles, or has access to any property of the Authority, and such officer shall file an official bond in the amount of $25,000 as required by Section 6505.1 of the Government Code of the State of California; provided, that such bond shall not be required if the Authority does not possess or own property or funds with an aggregate value of greater than $500.00. (3) The Controller of Regional San is hereby designated as Auditor -Controller of the Authority, and, as such shall have the powers, duties and responsibilities specified in Section 6505.5 of the Government Code of the State of California and shall draw checks to pay demands against the 4155-5518-3682.2 5 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 185 of 194 Page 9 of 13 Authority when the demands have been approved by the Authority. The Auditor -Controller of the Authority is hereby authorized and directed to prepare or cause to be prepared: (a) a special audit as required pursuant to Section 6505 of the Government Code of the State of California every year during the term of the Agreement; (b) a report in writing on the first day of July, October, January and April' of each year to the Board and the Parties, which report shall describe the amount of money held by the Treasurer of the Authority for the Board, the amount of receipts since the last such report, and the amount paid out since the first such report. (4) Regional San shall determine the charges to be made against the Authority for the services of the Treasurer and the Auditor -Controller of the Authority as aforesaid. (5) The Board shall have the power to appoint such other officers and employees as it may deem necessary and to retain independent counsel, consultants, accountants and other professionals necessary in the exercise of its powers. (6) All of the privileges and immunities from liability, exemptions from laws, ordinances and rules, all pension, relief, disability, worker's compensation and other benefits which apply to the activities of officers, agents or employees of the Parties when performing their respective functions within the territorial limits of their respective Party, shall apply to them to the same degree and extent while engaged in the performance of any of their functions and duties extraterritorially under the provisions of the Agreement. (7) None of the officers, agents or employees, if any, directly employed by the Authority shall be deemed, by reason of their employment by the Authority, to be employed by any Party or, by reason of their employment by the Authority, to be subject to any of the requirements of any Party. SECTION 5. POWERS The Authority shall have the power to cause the acquisition and/or construction of real and personal property in and for any Party and to sell, purchase or lease such real and personal property to any Parry, and the power to purchase, with the proceeds of its revenue bonds, bonds other obligations issued by, any Party at public or negotiated sale, all in accordance with the Law, and any such bonds or obligations so purchased may be held by the Authority or sold to public or private purchasers at public or negotiated sale, as a whole or in part, upon and subject to such conditions and terms as the Authority deems by resolution to be necessary, appropriate and in the public interest, in furtherance of the Law. The Authority is authorized, in its own name, to do all acts necessary for the exercise of said powers for said purposes including but not limited to any or all of the following: to make and enter into contracts, including contracts to provide personnel or services; to employ agents and employees; and to sue and be sued in its own name. Such powers shall be exercised subject only to such restrictions upon the manner of exercising such power as are imposed 1 Note to reviewers: This timing is required by Section 6505.5(e) of the California Government Code. 4155-5518-3682.2 m December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 186 of 194 Page 10 of 13 upon Regional San in the exercise of similar powers, as provided in Section 6509 of the Government Code of the State of California. Notwithstanding the foregoing, the Authority shall have any and all additional powers conferred under the Law, insofar as such additional powers may be necessary to accomplish the purposes set forth in Section 2 hereof. SECTION 6. TERMINATION OF POWERS The Authority shall continue to exercise the powers herein conferred upon it until the termination of the Agreement as provided in Section 3 or until the Parties shall have mutually rescinded the Agreement. SECTION 7. FISCAL YEAR Unless and until changed by resolution of the Board, the fiscal year of the Authority shall be the period from July 1 of each year to and including the following June 30. SECTION 8. DISPOSITION OF ASSETS At the end of the term hereof or upon the earlier termination of the Agreement as set forth in Section 6 hereof, all assets of the Authority shall be distributed to the Parties, subject to the provisions of Section 9 hereof. SECTION 9. CONTRIBUTIONS AND ADVANCES Contributions or advances of public funds and of personnel, equipment or property may be made to the Authority by any Party for any of the purposes of the Agreement, and payment of public funds may be made to defray the cost of any such contribution. Any such advance shall be made subject to repayment, and shall be repaid in the manner agreed upon by any Party, as the case may be, and the Authority at the time of making such advance; provided, that it is mutually understood and agreed that no Parry has any obligation to make advances or contributions to the Authority to provide for the costs and expenses of administration of the Authority, even though either may do so. After termination of the Agreement pursuant to Section 3, any surplus money in possession of the Authority shall be returned to Regional San and Central San in proportion to the unreimbursed contributions each has made. SECTION 10. AGREEMENT NOT EXCLUSIVE The Agreement shall not be exclusive and shall not be deemed to amend or alter the terms of other agreements between the Parties, except as the terms of the Agreement may conflict therewith, in which case the terms of the Agreement shall prevail. SECTION 11. ACCOUNTS AND REPORTS The Authority shall establish and maintain such funds and accounts as may be required by good accounting practice. The books and records of the Authority shall be open to inspection at all reasonable times by the Parties and their duly authorized representatives. The Authority 4155-5518-3682.2 7 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 187 of 194 Page 11 of 13 shall give an audited written report of all financial activities for each fiscal year to the Parties within not more than twelve (12) months after the close of each fiscal year. So long as required by Section 6505.6 of the Government Code of the State of California, the Auditor -Controller of the Authority shall either make, or contract with a certified public accountant or public accountant to make, an annual audit of the accounts and records of the Authority. In each case the minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the Government Code of the State of California and shall conform to generally accepted auditing standards. When such an audit of accounts, and records is made by a certified public accountant or public accountant, a report thereof shall be filed as public records with the Parties and, if required by Section 6505.6 of the Government Code of the State of California other such entities as required. Such report shall be filed within not more than twelve (12) months of the end of the fiscal year or years under examination. Any costs of the audit, including contracts with, or employment of, certified public accountants or public accountants, in making an audit pursuant to this section shall be borne by the Authority and shall be a charge against any unencumbered funds of the Authority available for the purpose. SECTION 12. CONFLICT OF INTEREST CODE The Authority by resolution shall adopt a Conflict of Interest Code as required by law, which may be the existing conflict of interest code of Regional San and Central San. SECTION 13. BREACH If default shall be made by any Parry in any covenant contained in the Agreement, such default shall not excuse any Parry from fulfilling its obligations under the Agreement and the Parties shall continue to be liable for the performance of all conditions herein contained. The Parties hereby declare that the Agreement is entered into for the benefit of the Authority created hereby and the Parties hereby grant to the Authority the right to enforce by whatever lawful means the Authority deems appropriate all of the obligations of each of the Parties hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or hereafter enacted are cumulative and the exercise of one right or remedy shall not impair the right of the Authority to any or other remedies. SECTION 14. NOTICES Notices and other communications hereunder to the Parties shall be sufficient if delivered to the clerk or secretary of the governing body of each Party. SECTION 15. SEVERABILITY Should any part, term, or provision of the Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terns or provisions hereof shall not be affected thereby. 4155-5518-3682.2 8 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 188 of 194 Page 12 of 13 SECTION 16. SUCCESSORS; ASSIGNMENT The Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties. Except to the extent expressly provided herein, no Party may assign any right or obligation hereunder without the consent of the other. SECTION 17. AMENDMENT OF AGREEMENT The Agreement may be amended by supplemental agreement executed by the Parties at any time. SECTION 18. FORM OF APPROVALS Whenever an approval is required in the Agreement, unless the context specifies otherwise, it shall be given, in the case of a Party, by resolution duly and regularly adopted by the board of directors of such Party and, in the case of the Authority, by resolution duly and regularly adopted by the Board. Whenever in the Agreement any consent or approval is required, the same shall not be unreasonably withheld. SECTION 19. HEADINGS All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of the Agreement. 4155-5518-3682.2 9 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 189 of 194 Page 13 of 13 IN WITNESS WHEREOF, the parties hereto have caused the Agreement to be executed and attested by their proper officers thereunto duly authorized, as of the day and year first above written. SACRAMENTO REGIONAL COUNTY SANITATION DISTRICT Bv: Chair of the Board of Directors SACRAMENTO AREA SEWER DISTRICT Bv: Chair of the Board of Directors CENTRAL CONTRA COSTA SANITARY DISTRICT Bv: Chair of the Board of Directors 4155-5518-3682.2 10 December 19, 2022 Special FINANCE Committee Meeting Agenda Packet - Page 190 of 194