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02. Proposals for District Legal Counsel
Page 1 of 122 Item 2. LICENTRAL SAN June 19, 2023 FROM: KATIE YOUNG, SECRETARYOF THE DISTRICT REVIEWED BY: TEJI O'MALLEY, HUMAN RESOURCES AND ORGANIZATIONAL DEVELOPMENT MANAGER ROGER S. BAILEY, GENERAL MANAGER SUBJECT: PROPOSALS FOR DISTRICT LEGAL COUNSEL As approved at the March 2, 2023 Board Meeting, the Board selected to have the General Manager solicit for new District Counsel with the upcoming retirement of Kenton Alm. A Request for Proposal (RFP) (Attachment 1) was solicited and the District received seven responses. Initial interviews were conducted with the General Manager and staff, and the list was narrowed down to three firms. Attachment 2 has the proposals of the top three firms being recommended for interviews for Legal Counsel. The three firms (in no particular order) and their proposed team for Central San are as follows: 1. Meyers Nave: Rich Pio Rida (General Counsel), Alex Mog, and Schuyler Schwartz 2. Hanson Bridgett: Nicole Witt (General Counsel), Trevor Taniguchi, Laura Ratcliffe and Allison Schutte 3. Burke, Williams & Sorensen: J. Leah Castella (General Counsel) and Joan Dierdre Cox The attached file contains all three proposals in their entirety as well as bios for the proposed teams and support staff. It is noted that Schuyler Schwartz was an addition after the submission of the proposal by Meyers Nave, so her bio is the third tab in the table of contents. The actual interviews will be conducted in closed session. Strategic Plan Tie -In GOAL ONE: Customer and Community Strategy 1— Deliver high-quality customer service GOAL THREE: Workforce Diversity and Development Strategy 1 - Recruit from a diverse pool of qualified applicants, Strategy 4 - Foster a culture of diversity, equity, and inclusion GOAL FOUR: Governance and Fiscal Responsibility June 19, 2023 Special Board Meeting Agenda Packet - Page 4 of 125 AMENDED Page 2 of 122 Strategy 1 - Promote and uphold ethical behavior, openness, and accessibility GOAL SEVEN: Innovation and Agility Strategy 3 - Be adaptable, resilient, and responsive ATTACHMENTS: 1. Request for Proposal 2. Legal Counsel Proposals June 19, 2023 Special Board Meeting Agenda Packet - Page 5 of 125 AMENDED Page 3 of 122 ATTACHMENT 1 Y L I 1 I ,I 5 , Los Gatos November 29, 2022 Attached is a Request for Proposal (RFP) to provide contract legal services for the Central Contra Costa Sanitation District (Central San) based in Martinez, CA. Our firm is working with Central San in the process to identify, evaluate, and select law firms that have the capacity and expertise to provide the services described in the RFP. Please note that all submissions must be emailed to my attention at: paulk@averyassociates.net by 5pm, January 13, 2023. Proposals submitted will be preliminarily evaluated by Mr. Kenton Alm, the retiring District Counsel for Central San, and myself. Those firms selected to present their proposals to Central San will be notified by mid-January 2023. Dates for those presentations are yet identified but are anticipated to take place in February 2023. If you have any questions regarding the RFP, please contact Paul Kimura, Avery Associates via email or at 408 472-7936. Thank you for your interest. Paul Kimura, Principal Avery Associates 16 Lyndon Ave. Suite 200 Los Gatos, CA 95030 paulk@averyassoc.net (M) 408 472-7936 William Avery & Associates, Inc. Labor Relations/Executive Search 16 Lyndon Ave., Suite 200 Los Gatos, CA 95030 408.399.4424 Fax: 408.399.4423 www.avervassoc.net June 19, 2023 Special Board Meeting Agenda Packet - Page 6 of 125 AMENDED Page 4 of 122 Central Contra Costa Sanitary District Request for Proposals for Contract District Counsel Services Revised Release Date: December 1, 2022 Contact Person: Closing Date/Time: January 13, 2023 — 5pm PST Paul Kimura Principal, Avery Associates Please submit one signed electronic copy to: paulkkaveryassoc. net paulkkaveryassoc.net (408) 472-7936 I. Introduction The Central Contra Costa Sanitary District (Central San) is seeking proposals for legal services from a qualified law firm to serve as the District's legal counsel and to provide legal services to the District in a contracted capacity. Kenton L. Alm (Kent), the current incumbent, will be retiring in the Spring of 2023 after approximately 35 years of providing contracted District Counsel services. II. Central Contra Costa Sanitary District Background Central Contra Costa Sanitary District (Central San) is a special district within the state of California, established in 1946 and based in Martinez, CA. The District provides wastewater collection, treatment, and disposal services; recycled water production and distribution; and household hazardous waste collection. Central San serves nearly half a million residents and more than 3,000 businesses within a 145 -square -mile service area, which includes Alamo, Danville, Lafayette, Moraga, Orinda, Pleasant Hill, Walnut Creek; portions of Martinez and San Ramon; and unincorporated communities within central Contra Costa County. Central San operates its own collection system within its boundaries, including approximately 1,500 miles of public sanitary sewers and 18 pump stations. Central San also treats the wastewater from the cities of Concord and Clayton but does not maintain their sanitary sewer collection systems. Central San is a world-class organization which prides itself on its exceptional customer service, environmental stewardship, skilled professionals, fiscal responsibility, infrastructure reliability, and innovative spirit. For over 75 years, Central San has maintained a reputation within its industry and community for dependable and responsive service. Central San follows the Effective Utility Management model in adopting its two-year Strategic Plans, which focus leadership and operations on specific goals and metrics to ensure accountability and continuous improvement across the organization. For 24 consecutive years, Central San has maintained 100% compliance with its wastewater discharge permit; this year marked the longest successful streak of June 19, 2023 Special Board Meeting Agenda Packet - Page 7 of 125 AMENDED Page 5 of 122 any wastewater utility in the state and tied Central San for ninth in the nation. Central San is honored annually for its commitment to financial stability and transparency, having won the Government Finance Officers Association (GFOA) Certificate of Achievement for Excellence in Financial Reporting for 21 straight years, as well as the GFOA Distinguished Budget Presentation Award for four straight years. Central San is also recognized regularly for its work in public outreach, information technology, transparency, and treatment plant maintenance and reliability. Central San is dedicated to leadership and collaboration in water reuse and is currently spearheading multiple projects with private and public agencies to maximize and repurpose the 13 billion gallons of water discharged every year. As an independent special district, Central San is governed by a five -member Board of Directors who are elected by divisions within the district for alternating four-year terms in even -numbered years. The District employs approximately 300 dedicated professionals and operates with a commitment to follow its Vision, Mission, and Values: THE DISTRICT'S VISION To be an innovative industry leader in environmental stewardship and sustainability, while delivering exceptional service at responsible rates. MISSION To protect public health and the environment. VALUES CUSTOMER SERVICE We are responsive to our customers, and we deliver on our commitment to provide safe, reliable, and cost-efficient services. EMPLOYEES We empower our employees to do their best work. INTEGRITY We hold ourselves accountable to a high standard of honesty, reliability, and transparency. INNOVATION We continuously improve and optimize our operations. ENVIRONMENTAL SUSTAINABILITY We conduct our business to safeguard and improve our planet. June 19, 2023 Special Board Meeting Agenda Packet - Page 8 of 125 AMENDED Page 6 of 122 DIVERSITY, EQUITY, AND INCLUSION We value people of all backgrounds, cultures, and perspectives, and we are committed to the principles of equity and inclusion. Enormous changes have occurred since the District's beginnings in 1946 as a small agency serving a mixed rural and residential area: the size, population, and characteristics of the service area; the processes and technologies used to treat and collect wastewater; increased environmental awareness; and stricter water quality standards and regulations. What has not changed is the District's unwavering dedication and commitment to protecting the public health and environment, and to providing high-quality customer service at responsible rates. To learn more about Central San, please visit its website at: https://www.centralsan.org. III. Proposal Scope Central San seeks proposals from qualified law firms and individuals with demonstrated experience in supporting a public sector entity, preferably with knowledge of water/wastewater utilities within California. Its anticipated services will require legal services in supporting standard and normal transactional activity, and oversight/management/participation in litigation services for all operational and administrative aspects of the District, with the exception of human resources/personnel/labor relations legal support. Proposals should anticipate the projected service level totaling approximately 90-100 hours per month, excluding any significant litigation matters. This will include the activities defined in this RFP and in maintaining part-time on-site office hours for a minimum of two defined days or half days per week. Proposals may offer an on-site solution based on a combination of principal hours combined with secondary or "backup" attorney(s) providing legal support. Days and hours can be arranged in coordination with the District's General Manager. Proposal Services/Overview The selected law firm or legal team will be expected to work with and support Central San for all ordinary legal services required by the District. Desired services will generally include, but not be limited to: 1. Serving as the District Counsel for all transactional and litigation needs as required. June 19, 2023 Special Board Meeting Agenda Packet - Page 9 of 125 AMENDED Page 7 of 122 2. Participating in and advising at all Board of Directors meetings as requested. The principal serving as District Counsel will participate in semi-monthly afternoon Board meetings (typically held at 2:30pm on the first and third Thursdays of the month), and attend standing Board Committee Meetings, as needed. 3. Participating in biweekly staff managers' meetings and being available for one- on-one meetings with the District's General Manager on an as -needed basis, as well as reasonable availability for telephone conferences. 4. Providing legal counsel, guidance, direction, and opinions to the General Manager, executive staff, and District staff for transactional support as requested/required. 5. Providing oversight and management of litigation services through assignment of appropriate lawyers within the District Counsel's firm or through separately contracted law firms with the appropriate experience and expertise required for the issues presented. 6. Support District operations both on-site and remotely through email, phone, and Teams video conferencing. The District also has historically sought for its Counsel to have or develop a substantial presence in industry organizations, such as California Association of Sanitation Agencies (CASA) and California Special Districts Association (CSDA). Counsel is also expected to understand and participate in the legislative process through coordination with the District's Communications and Government Relations Manager and participate in industry organizations' legislative efforts. Typical Areas of Law Requiring District Counsel Support Over time, the firms or individual applicants should expect to encounter a wide variety of areas of law as District Counsel. It is desirable for proposers and firms to have some experience and expertise in a number of the practice areas that the Counsel will typically encounter over time. Public Law. A general understanding of process and procedures relating to local public agencies, including typical areas such as the Brown Act, Public Records Act, and public contracting requirements, is required. Drafting of ordinances and resolutions, and preparation of numerous Board -level official documents is also required. Public Works Construction. Central San's 10 -Year Capital Improvement Plan anticipates approximately one billion dollars of renovation, rehabilitation, and upgrading capital work. Familiarity with public bidding and construction contracting issues is essential. June 19, 2023 Special Board Meeting Agenda Packet - Page 10 of 125 AMENDED Page 8 of 122 Clean Water Act (CWA) and Related Regulatory Issues. Central San operates pursuant to a National Pollutant Discharge Elimination System (NPDES) under the CWA. A basic familiarity with that regulatory framework and related environmental issues is desirable. Real Property and Easements. The District has numerous pieces of property, including fee holdings and 300 miles of sewers in easements or other reservations. Legal support is required to provide advice to the District's right-of-way group and address numerous real property issues. Rates, Fees, and Charges. Basic public agency law concerning the setting of fees and charges, including the application of Proposition 218 and other limitations, is fundamental to the District's operation. Setting its sewer service and capacity fees provides the basis for most of its revenues. Supervision of Litigation and Risk Management. The District Counsel has the responsibility for supervising all District litigation and keeping the General Manager and the Board well informed. Litigation may be assigned to the Counsel's firm, although litigation may also be assigned elsewhere. Coordination with the District's Risk Management Administrator is required. Proposal Requirements 1. Description of the service model that is recommended for this role. 2. Designation of the principal attorney that will serve as the District Counsel. 3. Identification of the primary backup attorney(s) that would serve as the principal's designated representative in providing additional legal support to the District. If a sole practitioner or small firm is applying, a detailed description of proposed backup and support approach. 4. Profiles/resumes for all "team" members including the principal, designated backup attorneys, and any other potential law firms or firm members that would potentially regularly interact with the District. 5. Team members' experience with public law, water/wastewater utilities, major public works construction/Capital Improvement Program oversight, and litigation experience or litigation oversight. 6. A reference list containing at least three reference contacts. 7. A listing of similar public sector clients supported by the law firm or previously supported by the proposed principal and primary backup attorney. 8. Proposals must be submitted electronically to: Paul Kimura, Avery Associates, at paulk@averyassoc.net by 5:00pm (PST) on January 13, 2023. Late proposals will not be accepted. June 19, 2023 Special Board Meeting Agenda Packet - Page 11 of 125 AMENDED Page 9 of 122 VI. Cost Proposal Submitting firms must provide a cost proposal that includes the following: 1. Hourly/project rates for the principal, backup attorneys, legal secretary, and legal clerical support. 2. Hourly/project rates for litigation support and potential legal services not specified in this RFP. 3. Potential approaches to maintain and/or mitigate cost control for legal services for the District, including potential retainer or block billing options. VII. Evaluation and Selection Criteria Kent Alm, current District Counsel, and Paul Kimura, Avery Associates, will review initial submissions and will select several firms to present their proposal of services to a District interview team. The criteria for evaluating proposals will include the following: 1. Firms' and/or proposed attorney's track record in supporting public sector clients. 2. Qualifications and experience of the individuals assigned to this project. 3. Responsiveness and demonstrated understanding of providing long-term high quality service, consistent with Mr. Alm's service to Central San. 4. Creativity in presenting overall projected costs and perceived value for services to be performed. 5. Defined strategies to provide significant attention and availability to Central San while mitigating ongoing long-term legal costs. 6. Law firm's or principal attorney's presentation/communication style and perceived ability to work with the District Board and senior management team. 7. Law firm's and/or principal attorney's experience and knowledge of both public wastewater or water utilities and of central Contra Costa County. 8. References. June 19, 2023 Special Board Meeting Agenda Packet - Page 12 of 125 AMENDED '#AL\ M4[•] .I r r'JA 0I'M 1FAILTAI .l I w r•I lok t l Lbgv r Dk •'� Il � l� .ice.• V 4 Ja .. a' •.r �1� �• J.M1: - k �. r a-: - + jety ��C^l as V-k�'-iti µ. • J - • - • CONTRACT LEGAL SERVICES Central Contra Costa County Sanitation District District Counsel — Interview Schedule Monday, June 19, 2023 Location Central San Administration Building 5019 Imhoff PI, Martinez, CA 94553 10:30 am Briefing 11:00 am Meyers Nave Richard Pio Roda, Schuyler Schwartz and Alex Mog 12:00 pm Lunch Page 11 of 122 AVERY Los Gatos 12:30 pm Hanson Bridgett Nicole Witt, Trevor Taniguchi, Laura Ratcliffe and Allison Schutte 1:30 pm Burke, Williams & Sorensen J. Leah Castella and Joan Deirdre Cox 2:30 pm William Avery & Associates, Inc. Consultants to Management 16 Lyndon Ave., Suite 200 Los Gatos, CA 95030 408.399.4424 Fax: 408.399.4423 www.avervassoc.net Debrief June 19, 2023 Special Board Meeting Agenda Packet - Page 14 of 125 AMENDED Page 12 of 122 MEYERS NAVE June 19, 2023 Special Board Meeting Agenda Packet - Page 15 of 125 AMENDED Page 13 of 122 June 19, 2023 Special Board Meeting Agenda Packet - Page 16 of 125 AMENDED Central Contra Costa Sanitary District District Counsel Page 14 of 122 Page COVER LETTER/LETTER OF INTEREST.................................................................................................................1 OUR SERVICE MODEL APPROACH....................................................................................................................2 MEETOUR TEAM................................................................................................................................................2 PUBLICLAW.........................................................................................................................................................4 PUBLIC WORKS & CONSTRUCTION.................................................................................................................4 CLEAN WATER ACT ("CWA") AND REGULATORY ISSUES.............................................................................E REAL PROPERTY AND EASEMENTS....................................................................................................................7 RATES, FEES & CHARGES...................................................................................................................................H SUPERVISION OF LITIGATION & RISK MANAGEMENT....................................................................................H CLIENTREFERENCES............................................................................................................................................9 LIST OF PUBLIC SECTOR CLIENTS......................................................................................................................9 COSTPROPOSAL.................................................................................................................................................9 APPENDIX A — ATTORNEY BIOGRAPHIES...................................................................................................... 10 June 19, 2023 Special Board Meeting Agenda Packet - Page 17 of 125 AMENDED Page 15 of 122 meyers i nave Paul Kimura, Principal Avery Associates 16 Lyndon Avenue, Suite 200 Los Gatos, CA 95030 paulk@avervassoc.net Re: Response To RFP for District Counsel Services On behalf of Meyers Nave, I am pleased to submit the enclosed proposal to provide the Central Contra Costa Sanitary District ("Central San") with District Counsel Services. As a principal of the firm, I am authorized to represent the firm and am based in our Oakland office. My contact information is as follows: Richard D. Pio Roda, Principal Meyers Nave, PC 1999 Harrison Street, 9t" Floor Oakland, CA 94612 Tel: 510-808-2000 Email: rpioroda@meversnave.com I will serve as District Counsel, with the assistance of the team of Municipal and Special District attorneys listed within this proposal. Hiring Meyers Nave would be a seemless transition for Central San as your retiring in-house General Counsel, Kent Alm, served as a Partner at our firm for decades prior to joining Central San, and I have continued to advise Central San for various projects, from providing legally required ethics training to the Board and staff, to serving as counsel to Central San's internal Specification Coordination Committee meeting. We have strong familiarity with Central San, Kent's years of practice and are confident that we can continue to represent Central San with minimal transition issues. We can commit to the following requirements as listed in the Scope of Services: • Serve as District Counsel for all of Central San's transactional and litigation needs; • Participate in all Board of Directors, Staff Managers' and General Managers' meetings; • Provide legal counsel to the General Manager, executive staff & District staff for transactional support; • Provide oversight and management of appropriate lawyers within the District Counsel's firm or through contracted law firms for issues presented to Central San; and • Support Central San's operations on-site and remotely through email, phone, and Teams video conference. Sincerely, Richard D. Pio Roda, Principal ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 18 of 125 AMENDED Page 16 of 122 Our approach towards delivering on Central San's expectations is based upon: • Maintaining clear communication with the the Board & the General Manager • Using support staff to mitigate attorney costs for non -legal work • Providing regular legal status updates • Estimating costs versus benefits of Litigation • Tracking and manage legal costs • Our thirty years of knowledge and experience with Special District Law • Our current specific expertise serving as counsel to Central San, including proposed District Counsel Richard D. Pio Roda's experience working with Central San since 2006 Attorney Biographies Short bios for our proposed team are below. Full resumes outlining their expertise and experiences are found in APPENDIX A. Richard D. Pio Roda Principal & Chair, Municipal & Special District Law Practice Group Richard D. Pio Roda is a skilled and experienced strategic advisor and transactional attorney specializing in the areas of municipal and special district law, general outside corporate counsel, technology transactions, land use, real estate, public contracting and procurement for special districts, cities, corporate, non-profit, and healthcare entities throughout California. He has handled numerous unique legal, real property, public contracting and construction, and regulatory challenges. Richard is the City Attorney for the City of San Leandro and serves as General Counsel to special districts and public agencies throughout California. In addition to providing transactional legal services, Richard advises general managers, boards of directors, commissioners, councilmembers and staff on the variety of issues they encounter on a day to day basis. He also routinely advises on risk mitigation strategies and litigation management. Prior to joining Meyers Nave, Richard was a Deputy General Counsel for the San Francisco Unified School District. He advised the District's Facilities, Construction, Business, Real Estate and Operations Departments on all aspects of construction, real estate, public contracting, technology transactions, and transportation. Meyers Nave I January 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 19 of 125 AMENDED Page 17 of 122 Alex J. Mog Alex Mog is Of Counsel with the Municipal and Special District Law Practice Group. He serves as General Counsel for the Oro Loma Sanitary District, Deputy City Attorney for the City of Union City, Senior Assistant City Attorney for the City of San Leandro, Assistant City Attorney for the City of Pinole, the General Counsel of Bodega Bay Public Utility District, and advises numerous other municipalities and special districts. Alex is a thought leader on buying, selling and leasing property particular to considerations for the Surplus Lands Act, real estate transactions, and in CEQA considerations needed to carry out new projects. We believe he can be a crucial asset to Central San to ensure careful, detailed planning for the success of the District's projects. Shandyn Pierce, Associate Shandyn is an Associate in the Municipal and Special District Law Practice Group, where he represents special districts and cities in all matters affecting local governance and decision-making. He advises clients on matters related to day-to-day operations and long-term policy issues, including ordinance drafting, code enforcement, public records, open meeting laws, public works, general public finance, elections, tax measures, strategic planning, employment matters, policy development, and community relations. Gregory J. Newmark, Principal Greg Newmark represents local agencies in litigation and compliance matters regarding water quality, water rights, water rates, environmental contamination, inverse condemnation, brownfields, and First Amendment and other constitutional issues. Greg also advises public entities on land use laws, including the California Environmental Quality Act and the National Environmental Policy Act, and reviews environmental documents. Greg has extensive litigation experience, including complex multi-party disputes. Meyers Nave I January 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 20 of 125 AMENDED Page 18 of 122 4 J Viviana L. Heger, Of Counsel Viviana Heger is Of Counsel in the firm's Land Use and Environmental Law Practice Group. She is an accomplished regulatory attorney with deep experience in a wide variety of complex environmental compliance matters, including more than two decades of experience in environmental permitting for industrial and infrastructure projects, emissions trading programs, and counseling energy, manufacturing, recreation, food and beverage, and municipal clients. Schuyler H. Schwartz, Associate Schuyler Schwartz is an Associate in the Municipal and Special District Law Practice Group which provides advice and counsel to cities, counties and special districts of all types throughout the state. Her experience includes compliance documents,PRA requests, and CEQA/NEPA review. Additionally, she has drafted loan, grant, and Installment Sale Agreements with cities, counties, schools, special districts, and Native American tribes. Our firm's Municipal & Special Districts Law practice focuses on the California Public Records Act, Ralph M. Brown Act, Public Resources Code, Conflicts of Interest, and the general organic laws under which special districts must operate. Our team has advised upon thousands of Public Records Act requests for cities, counties, special districts, school districts, successor agencies, transit districts and joint powers authorities. Our attorneys have appeared before the Fair Political Practices Commission and contributed to "Ethics Resources for Local Officials," a publication of the Institute for Local Government. Issues relating to conflict of interest laws are among the matters we handle daily. We advise on the Political Reform Act, Government Code section 1090 (relating to financial interests in contracts), common law conflicts, and other conflict laws. Enforcement Ordinances and Reeulations We promote voluntary code compliance using a host of administrative processes and, when necessary, formal civil enforcement actions. We have prosecuted hundreds of cases and have recovered enforcement costs and expenses on behalf of clients. We have drafted the full spectrum of legislation, including comprehensive updates to special district codes on all matters related to code enforcement, establishment of relevant fees and connection charges, and as necessary to comply with revisions in state law (as an example, state laws impacting the ability to charge and collect sanitary district fees for accessory dwelling units). We negotiate, draft, and counsel our clients on a broad range of agreements and all matters related to real property rights. We are well versed in the California Public Contract Code, Government Code, Civil Code and other state laws relating to contracting. In addition, we have worked with the private sector, State, and Federal agencies on projects of mutual interest as well as negotiated many agreements among public agencies for joint use and operation of their facilities to best serve the interests of our clients and their communities. We have drafted and reviewed deeds, leases and other documents granting and providing real property interests and advised our clients accordingly. Meyer Nave I January 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 21 of 125 AMENDED Page 19 of 122 The Meyers Nave Construction and Facilities Group (CFG) has specific expertise in representing special districts in all stages of the construction process including planning, contracting, project administration, close out and dispute resolution. CFG has an active litigation and trial practice that includes completed trials to judgment of complex matters in all forums, state and federal, judge and jury, arbitration under JAMS and AAA. Our construction lawyers have knowledge and experience with public contracts, the Public Contract Code, the Subletting and Subcontracting Fair Practices Act, delay and acceleration claims, scheduling issues, critical path analysis, claims processes and procedures, Government Code claims, change orders and change requests, stop notices, retention issues, progress payments, and liquidated damages, and applicable federal procurement rules and regulations including DBE/SBE/MBE/WBE/LGBTQE requirements. Representative CFG Experience Meyers Nave's specialty practice in developing contracting strategies, contracts and negotiating contracts for public entities include the following experience: • Counsel to the Central San internal Specification Coordination Committee meeting since approximately 2006, assisting staff with advice and text updates to its • Peralta Community College District and San Mateo Community College District; Over 10 School Districts: Develop different forms of construction contracts, design contracts, construction management contracts, and other specialized contracts. • San Francisco and Oakland Airport Expansions — Over $3 billion of construction and over 60 different construction contracts, 20 design contracts, construction management contracts, and other specialized contracts. • Oakland Seaport Expansion — Over 20 construction and construction management contracts for over $1 billion in construction. • Kaiser Foundation Hospitals — Over 10 different hospital projects, valued at over $4 billion, plus standard form contracts for different procurements. Trials, Arbitrations, Settlements 2016-2020: Santa Clara Water District - Served as lead litigation counsel for the Santa Clara Water District in litigation arising from the design and construction of the Rinconada Water Treatment Plant. The litigation before the Disputes Review Board overseeing the plant project involved alleged owner -caused delay claims (zero days awarded on 1000 days claimed under four separate time impact analysis claims). Also serving as lead litigation counsel in design negligence claim litigation. (2018 -current) 2018-2019: City of Santa Barbara Wastewater Treatment Plant— Represented the public owner of a wastewater treatment plant in a case involving the negligent design and engineering of a replacement tertiary filtration treatment system, which resulted in construction delays, poor plant performance, plant closures, and lost revenues. CFG obtained a $2.25 million jury verdict for the client. Total recovery by settlements in excess of $2.5 million. (2018-2019) • 2013 —present (on appeal): State of California Department of Water Resources Reservoir Construction — Represent the public owner of a reservoir in defense of $14 million in claims for delay, differing site conditions, extended overhead and lost productivity (Ibbs and Measured Mile Methods) damages. The case involved more than 30 depositions and 32 days of hearing testimony in State Contract Act Arbitration from more than 20 witnesses. Meyers aveJanuary 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 22 of 125 AMEND D Page 20 of 122 Our Environmental Law Practice covers the entire spectrum of environmental and natural resources law, including litigation, compliance counseling, regulatory proceedings and transactional expertise on major civil infrastructure, industrial/manufacturing, and a broad range of economic development projects throughout California for public entity clients. We cover all significant state and federal environmental and natural resources laws, including federal and California Endangered Species Acts, the Clean Water Act, the California Environmental Quality Act, National Environmental Policy Act, Coastal Act, Comprehensive Environmental Response, Compensation, and Liability Act, Resource Conservation and Recovery Act, Clean Air Act, Porter -Cologne Water Quality Control Act, Sustainable Groundwater Management Act, Toxic Substances Control Act, Safer Consumer Products Regulations, Water Recycling Act of 1991, and the Urban Water Management Planning Act. Our Expertise Includes: • Water Rights Acquisition and Defense • Groundwater Rights/Sustainable Groundwater Management Act • Water Transfers • Wastewater Change Petitions • Adjudications • Enforcement Defense • Water Supply Agreements • Water Rates, Charges, Assessments We also advise on compliance with stormwater permits in California including municipal separate storm sewer system (MS4) permits, the California Industrial General Storm Water Permit (IGP), and the California Construction General Storm Water Permit (CGP). Our attorneys have experience with many types of contaminated sites with groundwater issues, from landfills to wastewater facilities to former lumber mills and industrial facilities. We have litigated liability issues for groundwater contamination damages and cleanup under state and federal statutes as well as common law theories. Our expertise includes NPDES/WDR permitting, Basin Plans/TMDLs, "waters of the United States" jurisdiction, stormwater groundwater contamination/toxic tort defense, citizen suit defense, enforcement defense, wetlands/404 (permitting, delineations, species -related, 404(b) development, enforcement defense, mitigation, banking), streambed alteration permits, Safe Drinking Water Act, recycled water, Spill Prevention, Control and Countermeasures Plans (SPCC), Oil Pollution Act, and BCDC. Representative experience includes: San Diego County Regional Airport Auth.: Sediment Contamination We represent the San Diego County Regional Airport Authority in negotiations with the Regional Water Quality Control Board regarding investigation of sediment contamination in San Diego Bay. Irvine Ranch Water Distr. v. Orange County Water Distr. Groundwater Dispute. Gregory Newmark leads the Meyers Nave team representing three groundwater pumpers— East Orange County Water District, Yorba Linda Water District, and Mesa Water District— in litigation initiated by a competing groundwater producer (the Irvine Ranch Water District.) Meyers Nave I January 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 23 of 125 AMENDED Page 21 of 122 County of Los Angeles: Seismic Retrofit Project and Habitat Mitigation. We provided legal advice to the County regarding a seismic retrofit project on a bridge over the San Gabriel River. South Archibald TCE Plume: Complex Groundwater Contamination Issues Meyers Nave represented the Inland Empire Utilities Agency in a multiparty CERCLA dispute over a multimillion -dollar cleanup of the South Archibald trichloroethylene (TCE) groundwater plume. IEUA led this effort to creatively resolve a decades -old problem. United States, et al. v. City of Los Angeles. Before joining Meyers Nave, Greg Newmark represented the plaintiff, California Regional Water Quality Control Board, Los Angeles Region, in an enforcement action under California's Porter -Cologne Water Quality Control Act and the federal Clean Water Act against the City of Los Angeles for over 4,000 sewage spills. Los Angeles River Trash TMDL Litigations Before joining Meyers Nave, Greg Newmark represented the defendants, State Water Resources Control Board and California Water Quality Control Board, Los Angeles Region, in actions challenging regulations adopted to control the amount of trash discharged through stormwater drains into the Los Angeles River Watershed. He acted as lead trial and appellate counsel. Real Property Meyers Nave's Real Estate Practice attorneys serve the transaction, regulatory compliance and litigation needs of real estate owners, lenders, investors, developers, landlords, tenants and planners. We advise on the purchase, development, ownership, use, encumbering and transfer of land and real property interests. Our clients include business entities, public agencies, family offices, nonprofits and public private partnerships. We serve clients from offices in six major economic regions in California. We work on all types of real estate projects — commercial, industrial, residential, mixed-use, transit oriented development, hospitality, retail, restaurant, entertainment and sports venues, healthcare and education. Our attorneys guide clients through all aspects of real estate law for projects on all types of improved and unimproved land, including brownfield, greenfield, infill, redevelopment, and public use. LAND DEVELOPMENT/REAL ESTATE TRANSACTIONS Meyers Nave assists clients with a comprehensive range of real estate transactions. For example, we help structure, negotiate and close purchases, sales, sale -leasebacks, easements, licenses, and tax- deferred exchanges on all types of developed and undeveloped land, and conduct due diligence investigations, financing structures and negotiations, and ground leasing agreements associated with these transactions. Our transactions experience includes acquisitions, dispositions and sale -leasebacks; Economic Development Benefits agreements (including disposition and development agreements and community benefit agreements); Development, redevelopment and rehabilitation; due diligence investigations; property encumbrances including easements; financing documents, including state and federal funds and tax credits; ground leases; leasing, licenses, assignment and subletting; partnership agreements for ownership, development and operations; property management and operations; and relocation (residential and commercial). Meyers Nave litigation attorneys have significant experience resolving real estate disputes on behalf of property owners, lenders, investors and developers. We have extensive experience in litigation in state Meyers Nave I January 12, 2023 1 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 24 of 125 AMENDED Page 22 of 122 K and federal courts including contract claims, tort claims and non-compliance claims under the Uniform Commercial Code. Our dispute resolution experience also includes mediation, settlement conferences, and arbitration. We litigate real estate and real estate -secured transactions involving bad faith negotiations of terms; breach of contract (sale, purchase, lease); commercial evictions; easements; environmental compliance; fraud and misrepresentation; housing, subdivision, and density bonus; land use and zoning disputes; partnership disputes; permitting process, administrative procedures and proceedings; insurance coverage; construction disputes; and ADA matters. Meyers Nave advises clients at all stages of contract procurement and construction—from pre -project planning and the bidding process to procurement of professional services and project closeout. We also represent clients in claims resolution, litigation and appeals. We stay abreast of developments in case law and initiatives, whether on Proposition 218, Mello -Roos or other areas. We structure fees in a creative, legally defensible manner and defend clients in court from challenges to taxes and revenue sources, including those brought by counties regarding property tax allocation. Our team has complete knowledge of construction and procurement law and the complex interplay of these laws with the statutes, regulations and local ordinances governing public projects. These include the competitive bidding rules under the California Public Contract Code, prevailing wage rules under the Labor Code and Davis -Bacon Act, negotiation of Project Labor Agreements, and conflict of interest rules under the California Political Reform Act and Government Code 1090. Bid Processes Our team assists with preparing and drafting (1) prequalification questionnaires and RFPs, (2) professional services contracts, (3) terms and conditions, (4) construction contract specifications, including Minority and Women Business Enterprise rules, and (5) bid protest rules. Technology & Equipment Contracts We have prepared contracts for the purchase of major software application systems and high- technology equipment, such as the management of application service provider technologies and purchase of enterprise information technology suites, and procurement contracts for specialized equipment. We have drafted and negotiated Software -as -a -Service (SaaS) agreements, and Infrastructure -as -a -Service (laaS) agreements, especially transactions to migrate significant legacy server systems to cloud based systems. Meyers Nave's Trial and Litigation Practice attorneys handle a comprehensive range of litigation matters, including land use, environmental claims/CEQA, First Amendment, water law, constitutional law, Prop 218, civil rights, employment litigation, eminent domain/inverse condemnation, class actions, federal preemption, and government investigations — leveraging a highly strategic approach to any litigation or potential disputes, our attorneys concentrate on resolving matters efficiently, favorably & cost-effectively, with minimal disruption to our clients' daily operations. Where appropriate, we strategically leverage alternative avenues of dispute resolution, such as negotiation, mediation or Meyers Nave I January 12, 2023 1 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 25 of 125 AMENDED Page 23 of 122 E arbitration, which harnesses our success in litigation when it becomes necessary. We represent & defend clients throughout litigation, from initial complaint, through discovery, motions, trial & appeal. City of San Leandro Fran Robustelli, City Manager Phone: 510-577-3319 Email: FRobustelli@sanleandro.org Goodwill of the San Francisco Bay Nare Jagroop, Chief Financial Officer Email: njagroop@sfgoodwill.org Oro Loma Sanitary District Jimmy Dang, Interim General Manager Email: jdang@oroloma.org Our list of sanitary, sanitation, and water district clients includes the following: Castro Valley Sanitation District California Urban Water Agency Bay Area Clean Water Agencies West County Wastewater District Sweetwater Springs Water District California Rural Water Association Oro Loma Sanitary District Stege Sanitary District Napa Sanitation District Novato Sanitary District Meyers Nave has built its reputation for integrity and client commitment by proposing hourly rates that provide the best value based on the experience, qualifications and specialty expertise of the proposed attorneys who will deliver the most effective and efficient services possible. We offer only highly experienced and specialty attorneys. While we do not expect our rates will be the lowest you see, we keep our special district clients for decades, even generations, because in the long -run we save money through efficiency and accuracy, stay within approved budgets, and provide industry-leading value by helping our clients secure remarkable public benefits and avoid costly litigation and mistakes. Here we propose a flat retainer of $8,500 per month for Richard D. Pio Roda to prepare and participate in all scheduled Board of Directors meetings and the preparation for those meetings, including meetings with Central San staff. Meyers Nave I January 12, 2023 1 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 26 of 125 AMENDED Page 24 of 122 10 For the remaining ordinary legal services required by Central San, we are offering a competitive blended rate of $393 an hour for the work that Richard D. Pio Roda, Alex Mog or Shandyn Pierce would handle. The rates of any specialized Land Use work for Central San are as follows: Attorney Rate Principal Gregory Newmark $625/hr Of Counsel, Viviana Heger $525/hr This proposal includes the acknowledgment that we will have annual above U.S. Department of Labor's Consumer Price Index (CPI) rate increases at the discretion of the Board. 5270722.2 Meyers Nave I January 12, 2023 ■ June 19, 2023 Special Board Meeting Agenda Packet - Page 27 of 125 AMENDED Page 25 of 122 Richard D. Pio Roda Principal 1999 Harrison Street, 9th Floor Oakland, CA 94612 T: 510.808.2000 F: 510.444.1108 rpioroda@meyersnave.com Practice Groups Municipal and Special Districts Public Contracts California Public Records Act Richard D. Pio Roda is a skilled and experienced strategic advisor and transactional attorney specializing in the areas of municipal and special district law, general outside corporate counsel, technology transactions, land use, real estate, education law and contracts and procurement for government agencies and corporate, non-profit, and healthcare entities throughout California. Public Law Expertise Richard is the City Attorney for the City of San Leandro, Interim Assistant City Attorney for the City of Newark and serves as General Counsel to special districts and public agencies throughout California. In addition to providing transactional legal services, Richard advises chief executives, city councils, boards of directors, commissioners, councilmembers and staff on the variety of issues they encounter on a day to day basis. He also routinely advises on risk mitigation strategies and litigation management. Prior to joining Meyers Nave, Richard was a Deputy General Counsel for the San Francisco Unified School District. He advised the District's Facilities, Business, and Operations California Bar Number De artments in school construction real estate public 215285 P ' ' contracting, technology transactions, and transportation. Education University of San Francisco, School of Law, General Outside Corporate Counsel JD, 2001 University of San Francisco, BS Accounting, Richard enjoys serving as general outside corporate counsel minor in International Economics, cum for a variety of privately held companies, including laude, 1997 companies in the technology, healthcare, education, and Practicing since: 2001 nonprofit sectors. In this capacity, he works closely with the senior management teams of such clients, focusing on board and investor relationship issues and strategic relationship issues with vendors and customers. Richard's background in accounting is of great value in understanding his clients' businesses and working with senior management in helping them accomplish their business goals in as efficient and effective a manner as possible. Richard directly assists his Pio Roda I Page 1 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 28 of 125 AMENDED Page 26 of 122 clients with corporate governance issues, contracting and fundamental business transactions. He also takes responsibility for managing the client's use of the other full-service resources of the firm, including identifying the right resources in the litigation, employment and other specialty practice groups to most effectively meet each client's needs. Richard is frequently requested as a trainer and speaker on corporate and government ethics, conflicts of interest, public contracting and technology transactions. Richard was appointed by the Honorable Mayor Ed Lee to the City and County of San Francisco Human Rights Commission, a Charter Commission charged with vetting, reviewing and recommending policies related to human rights, anti -discrimination, and equity. Richard served on the Commission from 2012 to 2017. During his tenure on the Human Rights Commission, Richard was involved in numerous projects and policy working groups, including the Local Business Enterprise Advisory Committee and the Benefit Corporation ordinance working group. Richard also served on various non-profit boards, including Safe & Sound (formerly the San Francisco Child Abuse Prevention Center). Richard is a professional auctioneer and fundraising consultant for various organizations, charities, foundations, and nonprofits throughout the world. These include the Tokyo -English Life Line, the Lupus Foundation of Northern California, Safe & Sound (San Francisco), Winesong (benefiting the Mendocino Coast Hospital Foundation), and Nimbus Arts. Professional and Non -Profit Organization Affiliations • Member, California Council of School Attorneys • Member, California School Boards Association • Member, Hospital Association of Southern California • Commissioner and Vice -Chair, City and County of San Francisco Human Rights Commission (2012-2017) • Meyers Nave Liaison, League of California Cities' Asian -Pacific Islander Caucus • Member, Asian American Bar Association of the Greater Bay Area • Member, Filipino Bar Association of Northern California (Past President, 2006) • Member, National Asian Pacific American Bar Association • Member, National Filipino Americans Lawyers Association • Board Member, San Leandro Scholarship Foundation • Member, The State Bar of California Pio Roda I Page 2 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 29 of 125 AMENDED Page 27 of 122 Presentations and Publications • Presenter, `By the People, For the People: Local Government for Immigrant and Minority Communities," National Asian Pacific American Bar Association Annual Conference, November 4, 2022 • Presenter, "Homelessness: What Special Districts Need to Know and What Can They Do," August 24, 2022 • Presenter, "Ethics Compliance Training — AB1234," California Special Districts Association, August 23, 2022 • Presenter, "Public Contracting Requirements: Emergency Preparedness and Federal and State Reimbursement," California Special Districts Association Annual Conference, August 2021 • Presenter, "Public Contracting Requirements: Emergency Preparedness and Federal and State Reimbursement," League of California Cities' Public Works Officers Institute webinar, March 2021 • Presenter, "Dos and Don'ts: Initiative Campaigning, California Special Districts Association webinar," March 2021 • Author, "Top 10 Compliance Questions from Special District Board Secretaries and Clerks," Meyers Nave Client Alert, November 2020 • Presenter, "Required Ethics Compliance Training — AB 1234," California Special Districts Association webinar, November 2020 • Presenter, "Staying in Compliance: Understanding Fundamental Special District Laws," California Special Districts Association Virtual Board Secretary/Clerk Conference, October 2020 • Presenter, "IT Equipment and Services Agreements: Contractual Pitfalls and How to Avoid Them," County Counsels' Association Fall Public Works & Contracts Conference, October 2020 • Presenter, "Public Works Liabilities for Catastrophic Disasters," County Counsels' Association Fall Public Works & Contracts Conference, October 2020 • Presenter, "Board Member Do's and Don'ts: Compensation and Conflicts of Interest," California Special Districts Association Leadership Academy, September 2020 (cancelled due to coronavirus pandemic) • Presenter, "SB 54: Compliance, Litigation and Community Relations," Alameda County Bar Association Public Entity Law Section MCLE seminar, June 2020 • Presenter, "SB 54: Compliance, Litigation and Community Relations," California Lawyers Association — Public Law Section, MCLE seminar, May 2020 • Presenter, "SB 54: Compliance, Litigation and Community Relations," Bar Association of San Francisco Litigation Section MCLE seminar, May 2020 Pio Roda I Page 3 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 30 of 125 AMENDED Page 28 of 122 • Presenter, "SB 54: Compliance, Litigation and Community Relations," Sacramento County Bar Association Public Law Section MCLE seminar, May 2020 (postponed due to coronavirus pandemic) • Presenter, "SB 54: Compliance, Litigation and Community Relations," San Diego County Bar Association Government Law Section MCLE webinar, April 2020 (postponed due to coronavirus pandemic) • Presenter, "Newsom Issues Three COVID-19 Brown Act Orders: Here's What He Urgently Changed," Meyers Nave webinar, March 2020 • Author, "Newsom Issues Three COVID-19 Brown Act Orders: Here's What He Urgently Changed," Meyers Nave Client Alert, March 26, 2020 • Presenter, "Public Service Ethics — AB1234," California Special Districts Association webinar, March 2020 • Author, "SB 978 Requires Law Enforcement Agencies to Publish Standards, Policies and Practices Online," Meyers Nave Client Alert, December 2019 • Author, "Understanding Special District Board Member Compensation," White Paper published by the California Special Districts Association, October 2019 • Presenter, "Local Bans, Deliveries and Consumption Lounges - Topics in Local Cannabis Zoning Laws and Regulations," Cannabis World Congress & Business Expo, 2019 • Author, "Conflict of Interest Law Update: FPPC Fines School Director $12K and Sends Case to DA's Office," Meyers Nave Client Alert, August 2019 • Presenter, "Required Ethics AB1234 Compliance Training," California Special Districts Association Annual Conference, 2019 • Presenter, "Navigating and Implementing SaaS Agreements," California Special Districts Association Annual Conference, 2019 • Author, "Practical Tips for Negotiating Today's Complex IT Services Contracts," California Special Districts magazine, Jan -Feb 2019 • Presenter, "IT Equipment and Services Agreements: Contractual Pitfalls and How to Avoid Them," City Attorneys Association of San Diego Spring Retreat, 2019 • Presenter, "How California Cities and Counties are Addressing Homelessness: Solutions and Insights," Asian American Bar Association of the Greater Bay Area, 2019 • Presenter, "Required Ethics AB1234 Compliance Training," California Special Districts Association Annual Conference, 2018 • Presenter, "Best Practices for Recruiting, Hiring, Negotiating, and Evaluating the Board's General Manager," California Special Districts Association Annual Conference, 2018 • Presenter, "IT Equipment and Services Agreements: Contractual Pitfalls and How to Avoid Them," Meyers Nave webinar, 2018 Pio Roda I Page 4 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 31 of 125 AMENDED Page 29 of 122 • Presenter, "Understanding the Brown Act," California Special Districts Association Workshop, 2017 • Presenter, "Impact of Marijuana Laws on Communities of Color," Asian American Bar Association Public Law/Public Service Committee, 2017 • Presenter, "Ethics AB 1234 Compliance Training," California Special Districts Association Annual Conference, 2017 • Presenter, "The Empty Chair: Board Vacancies and Appointments," California Special Districts Association Annual Conference, 2017 • Author, "Think Locally: Working with local government agencies is critical to the success of your cannabis business," MG magazine, July 2017 • Author, "Ask the Experts: Do's and Don'ts for Initiative Campaigns," California Special District magazine, Jan/Feb 2017 • Presenter, "Uh-Oh! How to Steer the Ship Back to Safety in Emergency Situations," California Special Districts Association Annual Conference, 2016 • Presenter, "State Mandated AB 1234 Ethics Training," California Special Districts Association Annual Conference, 2016 • Presenter, "Conducting Effective General Manager Evaluations," California Special Districts Association Special District Leadership Academy, 2016 • Presenter, "Board Member Compensation: What's OK and What's Out of the Norm?" California Special Districts Association Special District Leadership Academy, 2016 • Presenter, "What You Need to Know About Public Records and Open Meetings," Lorman Educational Services, 2016 • Presenter, "Lit San Leandro — Lessons Learned from a Unique Fiber Optics Public -Private Partnership," County Counsels' Association of California Public Works and Contracts Fall Conference, 2015 • Presenter, "Alternative Delivery Methods for Public Works Projects," The Seminar Group, Annual California Construction Law Program, 2015 • Presenter, "Public Contracts Overview and Update On Recent Legislation," American Public Works Association Annual Conference, 2015 • Presenter, "How to Lead Without Breaking the Rules," California Council of School Attorneys, 2014 • Presenter, "Bid Protests and the Impact of Recent Legislation," American Public Works Association Annual Conference, 2014 • Presenter, "Public Contracts and Procurement Regulations," Lorman Educational Services, 2013 • Presenter, "The Privileges and Perils of a Prequalification Program," American Public Works Association Annual Conference, 2013 Pio Roda I Page 5 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 32 of 125 AMENDED Page 30 of 122 • Presenter, "What You Need to Know About Public Records and Open Meetings," Lorman Educational Services, 2013, 2016 • Moderator, "Don't Get Stuck in the Middle: Properly Handling Stop Payment Notices, A to Z," California's Coalition for Adequate School Housing Annual Conference, Roundtable Discussion, 2013 • Presenter, "Protecting Schools in an Environment of Changing State Policy, Case Law and Legislation: Handling Bid Protests," California's Coalition for Adequate School Housing, Sacramento and Ontario Sessions, 2012 • Presenter, "Serenity Among the Chaos: How to Deftly Handle Bid Protests," Coalition for Adequate School Housing Annual Conference, Roundtable Discussion, 2012 • Moderator, "Prevailing Wage Monitoring Compliance and Preparation for Hearing Before the Department of Industrial Relations," Coalition for Adequate School Housing Annual Conference, Roundtable Discussion, 2012 • Presenter, "Government Ethics and Conflicts of Interest in Purchasing," California Association of Public Purchasing Officers Annual Conference, 2012 • Presenter, "California Public Bidding and Contracting Laws," Lorman Educational Services, 2012 • Presenter, "Public Meetings — Seminar on the Brown Act, Public Records Act and the Political Reform Act," Lorman Educational Services, 2012 • Moderator, Roundtable discussion on debarment and pre -qualification programs, Coalition for Adequate School Housing Annual Conference • Presenter, AB 1234 ethics and conflicts of interest training, Napa County Office of Education • Presenter, AB 1234 ethics and conflicts of interest training, City of South San Francisco • Presenter, AB 1234 ethics and conflicts of interest training, City of San Leandro • Presenter, AB 1234 ethics and conflicts of interest training, Town of Los Altos Hills Representative Experience City Attorney Servicer • City Attorney for the City of San Leandro (2012 -current) • Interim Assistant City Attorney for the City of Newark (2019 -current) • Assistant City Attorney for the City of Milpitas (2004-2007) • Assistant City Attorney for the City of Oakley (2004-2007) General Outside CoWorate Counsel Pio Roda I Page 6 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 33 of 125 AMENDED Page 31 of 122 • Outside General Counsel for a large social enterprise non-profit assisting with negotiations and drafting of contracts with vendors, consultants, and strategic partners; real estate and land use advice; labor and employment issues including workplace investigations of complaints; legal advice for implementation of strategic initiatives including various corporate governance issues, operations, and litigation. • Representation of an artificial intelligence software provider in the retail sales sector, including the negotiation of the sale and implementation of the company's software for deployment in a large scale retail and wholesale company's business operations. • Representation of an education curriculum development company on general corporate governance, business development initiatives, and the drafting and development of a scope of work for the multi-million dollar sale of the company's products to a large public school district. • Advised upon and prepared documents for an international technology hardware manufacturer to form its non-profit foundation. Construction and Procurement • Advised and prepared the project specifications for Alameda County and the Alameda County Redevelopment Agency for the design -build construction of the Ashland Youth Center ($14,000,000 project budget; 2010-2013) • Provided legal advice to staff and construction manager regarding design -build project specifications for SFUSD's new Willie L. Brown, Jr. Middle School ($55,000,000 project budget; 2013-2015). • Guided the City of Milpitas through architect and contractor bidding, approval, and contract process; created and edited contractor pre -qualification program for new main library ($35,000,000 project budget) • Advised the City of San Leandro on specification preparation, construction, and close-out of a $46,000,000 project to modernize and upgrade the City's water pollution control plant, the largest capital project in the City's history. • Advised a national construction management firm on the negotiations for its construction program management contract with a large Southern California (approximately 26,000 students) unified school district. Public -Private Partnershibs • Assisted the City of San Leandro with a public-private partnership that created a fiber optics network providing ultra -high-speed Internet connections that the City uses to attract and support data -intensive and high-tech businesses. Representation included negotiations, financing, contracting, procurement (including a comprehensive range of information technology services) and right-of-way issues for an arrangement in which the City provided 20 miles of underground conduit and the private partner funded installation of the fiber optics cable and routing capabilities. Pio Roda I Page 7 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 34 of 125 AMENDED Page 32 of 122 General Counsel Services • General Counsel, Twain Harte Community Services District (2019 -current) • General Counsel, Goodwill of San Francisco, San Mateo and Marin Counties, Inc. (2018 - current) • General Counsel, Rodeo -Hercules Fire Protection District (2010 -current) • General Counsel, Mendocino County Community Development Commission (2010 -current) • General Counsel, City of San Leandro Board of Zoning Adjustments and Planning Commission (2008-2012) • General Counsel, San Francisco Unified School District Bond Oversight Committee (2003- 2004;2007-2015) • General Counsel, City of Oakley Planning Commission (2004-2007) • General Counsel, City of Milpitas Planning Commission (2004-2007) • General Counsel, Joint City and County of San Francisco and San Francisco Unified School District Special Committee (2002-2004) • General Counsel, San Francisco Board of Education Buildings & Grounds Committee (2002-2004) • General Counsel, San Francisco Board of Education Budget & Finance Committee (2002- 2004) Information Technology Procurement and Services Agreements • Reviewed and negotiated various SAAS, and IAAS agreements on behalf of the City of San Leandro, City of Milpitas, and the San Francisco Unified School District for various software and infrastructure improvements, including large scale implementation of telecommunication systems, data retention and storage for public records, and GIS systems, just to name a few. • Assisted the City of San Leandro with applying for, winning, and negotiating a United States Department of Commerce Economic Development Agency grant to expand the City's technology infrastructure to expand its fiber-optic loop to over 11 miles. This expansion allowed the City to construct more than 11 miles of conduit to connect City streetlight infrastructure to the City's proprietary traffic control systems, and allowed space to the City's private partner to install additional fiber optics to enable ultra-high speed Internet to property and business owners in the City's industrial areas. • Negotiated an IAAS contract with an equipment vendor to provide free Wi-Fi in the City, of San Leandro's downtown area. Pio Roda I Page 8 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 35 of 125 AMENDED Page 33 of 122 • Negotiated combination SAAS and IAAS contracts for the San Leandro Police Department to upgrade the Department's dispatch system, and in -vehicle information systems to upgrade a critical communications' systems capabilities. • Negotiated combination SAAS and IAAS contract for the City of San Leandro's IT Department to update and upgrade the City's City Council meeting television and Internet capabilities. This procurement updated the City Council's Chambers to allow for better Internet recording and television broadcasting capabilities. We advised the City on the use of PEG funds to pay for these critical system upgrades to comply with new State laws. • Assisted City of San Leandro staff with negotiations involving Microsoft and its third party vendor to update the City's networking and storage capabilities to go from earlier versions of Microsoft's enterprise software to Microsoft 360 and its cloud computing and storage capabilities. • Assisted City of San Leandro staff with the negotiations of a Citywide energy efficiency contract with Climatech to install LED streetlights, new HVAC controls in all public buildings, and solar energy capabilities at the City's water pollution control plant. • Assisted Goodwill of San Francisco, San Mateo and Marin to negotiate several SaaS and data sharing agreements related to workforce development training software, workforce outcomes tracking, and a partnership with TaskRabbitTM that permits taskers to pick-up and take donations to Goodwill sites. 1313119.32 Pio Roda I Page 9 of 9 June 19, 2023 Special Board Meeting Agenda Packet - Page 36 of 125 AMENDED Page 34 of 122 Alex J. Mog Of Counsel 1999 Harrison Street, 9th Floor Oakland, CA 94612 T: 510.808.2000 F: 510.444.1108 amog@meyersnave.com Practice Group Municipal and Special District Law Economic Development, Real Estate and Housing Public Contracts Public Finance Land Use California Public Records Act California Bar Number 299074 Education University of California, Hastings College of the Law, JD, magna cum laude, 2014 University of California at Los Angeles, BA, cum laude, Political Science, 2010 Practicing Since: 2014 Alex Mog is Of Counsel with the Municipal and Special District Law Practice Group. He serves as Deputy City Attorney for the City of Union City, Senior Assistant City Attorney for the City of San Leandro, Assistant City Attorney for City of Pinole, the General Counsel of Bodega Bay Public Utility District, and advises numerous other municipalities and special districts. Alex has handled numerous unique legal and regulatory challenges. His areas of focus include real estate, housing, economic development, land use, and municipal finance. As part of his municipal finance practice, Alex assists cities and special districts with enacting development impact fees, adopting increased utility charges and connection fees, establishing assessment districts and community facilities districts, and enacting tax increases. In connection with these matters, Alex advises clients on compliance with Proposition 13, Proposition 218, the Mitigation Fee Act, and the Mello - Roos Community Facilities District Act. Alex's real estate and economic development practice involves assisting clients with housing developments and real estate transactions. He frequently prepares leases, purchase and sale agreements, development agreements, easements, deed restrictions, loan documents, and affordable housing regulatory agreements for public agencies. In addition, Alex advises clients on various land use and planning issues. Alex regularly counsels public agencies on the full range of public law matters, including code enforcement, Political Reform Act compliance, the Brown Act, the Public Records Act, and public contracting. While in law school, Alex externed for the Honorable Jon S. Tigar of the U.S. District Court for the Northern District of California and served as an editor for the Hastings Lain Journal. Honors and Awards • Northern California Rising Stars list: State, Local & Municipal Law, Super Lawyers Magazine, 2020-2022 Mog I Pagel of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 37 of 125 AMENDED Page 35 of 122 • Witkin Award For Excellence, top grade in class, Civil Procedure, Environmental Law • Member, Order of the Coif Professional and Community Affiliations • Member, The State Bar of California Presentations and Publications • Presenter, "Ethics Compliance Training — AB1234," California Special Districts Association, August 23, 2022 • Author, "Buying, Selling & Leasing Property: What Special Districts Need to Know About Successful Transactions and the Surplus Land Act," California Special District Magazine, April 11, 2022 • Presenter, "SB 9 And The End of Single Family Zoning in California: What You Need To Know," Meyers Nave webinar, September 27, 2021 • Presenter, `Buying, Selling & Leasing Property: Keys to Successful Transaction and AB 1486 Compliance," California Special Districts Association, August 2021 • Author, "Top 10 Compliance Questions from Special District Board Secretaries and Clerks," Meyers Nave Client Alert, November 25, 2020 • Presenter, "Staying in Compliance: Understanding Fundamental Special District Laws," California Special Districts Association Virtual Board Secretary/Clerk Conference, October 2020 • Author, "Public Records Act Update: Public Agencies Cannot Charge for Redacting Electronic Public Records," Nortb County Lawyer, August 2020 • Author, "Appellate Court Rules Simple Majority May Adopt Special Taxes Through Initiative Process," Meyers Nave Client Alert, July 9, 2020 • Author, "Legislature Poised to Adopt Bill Legalizing Housing on Commercial Property," Meyers Nave Client Alert, July 2, 2020 (also published on CEB's Current Awareness Research Platform) • Author, "CPRA Update: Supreme Court Rules Public Agencies Cannot Charge for Redacting Electronic Public Records," Meyers Nave Client Alert, June 2, 2020 • Presenter, "Housing Crisis: An Update on the Opportunities and Obligations Created by a Package of 20+ New Laws," County Counsels' Association of California, Spring Land Use Conference, 2020 (cancelled due to coronavirus pandemic) • Presenter, "Affordable Housing Law Update 2020," CEB/Continuing Education of the Bar, 2020 • Author, "Housing Law Update: Summary of California's New Housing Laws," Public Law Journal, California Lawyers Association, Fall 2019 • Presenter, "Affordable Housing Law Update," County Counsels' Association of California, Fall Land Use Conference, 2019 Mog I Page 2 of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 38 of 125 AMENDED Page 36 of 122 • Author, "Housing Law Update: A Summary of California's New Housing Laws," Meyers Nave Client Alert, October. 23, 2019 • Presenter, "Required Ethics AB1234 Compliance Training," California Special Districts Association Annual Conference, 2019 • Presenter, "Staying in Compliance: Understanding Special District Laws," Board Secretary/Clerk Conference and Certificate Program, California Special Districts Association, 2018 • Author, "New Law Creates Streamlined, Ministerial Approval Process for Certain Housing Projects," Meyers Nave Client Alert, 2017 • Author, "California Supreme Court Paves the Way for Electorate's Majority -Vote to Adopt Special Taxes," Meyers Nave Client Alert, 2017 • Presenter, "Legalized Recreational Marijuana: Local vs. State Regulation and the Trump Administration's Potential Impact," Meyers Nave webinar, 2017 • Presenter, "Proposition 218: Procedural Requirements and Limitations," Board Secretary/Clerk Conference and Certificate Program, California Special Districts Association, 2016 • Presenter, "Proposition 64 Control, Regulate and Tax Adult Use of Marijuana Act," City of Citrus Heights, 2016 • Presenter, "Local Minimum Wage Laws and the Challenge of Balancing Interests," League of California Cities City Attorneys' Spring Conference, 2016 • Author, "Local Minimum Wage Laws and the Challenge of Balancing Interests," League of California Cities City Attorneys' Spring Conference, 2016 • Author, "Marijuana Initiative Qualifies for Ballot: Key Points for Local Governments," Meyers Nave Client Alert, 2016 • Author, "Public Agencies Not Required to Disclose Records of Automatic License Plate Readers," Meyers Nave Client Alert, 2015 Mog I Page 3 of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 39 of 125 AMENDED Page 37 of 122 Shandyn H. Pierce Associate 1999 Harrison Street, 9th Floor Oakland, CA 94612 T: 510.808.2000 F: 510.444.1108 spierce@meyersnave.com Practice Groups Municipal and Special District Law California Bar Number 336421 Shandyn Pierce is an Associate in the Municipal & Special District Law Practice. He serves as Assistant City Attorney for the City of San Leandro. Shandyn works on a broad range of municipal and special district law issues, including matters relating to the COVID- 19 pandemic, redistricting, campaign finance reform, Brown Act requirements for notice and agenda posting, police department subpoena response procedures, the Public Records Act, requirements for timely filing of government claims, social media and the workplace, and transgender and non -binary employee rights. While earning his JD from UC Hastings College of the Law, Shandyn participated in Meyers Nave's Diversity Fellowship Program in 2018 and 2019. Shandyn also acted as a mentor to many students and led numerous campus organizations. A gifted writer and skillful advocate, Shandyn was a two-time Moot Court competitor and coach, recipient of a Snodgrass Award, and was selected to serve as Student Counsel for the Hastings Appellate Project, culminating in a precedent setting Ninth Circuit win for domestic violence victims seeking asylum in the United States. Education University of California, Hastings College of Published Decisions the Law, JD, 2020 California State Polytechnic University- • Diad-Keynoso v. Barr, 968 F.3d 1070 (9th Cir. 2020) Pomona, BA, Philosophy, 2015 (Phi Sigma [Asylum - Domestic Violence Victims Fleeing Tau Honor Society, Black Students Union) Persecution] Practicing Since: 2021 Honors and Awards • Black Attorney Resource Group Scholarship, Charles Houston Bar Association/ Ogletree Deakins, 2019 • Student Leader of the Year award, UC Hastings College of the Law, 2019 Pierce I Page 1 of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 40 of 125 AMENDED Page 38 of 122 • Snodgrass award, UC Hastings College of the Law, 2018-2019 • Diversity Ambassador, California State Polytechnic University -Pomona, 2015-2016 • Thesis of the Year award, California State Polytechnic University -Pomona, 2015 • Intercollegiate Ethics Bowl Regional Finalist and National Semi -Finalist, California State Polytechnic University -Pomona, 2015 Professional and Community Affiliations • Member, The State Bar of California • Member, Admissions Committee, Legal Education Opportunity Program, UC Hastings College of the Law, January 2020 -May 2020 • Liaison, Black Law Students Association, UC Hastings College of the Law, August 2019 -May 2020 • President, Black Law Student Association, UC Hastings College of the Law, 2018-2019 • Director, Northern California Region, National Black Law Students Association, August 2018 - May 2019 • Board Member, UC Hastings Moot Court Board, August 2018 -May 2019 • Member, Admissions Policy Committee, UC Hastings College of the Law, August 2018 -May 2019 • Facilitator, Black Future Leaders, Inc., June 2016-2017. Black Future Leaders assists Black high school students cultivate leadership skills, participate in community development, and achieve academic excellence. Shandyn assisted Executive Board Members with various programs, including organizing and planning student and parent orientations, serving as a counselor and chaperone for the Summer Residence Program, and facilitating discussions relating to the principles of Servant Leadership. Presentations and Publications • Presenter, "Navigating the Remote 2021 California Bar Exam," Bar Association of San Francisco — Barristers Club, April 14, 2021 • Podcast, "A California Bar Exam Like None Before It," COVID-19 Legal Perspectives & Information — Episode 20, UC Hastings Law, March 2021 • Interviewed, "A California Bar Exam Like None Before It," Law and the Pandemic podcast series #20, sponsored by UC Hastings College of the Law, March 6, 2021 • Author, "Overcoming a Historic Bar: Victory for Applicants, Not High Court," The Recorder, January 12, 2021 • Author, "2020 Bar Applicants Held Hostage by Hubris," The Recorder, September 8, 2020 Pierce I Page 2 of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 41 of 125 AMENDED Page 39 of 122 • Author, "Law School Grad: California Bar Exam Decision Is a `Hurtful Half -Measure'," The Recorder, July 22, 2020 • Presenter, "Agents of Change" portion of YJA Convention, 2016 Pierce I Page 3 of 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 42 of 125 AMENDED Page 40 of 122 Gregory J. Newmark Principal 707 Wilshire Boulevard, 24th Floor Los Angeles, CA 90017 T: 213.626.2906 F: 213.626.0215 gnewmark@meyersnave.com Practice Groups Environmental Law Land Use Trial and Litigation Water Law Writs and Appeals California Bar Number 190488 Education Hastings College of the Law, JD, 1997 University of New Mexico, BA in History and minor in Biology, cum laude, 1994 Practicing Since: 1997 Gregory (Greg) Newmark is a litigator and transactional attorney focused on environmental law issues, including solid waste, water quality, water rights and contaminated sites. In addition, Greg also counsels clients on the application of laws regulating public agencies' ability to raise revenue to pay for their environmental programs, such as Propositions 218 and 26. He has extensive litigation experience, including complex multi-party disputes. Representing clients in a broad array of environmental and land use matters, he often serves as counsel in administrative permitting and enforcement proceedings before the State Water Resources Control Board and the California Regional Water Quality Control Board. He works closely with his clients and with water board staff and counsel to negotiate the terms of permits and orders. When necessary, he litigates administrative appeals and civil actions on behalf of waste discharge and NPDES permittees. Prior to joining Meyers Nave, Greg was a Deputy Attorney General for the California Department of Justice. In this role, he represented natural resources agencies (e.g., the California Integrated Waste Management Board (now known as CalRecycle), the State Water Resources Control Board, the Department of Forestry and Fire Protection, the Department of Water Resources, and the Department of Fish and Wildlife) in trial court and appellate litigation regarding solid waste, air and water pollution, inverse condemnation, CEQA, exotic species and endangered species, and fire suppression cost recovery. As Deputy Attorney General, Greg presented oral argument in the first Clean Water Act case reviewed by the California Supreme Court (Burbank v. State Water Resources Control Board . He also argued the first California reported decision to adjudicate a challenge to the merits of a total maximum daily load (TMDL) under the Clean Water Act and California's Porter -Cologne Water Quality Control Act (City of Arcadia, et al. v. State Water Resources Control Board, et a�. Newmark I Page 1 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 43 of 125 AMENDED Page 41 of 122 Greg received commendations from the State Water Resources Control Board and the California Regional Water Quality Control Board, Los Angeles Region, for his representation of those agencies in water quality litigation. The U.S. Department of Justice also commended him "for outstanding performance and invaluable assistance" in a water quality case. Prior to joining the Attorney General's Office, Greg represented nonprofit groups in environmental citizen suits under Proposition 65, NEPA, the Clean Water Act and the Endangered Species Act. During law school, he served as a judicial extern to the Honorable A. James Robertson II in San Francisco Superior Court. Greg is admitted to the U.S. Court of Appeals, Ninth Circuit, and the U.S. Northern, Eastern and Central district courts in California. Experience Public Agency Financing of Environmental Programs San Diego County WlaterAuthority P. Metropolitan Water District of Southern California (2017) 12 Cal.App.Sth 1124. Greg is assisting in defending the City of Los Angeles' Department of Water and Power (DWP) as a real party in interest in this complex litigation. It involves challenges to the rates and charges for imported water charged by Metropolitan Water District of Southern California (MWD) under a variety of legal theories, including Proposition 26 and common law. Hundreds of millions of dollars of past and future rates and charges are involved in the case. In June 2017, the First District Court of Appeal ruled in favor of MWD (and LADWP) on the primary issue of whether State Water Project transportation costs are appropriately recovered in MWD's transportation rate, but SDCWA prevailed on some issues as well. In September 2017, the California Supreme Court denied SDCWA's petition for review. SDCWA has two remaining cases challenging other MWD rates that have been stayed in Superior Court while the appellate proceedings were ongoing and are now expected to move forward. Solid 1-Vaste Franchise Negotiations. Represent a confidential city in the process of soliciting proposals to enter into a new solid waste franchise agreement. Advising client on contract strategy and compliance with applicable state laws including Propositions 218 and 26. CI CAG and Alameda Countywide Clean 1 -Vater Program: Stormwater Unfunded Mandates. Represent the City/County Association of Governments (C/CAG) of San Mateo County and the Alameda Countywide Clean Water Program as amicus curiae in the County of Los Angeles' appeal pending before the California Supreme Court concerning the right of local agencies to obtain reimbursement for unfunded mandates imposed by the state in regional municipal separate storm sewer system permits. We also represent member agencies of those organizations in pending test claim proceedings before the Commission on State Mandates seeking reimbursement for unfunded storm water mandates. Newmark I Page 2 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 44 of 125 AMENDED Page 42 of 122 Water Quality/ Water Rights City of Burbank, et al. P. State Vater Resources Control Board, et al. Defended the State Water Resources Control Board and the California Regional Water Quality Control Board, Los Angeles Region, in a challenge to wastewater discharge permits by the cities of Burbank and Los Angeles. Issues involved the California Porter -Cologne Water Quality Control Act, the federal Clean Water Act, the state Administrative Procedure Act, CEQA and fee recovery under Code of Civil Procedure § 1021.5. Assisted lead trial counsel in superior court, and was lead counsel on appeal and remand. Presented oral argument in California Supreme Court. • Orange County Water District P. Northrop Corp., et al. Currently representing the cross-defendant, Metropolitan Water District of Southern California, in a groundwater contamination lawsuit regarding volatile organic compounds (VOC) and perchlorate in groundwater within the North Basin of the Orange County Aquifer. • Santa Barbara Cbannelkeeper P. City of Santa Barbara. Defending the City of Santa Barbara in a federal Clean Water Act citizen suit regarding sanitary sewer overflows from the city's sewage collection system. • In re County of Stanislaus, Geer Road Landfill. Defended the County of Stanislaus in administrative enforcement proceedings initiated by the California Regional Water Quality Control Board, Central Valley Region, to issue a cease and desist order regarding corrective actions related to groundwater at a closed landfill. • City of Barstow, Negotiations in Groundwater Contamination Matter. Representing the City of Barstow in negotiations with the California Regional Water Quality Control Board, Lahontan Region, and in an administrative appeal to the State Water Resources Control Board's orders to investigate groundwater contamination, develop a remediation plan and supply replacement drinking water. • City of Dixon Wastewater Treatment Plant, Administrative Proceedings. Represented the City of Dixon in proceedings before the California Regional Water Quality Control Board, Central Valley Region, challenging the complaint for administrative civil liability and cease and desist order relating to alleged reporting violations and groundwater contamination. • County of Mariposa, Ben Hur Road Site, Bartlett Petroleum Groundwater Contamination. Represented the County of Mariposa regarding replacement drinking water supply and cleanup negotiations with an underground storage tank owner. The tank caused methyl tertiary -butyl ether (MTBE) contamination in a county drinking water well. • United States ofAmerica, et al. P. City of Alameda, et al. Representing the Stege Sanitary District, in collaboration with other operators of sewage collections systems, in a federal court enforcement action by the U.S. Environmental Protection Agency and intervener plaintiff San Francisco Baykeeper regarding alleged unlawful discharges of primary treated wastewater and sanitary sewer overflows. The plaintiffs are seeking injunctive relief requiring infrastructure improvements to regional sewage collection and treatment systems. Newmark I Page 3 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 45 of 125 AMENDED Page 43 of 122 • United States of America, et al. v. East Bay Municipal Utility District. Representing the Stege Sanitary District, joining other operators of satellite sewage collection systems, in negotiations with the U.S. Environmental Protection Agency and Department of Justice regarding federal court enforcement action seeking injunctive relief requiring infrastructure improvements to regional sewage collection and treatment systems. • San Francisco Baykeeper P. City of South San Francisco. Representing the City of South San Francisco in a federal Clean Water Act citizen suit regarding sanitary sewer overflows from the city's sewage collection system. • City of Sebastopol, Clean WlaterAct Action. Representing the City of Sebastopol in settling claims asserted in a 60 -day notice of intent to sue under the federal Clean Water Act from the Northern California River Watch regarding sanitary sewer overflows and force main failure. Also, defending the city against related administrative civil liability proceedings initiated by the California Regional Water Quality Control Board, North Coast Region. • California Spor#isbing Protection Alliance v. City of Chico. Representing the City of Chico to settle a federal Clean Water Act citizen suit regarding alleged violations of industrial stormwater regulations for run-off from a municipal airport. • Our Children's Eartb Foundation v. City of Pacifica. Representing the City of Pacifica in a federal Clean Water Act citizen suit and in related enforcement proceedings by the California Regional Water Quality Control Board, San Francisco Bay Region. The plaintiffs alleged that sanitary sewer overflows and a bypass of partially treated wastewater violated NPDES permit requirements. • United States, et al. v. City of Los Angeles. Represented the plaintiff, California Regional Water Quality Control Board, Los Angeles Region, in an enforcement action under the California's Porter -Cologne Water Quality Control Act and the federal Clean Water Act against the City of Los Angeles for over 4,000 sewage spills. Acted as lead trial counsel for the state in close collaboration with co -plaintiffs, the federal government and environmental groups. After intensive discovery, law and motion practice, and lengthy negotiations, the parties agreed to settle. The settlement provided substantial penalties and millions of dollars in injunctive relief to improve the wastewater infrastructure. • Palmdale Water District P. City of Palmdale. Defending the City of Palmdale in a lawsuit brought by a local water district seeking to enjoin the city's efforts to obtain and utilize recycled water and alleging claims under the Water Recycling Act of 1991. • Mt. View Sanitary District, Sanitary Seaver Overflow. Represented the Mt. View Sanitary District in negotiations and preparation of a formal response to an administrative civil liability complaint for penalties from the California Regional Water Quality Control Board, San Francisco Bay Region, regarding sanitary sewer overflow in Contra Costa County. • City of Healdsburg Alleged NPDES Violations. Represented the City of Healdsburg in settlement negotiations and administrative proceedings regarding a civil liability complaint from the California Regional Water Quality Control Board, North Coast Region, alleging violations of NPDES permit effluent limitations. Newmark I Page 4 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 46 of 125 AMENDED Page 44 of 122 • Water Replenishment District of Southern California, Alleged NPDES Violations. Represented the Water Replenishment District in response to a threat of administrative civil liability penalties for alleged violations of general NPDES permit reporting requirements. • City of Inglewood, Alleged NPDES Violations. Represented the City of Inglewood in administrative petition to the State Water Resources Control Board, challenging a Notice of Violation and Water Code §13383 Order issued by the Regional Water Quality Control Board. The order alleged MS4 NPDES permit violations for exceeding the Santa Monica Bay Beaches Bacteria Dry Weather TMDL. • City of Healdsburg NPDES Permitting Proceedings. Representing the City of Healdsburg in NPDES permitting proceedings before the California Regional Water Quality Control Board, North Coast Region. This matter involves proper interpretation of the Basin Plan and calculation of effluent limitations. • Cities of Dublin and San Leandro, NPDES Permit Challenge. Representing the cities of Dublin and San Leandro in an administrative appeal of the California Regional Water Quality Control Board, San Francisco Bay Region, Municipal Regional Stormwater NPDES Permit. The cities challenged both administrative procedures for permit adoption as well as improper substantive requirements imposed in violation of state and federal laws. • Southern California Regional Rail Authority, Waste Discharge Matter. Representing the Southern California Regional Rail Authority (Metrolink) in preparing a response to a directive from the California Regional Water Quality Control Board, Los Angeles Region, to submit a report of waste discharge for groundwater pumped out of Tunnel 26 near Chatsworth, Calif. • Los Angeles River Trash TMDL Litigations (Cities of Arcadia, et al. P. State Eater Resources Control Board, et al.; City of Los Angeles Bureau of Sanitation V. State Tvater Resources Control Board, et al.; County of Los Angeles, et al. P. State Wlater Resources Control Board, et al.). Represented the defendants, State Water Resources Control Board and California Water Quality Control Board, Los Angeles Region, in actions challenging regulations adopted to control the amount of trash discharged through stormwater drains into the Los Angeles River Watershed. Acted as lead trial and appellate counsel. The cases brought by the City of Los Angeles and the County of Los Angeles resulted in a mutually satisfactory settlement. In Cities of Arcadia, et al., the superior court issued split judgment after trial, adjudicating some issues in favor of each side. The published appellate opinion (City of Arcadia, et al. v. State Water Resources Control Board, et al. (2006) 135 Cal.AppAth 1392) resolved all water quality issues in favor of the water boards, but found the Los Angeles River Trash TMDL had not been adopted in compliance with CEQA. • Confidential Municipality, Pre- 1914 Appropriatim Eater Rigbts Assessment. Representing a Northern California municipality in its effort to research, investigate and substantiate the priority and scope of its pre -1914 appropriative water rights in response to correspondence from the enforcement staff at the State Water Resources Control Board. • Confidential Municipality, Water Rigbts to Treated Wlastewater Assessment. Providing water rights counsel to a Central Valley municipality regarding competing water rights claims to treated wastewater. Newmark I Page 5 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 47 of 125 AMENDED Page 45 of 122 • Analysis of Surface Wlater Rights in Adjudicated Barin. Researching and analyzing regulatory compliance obligations and water rights transfer in an adjudicated basin in Northern California. • Cities of Arcadia, et al. P. State Eater Resources Control Board, et al. Defended the State Water Resources Control Board and California Regional Water Quality Control Board, Los Angeles Region, in an action challenging a regulation adopted to control the amount of trash discharged through stormwater drains into the Los Angeles River Watershed. Acted as lead trial counsel and filed a demurrer resulting in dismissal because the regulation was not final. • Cemex, Inc., et al. P. California Regional WlaterQuality Control Board. Defended the California Regional Water Quality Control Board, Los Angeles Region, in an action brought by a mining company challenging wastewater discharge permits. Acted as lead attorney in negotiations resulting in a mutually satisfactory resolution. • County Sanitation District No. 2 of Los Angeles County P. State Water Resources Control Board, et al. Represented the defendants, State Water Resources Control Board and California Regional Water Quality Control Board, Los Angeles Region, in an action challenging wastewater discharge permits. Acted as lead attorney during initial motions, defeating application for stay of challenged permit conditions and successfully moving for change of venue. • City of Thousand Oaks v. State Water Resources Control Board, et al. Defended the State Water Resources Control Board and California Regional Water Quality Control Board, Los Angeles Region, in an action challenging a $2.3 million civil penalty assessed against the plaintiff, City of Thousand Oaks, for spilling 86 million gallons of raw sewage. Settled for payment of reduced penalty. • County Sanitation District No. 20 of Los Angeles County v. California Regional WlaterQuality Control Board, Lahontan Region. Represented the defendant, California Regional Water Quality Control Board, Lahontan Region, in an action challenging the cease and desist order issued to abate groundwater contamination by wastewater. • County Sanitation District No. 14 of Los Angeles County v. California Regional WlaterQuality Control Board, Lahontan Region. Defended the California Regional Water Quality Control Board, Lahontan Region, in an action challenging cease and desist order issued to abate a nuisance created by the flooding of a dry lake with wastewater. Contaminated Sites/ Environmental Litigation • Bach P. Yoelin, et al.. Defending an oil and gas operator against claims by surface rights owner alleging trespass, environmental contamination and seeking to quiet title. Obtained a temporary restraining order and preliminary injunction securing continued access to oil and gas production assets. Currently, preparing for trial in Ventura County Superior Court. Catlin Insurance, et al. v. Yoelin. Defending an oil and gas operator in a declaratory relief action filed by an insurer in U.S. district court seeking to deny coverage, and counterclaim against an insurer alleging insurance bad faith. Newmark I Page 6 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 48 of 125 AMENDED Page 46 of 122 • Anaheim redevelopment Agency v. Tesoro refining and Marketing. Successfully represented the former Anaheim Redevelopment Agency an action filed after the defendant refused to accept primary responsibility, claiming the city did not have a right to recover costs under the Polanco Redevelopment Act and failed to file a claim within the statute of limitations. Ultimately, the defendant settled and paid for response costs. • RedevelopmentAgency of the City of Pittsburg P. Marine Express, Inc. Represented the Pittsburg Redevelopment Agency in a civil action to recover costs of investigating and remediating contaminated property under the Polanco Redevelopment Act and to compel the property owner to take remedial actions. • Confidential Redevelopment Agency, Clean-up/Cost recovery Action. Represented a Southern California redevelopment agency in negotiations with responsible parties to compel clean-up or cost recovery for properties contaminated by petroleum production facilities and underground storage tanks. • Attorney General, Proposed Glamis Imperial Gold Mine. Represented the Attorney General in his independent capacity to evaluate and comment on actions of the U.S. Department of Interior's decision to reverse the previous administration's decision regarding a proposed cyanide heap -leach gold mine. • Ironite Products Company v. California Department of Food and Agriculture. Defended the California Department of Food and Agriculture and its secretary in a manufacturer's challenge to regulations requiring labeling of heavy metal content in fertilizers and restricting levels of certain heavy metals. Successfully defended the regulation in trial court and appellate proceedings, and negotiated a favorable settlement after a denial of writ of supersedeas. • People of State of California Ex Rel. Air resources Board, et al P. Pacific Custom Material. Represented the Attorney General in his independent capacity, the Air Resources Board and the Ventura County Air Pollution Control District as plaintiffs in an enforcement action against an aggregate manufacturing facility for violating air pollution permitting requirements. • People of State of California, et al. P. Mesa Exhaust Products, Inc., et al. Represented the Attorney General in his independent capacity and the Air Resources Board as plaintiffs in an enforcement action against an aftermarket automobile exhaust products manufacturer alleging violations of the Health and Safety Code and Business and Professions Code § 17200 and § 17500. Obtained $505,500 in civil penalties by a default judgment. • People of State of California, et al. P. Bug Motors, Inc., et al. Represented the Attorney General in his independent capacity and the Air Resources Board as plaintiffs in an enforcement action against an automobile re -manufacturer and related businesses alleging violations of the Health and Safety Code and Business and Professions Code § 17200 and § 17500. Obtained settlements and default judgments totaling over $1.4 million in civil penalties. • People of State of California Ex Rel. Air Resources Board P. Ultra Acquisition Corporation, et al. Represented the plaintiff, Air Resources Board, in an enforcement action against a motorcycle manufacturer and retailers, prosecuting violations of the Health and Safety Code. This action was settled to the client's satisfaction. Newmark I Page 7 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 49 of 125 AMENDED Page 47 of 122 Inverse Condemnation/ CEQA • Speights P. City of Oceanside, et al. Defending the City of Oceanside in an inverse condemnation suit brought by a developer seeking $12 million in damages for alleged unreasonable pre - condemnation conduct (a Klopping claim) and improper exactions. • Malibu Canyon L.P. P. County of Los Angeles. Representing the County of Los Angeles in a Subdivision Map Act and inverse condemnation lawsuit filed by a developer seeking $80 million in damages after the county rejected the developer's final subdivision map's filing application. • Eliopulos P. City of Palmdale. Represented the City of Palmdale in post -trial motions and on appeal in a developer's action for breach of contract, inverse condemnation, and petition for writ of administrative mandate. The city prevailed on the merits and recovered attorneys' fees. • People of State of California, Ex Rel. Attorney General Bill Lockyer and State Park and Recreation Commission P. Foothill/Eastern Transportation ConidorAgency, et al. Represented the California State Park and Recreation Commission in an action alleging that the environmental analysis of toll road project violated CEQA. • Munari P. City of El Paso De Robles, et al. Defended the Department of Fish and Wildlife as lead counsel on CEQA issues in a developer's action challenging the City of El Paso De Robles' denial of a development application and mitigation requirements imposed by the department relating to endangered species. Successfully resolved by summary judgment, which the court of appeal affirmed. • Southern California Bass Council, et al. P. State Of California, et al. Defended the Department of Water Resources on remand from a court of appeal judgment finding CEQA violation of a seismic retrofit of a state water project. Successfully negotiated a settlement agreement, ending nine years of litigation. • Teasdale P. California Department of Food and Agriculture. Represented the Department of Food and Agriculture in an inverse condemnation action arising from the enforcement of a red imported fire ant quarantine against the plaintiff, a nursery owner. Prevailed by motion for summary judgment and successfully defended on appeal. • Lee Vinocur v. California Integrated Vaste Management Board. Successfully defended the California Integrated Waste Management Board in an appeal of a favorable judgment rejecting regulatory takings claims. Newmark I Page 8 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 50 of 125 AMENDED Page 48 of 122 First Amendment • La Habra P. Gammob. Defended the City of La Habra in superior court litigation of a cross- complaint for civil rights damages allegedly arising from city's regulation of a fully nude adult cabaret. • In Plain Sight, et al. P. William H. Jackson, et al. Defended the Community Redevelopment Agency of Los Angeles Board of Commissioners against an action to invalidate ordinances regulating the placement of signs in the Hollywood Redevelopment Area. • City of Santa Fe Springs P. Foxy Corporation, Los An County Superior Court Represented the City of Santa Fe Springs in an action to enjoin the operation of a fully nude adult cabaret in an incorrect zone. Prevailed at trial. Other Matters • California Department of Forestry and Fire Protection v. Caufield. Represented the Department of Forestry and Fire Protection in an action seeking to recover $800,000 in fire suppression costs in a six-day jury trial. • Phenomenal Properties P. City of Desert Hot Springs. Successfully defended the City of Desert Hot Springs in an action challenging a business license denial. • Smith et, al P. Southern California Edison Company (and Related Actions). Represented the plaintiff, California Department of Forestry and Fire Protection, in a fire suppression cost recovery case, which resulted in a $6.55 million settlement after extensive law and motion activity. • California Department of Parks And Recreation P. Darian Construction Comp anyl Accent Builders Incorporated. Represented the Department of Parks and Recreation in an interpleader action regarding payments on a construction contract for reconstruction of Malibu Pier; dispute between the partners precluded payment to either. A favorable settlement resolved the case. • Department of Parks and Recreation P. Stephen Harper. Represented the Department of Parks and Recreation in a trademark infringement action against an individual who acquired internet domain names related to the Malibu Pier and attempted to register its trademark in his name. • FSYAmbitects, Inc. P. Cobasset Manor Apartments, L.P., et al. Defended the Department of Housing and Community Development in a mechanic's lien litigation regarding a property subject to the department's security interest. • Sullivan P. Galoia, et al., Los Angeles County Superior Court. Defended the Department of Housing and Community Development in alien holder's action for damages allegedly resulting from the department's failure to indicate existence of a lien on a mobile home title. • People of State of California Ex Rel. Dale T. Geldert, Director of the California Department of Forestry and Fire Protection P. Ian Fawnmeade. Represented the plaintiff, Department of Forestry and Fire Protection, in an action seeking to recover $2.2 million in fire suppression costs. Newmark I Page 9 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 51 of 125 AMENDED Page 49 of 122 Professional Affiliations and Honors • Member, Board of Directors, Urban Water Institute • Member, Executive Committee, The State Bar of California, Environmental Law Section (Appointed by the Board of Governors) • Recipient, Certificate of Commendation, U.S. Department of Justice • Co -Chair, Legislation Committee, The State Bar of California, Environmental Law Section • California Delegate, National Association of Attorneys General Clean Air Act Conference • Associate Editor, Hastings Wlest-NortbwertJournal of Environmental Lazy and Policy • Participant, Hastings Public Interest Law Foundation Presentations and Publications • Moderator, "The Future of Water Conservation Regulations — With or Without Drought," Urban Water Institute's Spring Water Conference, 2016 • Panelist, "Enforcement of Water Conservation Mandates: Requirements, Risks and Responses for Water Suppliers," Urban Water Institute's Annual Conference, 2015 • Moderator, "Legislating Groundwater Sustainability- Will It Work & At What Price?" Urban Water Institute's Spring Water Conference, 2015 • Author, "Application of the California Construction Storm Water General NPDES Permit to Oil and Gas Projects," The Override, September 15, 2010 • Moderator, "Storm Water Update: Two Decades Down the Drain?," Environmental Law Conference at Yosemite, 2010 • Speaker, "Southern California Stormwater Water Quality," Law Seminars International, 2010 • Speaker, "Federal and California Water Quality Regulation," Western Area Counsel Office Environmental Law Conference, 2010 • Instructor, "California Water Quality: An Introduction to Regulation under State and Federal Law," Environmental Law Conference at Yosemite, 2009 • Panelist, "Acquiring and Preserving Water Rights," Lorman Education Services, 2008 • Panelist, "The Perfect Stormwater: Where is the Finish Line for Urban Runoff Control?," Sonoma County Bar Association, 2008 • Moderator, "Smelt Down: Endangered Species and Water Supply in Crisis," Environmental Law Conference at Yosemite, 2008 • Panelist, "The Perfect Stormwater: Where is the Finish Line for Urban Runoff Control?," City Attorneys Association of Los Angeles County Annual Conference, 2008 Newmark I Page 10 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 52 of 125 AMENDED Page 50 of 122 • Panelist, "Current Issues in Stormwater Regulation," Lorman Education Services, 2007 • Guest Lecturer, "Municipal Sewage Spill Litigation," UCLA Environmental Law Clinic, 2003 • Panelist, "Sewage Happens, Hot Environmental Legal Issues on the California Central Coast," Santa Barbara, California, 2002 (discussion on application of state and federal water quality laws to sewage spills from municipal wastewater collection systems). [Transcript published at Environmental Law Section of the State Bar of California, "Sewage Happens," Environmental Lazy News, 2003 • Speaker, "Avoiding Legal Pitfalls When Investigating Forest Fire Cause and Origin," Office of the State Fire Marshal, 2001 Newmark I Page 11 of 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 53 of 125 AMENDED Page 51 of 122 Viviana L. Heger Senior Of Counsel 707 Wilshire Boulevard, 24th Floor Los Angeles, CA 90017 T: 213.626.2906 F: 213.626.0215 vheger@meyersnave.com Practice Groups Climate Change and Green Initiatives Environmental Law Land Use California Bar Number 205051 Education Loyola Law School, JD, top 15 percentile, 1999 Ohio State University, BA, Journalism, 1989 Practicing Since: 1999 Viviana Heger is Senior Of Counsel in the firm's Land Use and Environmental Law Practice Group. She is an accomplished regulatory attorney with deep experience in a wide variety of complex environmental compliance matters, including more than two decades of experience in environmental permitting for industrial and infrastructure projects, emissions trading programs, and counseling energy, manufacturing, recreation, food and beverage, and municipal clients. Viviana's extensive experience equips her to strategically and comprehensively tackle the numerous challenges clients face complying in California with federal, state and local laws regulating air quality, greenhouse gas emissions, water quality, hazardous waste and materials management and disposal, chemicals regulations, and remediation and right - to -know requirements, including California's Safe Drinking Water & Toxic Enforcement Act (Proposition 65). Her depth of experience includes historical expertise in air quality law in California as well as the unique preemption issues facing ports, railroads, and airport facilities. Viviana has been assisting clients in both policy and rulemaking issues since the inception of California's climate change law, local indirect source rules, and technology -forcing programs that the state relies upon for its State Implementation Plan (SIP). She has consistently advocated for the interests of her clients, including formulating best strategies and practices to comply with California's cap -and -trade regulation for greenhouse gases. Viviana's experience includes compliance counseling and complex litigation (including writs of mandamus, claims of property damage, toxic torts, and environmental citizen suits), administrative petitions and appeals, defense in enforcement, procurement of permits, and abandonment and closure of hazardous material structures. She must often advise and defend clients in crisis or emergency situations involving accidents, spills, releases or other scenarios such as Heger I Page 1 of 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 54 of 125 AMENDED Page 52 of 122 safely closing or abandoning pipelines and underground tanks, which all require reporting and immediate response actions under state and federal laws. Based on years of expertise, Viviana quickly identifies practical regulatory strategies that clients can implement effectively in the field to help eliminate or minimize potential liabilities. Viviana's experience also includes advising on health, safety and emergency management plans, as well as litigating claims of property damage, toxic torts, and environmental citizen suits. She also is relied upon to assist in conducting compliance audits and due diligence associated with mergers, acquisitions and financing. Viviana has assisted clients with contested and non -contested permitting matters in both formal and informal proceeding with state and local regulatory agencies including the South Coast Air Quality Management District and other air districts, California Department of Toxic Substances Control, and regional water quality control boards. She has achieved numerous dismissals, resolutions, and settlements for clients facing violations operating contrary to federally enforceable permit limits, constructing and operating without proper air quality permits, and failure to maintain proper health, safety, and emergency management plans. Her regulatory expertise includes working with both mobile and stationary sources of pollution and contesting or refining application of onerous Best Achievable Control Technology (BACT) determinations, reporting and compliance under the greenhouse gas regulation, and complying or finding defenses or exclusions to environmental laws involving hazardous waste and materials management, the Clean Water Act (CWA), the California Environmental Quality Act (CEQA), and consumer protection laws including the Toxic Substances Control Act (TSCA) and California's Safe Consumer Product regulations and Proposition 65. Viviana's regularly utilizes well -formed strong relationships with state and local regulators and attorneys at the California Department of Toxic Substances Control, regional water quality control boards, California Air Resources Board and local air pollution control districts (including South Coast Air Quality Management District), allow her to strategically advocate and defend contested environmental administrative and litigated matters. She has succeeded in excess of 100 matters before the South Coast Air Quality Management District, including dozens of contested hearings, and is among a specialty set of practitioners who know how to succeed within the air district's administrative framework. She also regularly works with other state and local regulators, including the California Fire Marshal's Pipeline Safety Unit and local Certified Unified Program Agencies (CUPAs). Viviana's clients include major oil and energy companies as well as public entities that operate airports, landfills, and waste treatment facilities. Her unique background includes nearly 10 years in the legal department of a global petrochemical company where she handled environmental compliance and litigation matters relating to marketing, manufacturing and distribution operations. In addition to analyzing state and federal environmental claim liabilities, Viviana compiled the company's compliance manual that covered federal laws and laws of numerous states. Prior to private practice, Viviana served as a part-time judicial extern for the Honorable A. Howard Matz. Heger I Page 2 of 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 55 of 125 AMENDED Page 53 of 122 Professional Affiliations • Member, Association of Women in Water, Energy and Environment (2017-2019) • Instructor, Paralegal Training Program, UCLA Extension (2007 -present) • Executive Committee of Los Angeles County Bar Association, Environmental Law Section (2005-2019) • Pro bono attorney volunteer, Christian Legal Aid (2012-2016) • Pro bono special education attorney volunteer, Disability Rights Legal Center and independently (2010-2016) Presentations and Publications • Presenter, "Vapor Intrusion Regulation Update: Status and Impact of 2020 Supplemental Guidance," Meyers Nave webinar, December 2020 • Update Coauthor, California Land Use Practice, Chapter 14, CEB, 2020 • Author, "Clean Water Act Update: SCOTUS' New `Functional Equivalent' Test and County of Maui vs. EPA's New Navigable Waters Protection Rule," Meyers Nave Client Alert, May 7, 2020 • Author, "US Supreme Court Expands CERCLA Jurisdiction and PRP Definition," Meyers Nave Client Alert, April 29, 2020 • Presenter, "PFAS Update: The "Forever Chemical" in the News, in the Movies and in the Courts," Association of Women in Water, Energy and Environment webinar, March 2020 • Author, "New WOTUS Rule Attempts to End 40 Years of Ambiguity," Meyers Nave Client Alert, January 29, 2020 • Author, "The Cleanup Checklist: Meeting Your Spill Reporting Obligations," ACC Docket (Association of Corporate Counsel magazine), November 2018 • Presenter, "The New and Improved Proposition 65 Warning Regulations," Joint Technical Symposium, October 2018 • Author, "Practitioner Insights: Challenges Ahead for Clean Power Plan as EPA Eyes Repeal," Bloomberg BNA Daily Environment Keport, November 24, 2017 • Presenter, "Working Together for Environmental Justice," Los Angeles County Bar Association, April 2013 • Presenter, "Clean Water and Stormwater in Southern California," Law Seminar International, December 2012 • Moderator, `Be Prepared for a Rainy Day," Los Angeles County Bar Association, January 2012 Heger I Page 3 of 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 56 of 125 AMENDED Page 54 of 122 Author, "Determining the Fate of AB 32," Law360, February 2011 Author, "Legislative Reform Alters Policy and Scope of TSCA," Corporate Compliance Insights, October 2010 Author, "Reporting Releases and Other Incidents," Law360, April 2010 Representative Experience • Represented refinery as plaintiff in federal court cost -recovery litigation against a dozen defendants including the owner of an adjacent oilfield and refinery wastewater treatment site and pipeline entities. The site is under Los Angeles Regional Water Quality Control Board oversight, and the cost -recovery causes of action include CERCLA, RCRA and common law claims. Client sought to recover millions of dollars in past costs as well as future costs in the millions or tens of millions of dollars. • Settled complex litigation involving dozens of improperly abandoned pipelines and multiple hazardous waste sources associated with a former oil production wastewater treatment plant, recovering large percentage of client's clean-up costs under tort theories, the Resource Conservation and Recovery Act (RCRA), and the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA). • Advised and implemented multi -phase warning protocol for a major utility company to address emissions associated with portable diesel -powered back-up generators, shielding client from frivolous Proposition 65 litigation. • Settled for a de minimis amount various historical air quality violations for a manufacturing facility operating without a modified air permit and secured Emission Reduction Credits (ERCs) valued at up to $1.2 million; in-house counsel reported "better-than-expected" results on Association of Corporate Counsel webpage (acc.com). • Developed a recycling strategy to avoid all hazardous waste disposal costs, saving a manufacturing facility about $200,000 in disposal fees; developed a compliance plan for underground piping that ensured timely permitting and allowed client's project to remain profitable and on track. • Successfully rescinded an imminent and substantial endangerment order from the Department of Toxic Substances Control and negotiated consent agreement that coordinated other potential responsible party contribution toward remediation of co -mingled plume contaminants at active manufacturing facility. • Developed and implemented strategy that successfully secured insurance coverage to fund remediation of co -mingled plume contamination despite narrow eligibility under environmental insurance policy. • Negotiated reasonable terms and conditions of an individual National Pollutant Discharge Elimination System (NPDES) permit and Time Schedule Order that significantly reduced monitoring and other responsibilities imposed on industrial discharger, while appealing certain limits under the Total Maximum Daily Load (TMDL) program. Heger I Page 4 of 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 57 of 125 AMENDED Page 55 of 122 • Strategically filed appeal and variance petitions with the South Coast Air Quality Management District in a way that secured within weeks dozens of permit revisions that had been pending for several years, thereby eliminating violations for operating contrary to the permit. • Eliminated all South Coast Air Quality Management District notice of violation penalties associated with historical permit exceedances and settled remaining violations for a de minimis amount, after obtaining and using public records to demonstrate that the agency inspector was misinterpreting the facility permit. • Succeeded in dozens of matters to obtain variances to temporarily suspend application of local air quality rules and permit conditions at administrative hearings before the South Coast Air Quality Management District hearing board for various oil company and industrial clients. • Succeeded in dozens of matters involving source and facility determinations under state and federal air quality laws that apply to complex operations located, or co -located, on various parcels of land. • Resolved enforcement matters for several manufacturing facilities involving allegations of hazardous waste mismanagement by the Department of Toxic Substances Control and local implementing agencies, avoiding significant penalties and fines. • Resolved litigation against a small metal finishing facility that had failed to properly characterize and disposed of metal -bearing dusts as hazardous waste. • Assisted in successful certification of environmental impact report (EIR) for expansion of a northern California refinery, including the development and implementation of mitigation measures for greenhouse gases. • Secured CEQA notice of exemption for a tank installation by a gasoline terminal facility operating on land owned by the California Public Utilities Commission (CPUC), satisfying both CPUC and CEQA requirements and avoiding exhaustive CPUC environmental review that otherwise would have been required. • Settled without penalties multiple days of violation for operating a portable CARB-certified engine without local permits and avoiding prolonged administrative hearings or a variance. • In matters involving operations near and at the ports of Los Angeles or Long Beach and at the Los Angeles airport, unraveled the interplay between federal preemption and the scope of permissible local air quality rules, leading to the development or implementation of local plans for the reduction of air pollution. • In matters involving operations in highly industrial areas, developed compliance strategies to address the interplay between Proposition 65 warning protocols related to beyond-the-fenceline emissions associated, thereby avoiding over -warning for client. • Utilized new regulatory scheme to challenge enforcement of clean-up and abatement order ("CAO"), securing favorable results in judicial review. • Defeated virtually all arguments in motions to dismiss a federal Comprehensive Environmental Recovery, Compensation, and Liability Act and Resource Conservation and Recovery Act matter involving multiple PRPs, thereby preserving and enhancing ability of cost recovery for clean-up costs incurred since 2014. Heger I Page 5 of 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 58 of 125 AMENDED Page 56 of 122 Schuyler H. Schwartz Associate 1999 Harrison Street, 9th Floor Oakland, CA 94612 T: 510.808.2000 F: 510.444.1108 sschwartz@meyersnave.com Practice Groups Municipal and Special District Law Bar Number 338058 Education University of California College of the Law, San Francisco, JD, 2020 Lewis & Clark College, BS, Environmental Studies and BA, French Studies, 2015 Practicing Since: 2021 Schuyler Schwartz is an Associate in the Municipal and Special District Law Practice Group which provides advice and counsel to cities, counties and special districts of all types throughout the state. Prior to joining Meyers Nave, Schuyler worked as an attorney for the California State Water Resources Control Board where she advised the Department of Financial Assistance on funding for drinking water and clean water projects. Her experience includes compliance documents, PRA requests, and CEQA/NEPA review. Additionally, she has drafted loan, grant, and Installment Sale Agreements with cities, counties, schools, special districts, and Native American tribes. Schuyler graduated from the University of California College of the Law, San Francisco (formerly UC Hastings College of the Law) in 2020. While in law school, Schuyler focused on Environmental Justice and Water Law through coursework and externships. For her undergraduate degree, she attended Lewis & Clark College and graduated in 2015 with a B.S. in Environmental Studies and a B.A. in French Studies. Schuyler's love of the wilderness inspires her work as an attorney. In her free time you will find her trail running, skiing, backpacking, rock climbing, cooking, or reading poetry. Professional Affiliations • Member, State Bar of California Schwartz I Page 1 of 1 June 19, 2023 Special Board Meeting Agenda Packet - Page 59 of 125 AMENDED Page 57 of 122 HANS ON B RIDGETT June 19, 2023 Special Board Meeting Agenda Packet - Page 60 of 125 AMENDED Page 58 of 122 Response to Request for Proposal to Provide Legal Services to Central Contra Costa Sanitary District (Central San) January 13, 2023 June 19, 2023 Special Board Meeting Agenda Packet - Page 61 of 125 AMENDED Page 59 of 122 Table of Contents Overview.....................................................................................................................................1 ProposalScope...........................................................................................................................2 Proposal Requirements.............................................................................................................10 CostProposal...........................................................................................................................16 Conclusion................................................................................................................................19 AppendixA...............................................................................................................................20 June 19, 2023 Special Board Meeting Agenda Packet - Page 62 of 125 AMENDED Page 60 of 122 Overview Hanson Bridgett has maintained a distinguished public sector practice advising California public agencies for more than 60 years. Through the understanding and knowledge that we have garnered in our representation of public agencies, we are uniquely qualified to assist Central San in almost any matter that presents itself. We have decades of experience providing the services outlined in the Request for Proposals (RFP) to organizations similar to Central San. Among our specialties are general counseling for local governments, public works/infrastructure procurement and litigation, finance/rate setting, real estate, litigation, complex procurements and contract negotiations and environmental law. Hanson Bridgett has unmatched experience with public agencies in the Bay Area, and strong qualifications to provide the work described in this RFP, such as advising on wastewater and water law, recycled water matters, water rights, land use and real estate law, contracts related to providing services, and labor law. A benefit of using Hanson Bridgett as general counsel is its deep bench of attorneys who have direct experience in the types of issues that Central San faces from general governance, transactional, and litigation perspectives. By having attorneys that have performed similar work for other agencies, Hanson Bridgett can provide economies of scale and lessons learned from other experiences, resulting in Central San receiving more efficient and economical legal services. Because Hanson Bridgett represents so many public agencies, including water and wastewater agencies, our Government practice remains constantly up-to-date on legal developments applicable to our clients. We monitor new cases and regulations, and provide regular updates and guidance to our clients to help them meet increasingly stringent regulatory requirements from regional, state, and federal authorities. Many of our attorneys also serve on key committees with prominent state and federal advocacy organizations, including the California Association of Sanitation Agencies (CASA) and Association of California Water Agencies (ACWA), and actively participate in providing input on proposed legislation and regulations on behalf of our clients. As a result of our more than 60 years of practice in this field, and working with some clients for multiple decades, we have significant experience navigating any transitions that Central San might encounter. This of course includes the transition from a long-time General Counsel, but also includes leadership changes, organizational transitions, and succession planning. Creating a diverse workforce by fostering an atmosphere of belonging and intentional support has been a priority at Hanson Bridgett since its founding in 1958. We are dedicated to establishing a workforce that reflects the needs and interests of our clients and a professional environment that provides opportunities for people with varied backgrounds, both for attorneys and administrative professionals. Our commitment begins with the law schools where we seek June 19, 2023 Special Board Meeting Agenda Packet - Page 63 of 125 AMENDED Page 61 of 122 to recruit diverse legal candidates and support the needs of minority students, and continues throughout all stages of attorney career development. We are also committed to the communities where our employees live and work, and consider it part of our professional obligation to serve justice by encouraging and supporting pro bono and social impact work. In 2022, Hanson Bridgett was ranked #7 on The National Law Journal's annual Women in Law Scoreboard, which ranks the largest U.S. law firms by representation of women attorneys. In addition, last year Hanson Bridgett was awarded #14 of Best Law Firms for Female Attorneys and #10 for Best Law Firms for Minority Attorneys by Law360, among firms with 150-299 attorneys. Hanson Bridgett also was recognized by Seramount (formerly Working Mother Media) as one of the Best Law Firms for Women: Hall of Fame List, reserved for those who have been ranked on the list for 10+ years. While we have received many awards for our efforts and initiatives in these areas, and are officially Mansfield 5.0 Plus Certified, we do not see such awards as the culmination of our work, but rather as a call to further action. Currently, our firm's attorneys consist of 47% women, 34% people of color, and 7% self - identified LGBTQ+ individuals. Our firm's administrative professionals consist of 75% women, 53% people of color, and 5% self -identified LGBTQ+ individuals. Proposal Scope Public Agency Law Our public agency attorneys are proficient in all aspects of public agency governance laws such as the Ralph M. Brown Act and the California Public Records Act. We understand the workings of governing boards and the necessity for appropriately agendized meetings, and the conduct of proceedings in an open and accessible manner, reserving for closed session those matters that are recognized under the law as exempt. As such, we regularly assist with the preparation of public meeting agendas, including closed session items, and guide the conduct of the meetings to assure that the subject matter is properly within the scope of the agenda. Notwithstanding the many technical and procedural requirements of the Brown Act, where mistakes can certainly occur, our clients have been most successful in avoiding delays to their decision-making process, legal challenges or litigation, because of Brown Act issues. We also regularly advise and assist with responses to requests under the California Public Records Act so that they are handled in a timely and appropriate manner. These are integral to the workings of local government, where missteps can result in costly delays, embarrassment, and a deterioration of trust between the agency and the community -at -large. Therefore, we evaluate each circumstance with care and work efficiently with staff to monitor compliance with legal requirements. We are mindful of the need to preserve confidentiality of sensitive matters 2 June 19, 2023 Special Board Meeting Agenda Packet - Page 64 of 125 AMENDED Page 62 of 122 that may, for example, have implications for public security, employee privacy, or pending litigation or negotiations. Thus it is with a balanced and broad perspective that we engage with agency management on these issues so that the agency adheres to the letter and spirit of these laws without compromising the agency's legitimate interests in confidentiality when appropriate. We are equally familiar with the broad range of other public sector laws and issues pertaining to public participation and accountability. The advent of the digital age has produced new challenges in interpreting records retention, public disclosure and privacy obligations. We regularly render advice concerning conflicts of interest and economic disclosure requirements (Political Reform Act and Government Code section 1090), records retention requirements, and California Tort Claims Act procedures. We regularly assist with the development of administrative codes and rules of procedure, drafting of ordinances and resolutions, and applications of election law procedures for transit -related ballot measures. We have specialized in the development and delivery of training programs and materials focused on best practices for public officials to safeguard public transparency and accountability in governmental decision making, and provide biennial AB 1234 trainings for local public officials. In rare cases, public officials are investigated by state agencies for violations of the Political Reform Act, Government Code section 1090, and other government ethics laws. In those cases, we can represent either individual officials or the public agency before the investigator. Representative Experience: We provide these services as General Counsel to many clients, including, but not limited to; • West County Wastewater District • Alameda County Water District • Bay Area Water Supply and Conservation Agency • Irvine Ranch Water District • Mid -Peninsula Water District • Trabuco Canyon Water District • Central Contra Costa Transit Authority • Golden Gate Bridge, Highway and Transportation District • San Joaquin Regional Transit District • San Mateo County Transit District • City of Millbrae Additionally, members of our Los Angeles office have decades of experience advising the Los Angeles County Sanitation Districts. We also serve in a special counsel role to numerous other public agencies. 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 65 of 125 AMENDED Page 63 of 122 Public Works Construction / Infrastructure Public works contracting is a cornerstone of Hanson Bridgett's public agency practice. We are well versed in all aspects of such projects and have considerable experience with each of the following topics: identifying appropriate project delivery methods; drafting or revising procurement documents; drafting contract documents (including design -build agreements); guidance during the proposal process and any protests; subcontractor substitution issues; prevailing wage and Labor Code compliance; stop payment notice issues; bonding issues; and project close-out issues. And, when things don't go as planned and change order issues become construction claims, Hanson Bridgett offers some of the most experienced and capable litigation attorneys to resolve any disputes that may arise. Public works capital projects are complex undertakings requiring a multitude of specialized interconnected skillsets. Hanson Bridgett's depth of knowledge in both public agency law and construction law, with emphasis on water/wastewater infrastructure and alternative project delivery methods, would allow us to draw from industry-leading expertise and recent experience on related projects to provide you with practical advice tailored to your specific needs. Our attorneys have demonstrated expertise advising California water and wastewater agencies on the delivery of infrastructure programs involving interconnected water treatment and conveyance projects. For example, we assisted Silicon Valley Clean Water in successfully procuring its Regional Environmental Sewer Conveyance Upgrade (RESCU) program, consisting of three interrelated progressive design -build projects totaling more than $400 million, including conveyance infrastructure, treatment facilities, and pump stations. We are also currently advising the Soquel Creek Water District on its Pure Water Soquel program, which will include procurement of two interrelated progressive design -build projects and a long-term operations and maintenance contract, as well as negotiation of a water supply agreement with the City of Santa Cruz. Preparation of Contract Documents and Bid Proposal Forms. Our attorneys have experience in developing the required bid documents for procurement of all necessary parties to the design and construction transaction. We are either the original authors of the contracts and other various bid documents, or we review and revise "form" documents furnished to us by our clients. We are sensitive to a public agency's specific contracting powers and restrictions, as well as the nuances of public bidding and procurement, including bid protests. Claims Avoidance Consulting. We have considerable experience assisting clients with risk management during the design and construction process to avoid claims by working with our clients throughout the project to find solutions or negotiate resolutions as issues arise. This approach, which is supported by risk management studies and our decades of experience, prevents smaller disputes from developing into larger disputes and helps the parties reach resolution while they have the incentive to cooperate. El June 19, 2023 Special Board Meeting Agenda Packet - Page 66 of 125 AMENDED Page 64 of 122 Representative Projects: • West County Wastewater District. We assisted with the direct negotiation of a lump sum design -build -maintain agreement for new biogas cogeneration project and related wastewater treatment upgrades. • Sacramento Regional County Sanitation District (Regional San). We are in the midst of assisting Regional San with the design and construction of a new biogas cogeneration facility which will allow Regional San to burn methane gas from wastewater digesters to create electricity. We developed the design -build agreement and have advised on all legal issues during that process. The project will be delivered on a traditional lump sum design - build basis. • Soquel Creek Water District. We worked on two projects for the District, both for the design and construction of new water recycling facilities. The Treatment Facilities Project is a progressive design -build (PDB) contract for the design and construction of two separate but related wastewater recycling facilities. The Conveyance Infrastructure Project is a PDB contract for all pipelines and pumps to convey treated wastewater from the tertiary treatment facilities to the advanced water purification facilities, and from the AWP facilities to the groundwater injection wells. Silicon Valley Clean Water. We worked on three separate PDB projects to replace an 18 - foot diameter water main with a tunnel boring machine and make related upgrades to the wastewater conveyance and treatment system. We developed the design -build agreement and have advised on all legal issues that have arisen during the course of the project. Clean Water Act and Related Regulatory Issues Hanson Bridgett provides unique, real-world experience to successfully handle a wide variety of Clean Water Act (CWA) issues. Our attorneys offer practical solutions to water discharge management issues from first-hand knowledge of working in the industry. This unique perspective has positioned us to successfully help clients resolve and avoid pollution discharge, stormwater discharge, solid and hazardous waste compliance and permitting issues under the CWA, the Porter -Cologne Act, Resource Conservation and Recovery Act (RCRA), Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), Hazardous Substance Account Act, Oil Pollution Act, and regulations of the California Department of Toxic Substances Control (DTSC), California Department of Fish & Wildlife, and California State Water Resources Control Board regulations. We provide full service to our clients including assistance in waste discharge characterization, pollutant and waste management and disposal, treatment, reduction, transportation, cleanup, closure of waste units, and emergency planning. We advise clients on best available technology and best control 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 67 of 125 AMENDED Page 65 of 122 technology practices, and on compliance with discharge permits for treated wastewater and stormwater. For proposed rural developments located within a 500 -year floodplain, we work with clients in modeling and establishing practicable alternatives with floodplain development in compliance with U.S. Department of Agriculture regulations. We assist clients with water pollution compliance and enforcement defense, handling cases involving CWA section 402 discharge permits (NPDES), Section 404 permits for dredging and filling in waters of the United States, Section 401 Water Quality Certifications, Streambed Alteration Agreements with the California Department of Fish & Wildlife, actions by the U.S. EPA and state agencies to enforce water pollution permits and regulations (NPDES, pretreatment and stormwater), and citizen suits alleging permit or statutory violations. We have strong relationships and open lines of communication with water enforcement agencies (federal, state and local) which allow us to resolve cases quickly and cost effectively. Representative Experience: • Millbrae Wastewater and Stormwater Collection System. Hanson Bridgett represents the City of Millbrae in the operation and maintenance of its wastewater and stormwater collection systems. We advise this city of 30,000 people on the necessary improvements to its system and worked closely with the city on the recent $17 million upgrade of its treatment plant. We also defended the city in a Clean Water Act citizens' suit, alleging violations based on sewer system overflows and bypasses. • Sewer Infrastructure. We similarly assist public agencies in upgrading sewer infrastructure to reduce SSOs and achieve compliance with NPDES and Waste Discharge Requirements. • Construction Stormwater Permit. We represent large construction companies that operate under California's general Construction Stormwater Permit. • Clean Water Act Compliance. We draft and revise regulations for pretreatment and discharge into publically owned treatment works (POTW) in compliance with the Clean Water Act and other laws and regulations. We also assist with enforcement of wastewater discharge permit conditions for industrial dischargers. • Recycled Water Projects. We develop contracts for recycled water and projects. Water Agency, Water Contracts and Groundwater Experience Hanson Bridgett has a long history of representing public water agencies. We are general and special counsel to county water districts, a regional water suppliers association, a large irrigation district, a reclamation district, a watermaster for an adjudicated stream system and a number of A June 19, 2023 Special Board Meeting Agenda Packet - Page 68 of 125 AMENDED Page 66 of 122 cities and other agencies that provide water supplies. As legal counsel, we assist in all matters regarding water supply, such as water supply assessments and verifications, subdivision agreements and water service extensions, and inter -agency arrangements and water transfers. We are lead author and manage implementation of the 25 -year Water Supply Agreement between San Francisco and its twenty-six wholesale customers in San Mateo, Santa Clara and Alameda counties. This Agreement, addressing more than $300 million in water rates annually, was originally negotiated in 1984 to settle protracted rate litigation between the parties. The Agreement manages water supply and cost allocation for the 1.8 million residents, 30,000 businesses and thousands of community organizations served by the wholesale customers. We have advised water agency clients through the development and implementation of the Sustainable Groundwater Management Act (SGMA). For example, we represent the Alameda County Water District (ACWD), which has existing statutory authority for groundwater management, well construction and groundwater replenishment and fee assessment. We have provided advice in contested proceedings related to a jurisdictional basin boundary modification, the formation of the GSA, and development of an alternative Groundwater Sustainability Plan (GSP). We also serve as special counsel to the Santa Clara Valley Water District providing water law and related permitting and natural resources advice. Real Property and Easements A key differentiator of Hanson Bridgett is that, in addition to our vast and distinguished public agency experience, we specialize in public agency real estate legal services, something the majority of our competitors do not. We have assisted water and sanitation agencies, cities, transit districts, joint powers authorities and other public agencies in virtually all aspects of real property acquisition, development, management and disposition. We provide day-to-day real estate counsel for these agencies, and negotiate options, purchase and sale contracts, easements, leases, licensing arrangements, joint use agreements, and joint development agreements on their behalf. We have provided counsel to clients with the acquisition of rights for the expansion and development of reservoirs and other water storage and treatment facilities and continue to provide counsel to these clients in the management of their unique assets. We also are experienced in handling projects with federal funding and the concomitant federal requirements. Property Acquisition and Disposition. On behalf of both public and private sector clients, we regularly negotiate and draft letters of intent and purchase and sale agreements, as well as negotiating debt issuances for public infrastructure. We assist with property inspections, title, surveys, and other due diligence, as well as compliance with the Surplus Lands Act and restrictions on the disposal of property acquired with state and/or local funds (where relevant), 7 June 19, 2023 Special Board Meeting Agenda Packet - Page 69 of 125 AMENDED Page 67 of 122 while our tax expertise includes handling possessory interest taxes and traditional property -tax related issues. Encroachments. We have represented government agencies in various boundary and encroachment matters, including boundary/property line disputes and encroachments over subsurface pipeline easements, boundary walls, and structures. We also have significant experience advising clients on issues related to street vacations, prescriptive rights, and other public property rights matters. Environmental Due Diligence. We have advised clients on all matters of environmental due diligence, including coordinating environmental consultants to conduct Phase I and Phase II reports, remediation estimates, insurance and indemnity matters, and all other diligence items involved in the purchase or sale of environmentally -sensitive property. Leasing and Property Management. We handle all aspects of leasing, from negotiation through drafting, and related due diligence. Our public clients routinely lease public property for agricultural and commercial purposes. In addition to standard commercial leasing, we have negotiated cell tower license/lease agreements and concessionaire agreements. We have assisted with the leasing and management of large parcels of industrial and commercial property on behalf of the Los Angeles County Sanitation Districts and Irvine Ranch Water District, among many others. Eminent Domain. Hanson Bridgett's eminent domain practice group has served public agencies for decades. We have deep agency -side expertise in all aspects of condemnation matters from the earliest stages of developing the offer of compensation through each step of litigation, including alternative dispute resolution, trial and appeal. While we always strive to acquire property through negotiated sales, we are skilled at setting the groundwork for an expedient resolution through eminent domain should negotiations fail. We have served as eminent domain counsel to many public agencies, including our city, public transportation, and water district clients. We also have represented property owners defending eminent domain actions. Most notably, our group offers a unique and long history of direct involvement with many significant public works projects in this region. Representative Projects: • Annexation Project. Assisted West County Wastewater District with annexation applications and Sphere of Influence amendments with Contra Costa LAFCO. • Consolidation Project. Assisted East Contra Costa Fire Protection District with successful consolidation with Contra Costa Fire Protection District under the jurisdiction of Contra Costa LAFCO. 0 June 19, 2023 Special Board Meeting Agenda Packet - Page 70 of 125 AMENDED Page 68 of 122 • Los Angeles County Sanitation Districts, Clearwater Tunnel Project. On behalf of the Los Angeles County Sanitation Districts, our attorneys successfully negotiated the acquisition of permanent easements and temporary construction easements from numerous corporate, governmental, and private parties for the construction of a 7 -mile subsurface ocean outfall tunnel project. The tunnel crossed under a state highway, required a Joint Use Agreement with Caltrans, involved the negotiations with Los Angeles Unified School District, Los Angeles Department of Parks and Recreation, and the California Coastal Commission, among others. Project Budget: $800 million Size of Project: 7 miles of subsurface tunnel Los Angeles County Sanitation Districts, Waste by Rail Project. On behalf of the Los Angeles County Sanitation Districts, our attorneys acquired local and remote property rights necessary to establish a series of transfer stations and intermodal rail yards in Los Angeles County and Imperial County for the purpose of transporting refuse to remote disposal sites. The project required collaboration with freight rail, public utility, and private property owners to establish the rail corridor infrastructure, as well as development agreements with the County of Imperial, and short and long term leasing for the facilities prior to full operation. Project Budget: $500 million Size of Project: Acquired remote landfill site of 4,250 acres permitted for 20,000 tons of refuse per day Rates, Fees, and Charges Our ongoing representation of waste water and water agencies has familiarized us with water rights, water transfers and banking arrangements and water pricing policies. Hanson Bridgett has extensive experience in rate setting, Proposition 218 analysis and compliance, and has a deep bench of litigators who routinely successfully defend challenges to Proposition 218 rate structures and rate studies. Representative Experience: • Great Oaks Water Co. v. Santa Clara Valley Water Dist. Defended Valley Water against claim that its groundwater charges violate various state laws, resulting in unpublished appellate decision validating Valley Water's rate -setting policies. • Kessner v. City of Santa Clara. Defended multiple water districts against Proposition 218 claim that charges relating to fire hydrants, fire flows, and related infrastructure were unconstitutional. Hanson Bridgett led statewide group of attorneys in coordinating defense of more than 80 water providers. The case was dismissed by plaintiffs after two years of pleading challenges. 0 June 19, 2023 Special Board Meeting Agenda Packet - Page 71 of 125 AMENDED Page 69 of 122 Supervision of Litigation and Risk Management As with our other areas of expertise, Central San will benefit from litigators who not only have significant litigation experience generally, but who have sophisticated and specialized public agency expertise. Our public agency litigators are at their best when faced with the most challenging legal issues, facts and litigants. We have handled all aspects of dispute resolution, from early, informal intervention to complex trials, class actions and alternative dispute resolution. As an integral part of our public agency practice, our attorneys litigate cases covering the full array of disputes confronting public agencies. We bring a wealth of substantive, subject -area expertise, not only for those areas discussed in this response, but also from the firm's broader practice areas. When disputes arise, we have a proven track record of vindicating our public clients in writs and appeals, mandate proceedings, and traditional litigation, handling a variety of high-stakes civil rights claims, constitutional finance and revenue challenges, eminent domain and inverse condemnation actions, environmental claims, and employment disputes. We are well -versed in electronic discovery and record retention issues, particularly as they relate to our public agency clients. Our proactive approach allows clients to evaluate and manage risk. This is done with project management strategies, advanced technology, and experience from both the public and private sectors. Proposal Requirements When we approach a new project and a new project team, we start by listening to our clients and investing in building relationships with the clients and their outside service providers (at our own expense). We strive to understand each client's values, expectations, preferences, business goals, risk tolerances, and culture. We then train our team to carry out these goals and work within the client's preferred structure and processes. Legal Team Structure For the subject Proposal Scope, we propose that legal work would flow — at least initially — through Nicole Witt as General Counsel. She would either handle matters personally or assign them to members of our proposed team who have handled similar issues for our other public agency clients, most likely with extensive experience in the water industry. We anticipate that staff may develop sufficient comfort with other legal team members over time, and may be authorized by Central San leadership to connect with a range of attorneys directly, though Nicole would regularly be updated through open communication with the legal team and staff to ensure we actively manage the overall engagement. Nicole and team would seek direction and then follow your lead in terms of regular reporting/communication flow, as well as Central San's 10 June 19, 2023 Special Board Meeting Agenda Packet - Page 72 of 125 AMENDED Page 70 of 122 standards for direct engagement between outside counsel and staff; and between outside counsel and other resources contracted with Central San. We are proactive in ensuring we receive this guidance as we recognize the importance of avoiding misunderstandings or incorrect assumptions relative to these protocols, which can vary greatly from client to client — or even project to project. Hybrid Legal Fee Model We understand that Central San currently and historically has utilized a retainer model for its General Counsel legal services. Our proposal contains a hybrid model of a fixed -fee monthly retainer and specific legal tasks that will be charged at agreed -to hourly rates. This proposed fee structure is based on our preliminary assessment of Central San's General Counsel legal service needs, developed by analyzing Central San's proposed capital improvement projects, adopted policies, 2022-24 Strategic Plan, Optimizations Program Annual Reports, Comprehensive Wastewater Master Plan and issues that are routinely presented to the Board, coupled with our extensive experiences in representing public agency clients. Through our assessment and analysis, we have thoughtfully identified specific legal tasks to be included in the proposed retainer. For more complex legal tasks and issues, where hours estimates are difficult to determine in the abstract, we believe it is beneficial to keep those tasks outside of the retainer to ensure that Central San is receiving the full value of the retainer's legal services. Regardless of whether specific tasks are included inside or outside of the retainer, we believe that with our expertise and exceptional project management capabilities we can efficiently deliver the highest level of legal services to Central San within budget. Should we be selected as General Counsel, we would be open to revisiting the retainer tasks at pre-set intervals (6 months and/or annually) to ensure that the retainer is providing the best value to Central San and supports a long-term relationship between Hanson Bridgett and Central San. We also understand the General Counsel currently provides two half-day "office hours," where the General Counsel is physically present at Central San. We would like the opportunity to discuss what service would best suit the needs of Central San. With our robust cross-section of public entity clients, we have implemented a variety of different on -demand legal services methods (e.g. "virtual" office hours, dedicated phone hours) that are specifically tailored to the particularized needs of Central San. Legal Workflow Processes On all matters, we seek to engage at the earliest appropriate time to help staff, the Executive Team and the Board accomplish their goals. We aim to provide all documents and/or other deliverables within the timelines requested and to promptly respond to telephone and email contacts. We are eager to work with staff to use context -appropriate workflow management tools for maximum transparency, efficiency and coordination. 11 June 19, 2023 Special Board Meeting Agenda Packet - Page 73 of 125 AMENDED Page 71 of 122 For example, Hanson Bridgett's long-term and deep experience with managing large teams has led it to develop proprietary client workload management approaches. When used by every member of the client's legal team, project management plans capture all projects, tasks, deadlines, and responsible attorneys or staff members' roles, and links each task to related documents in our document management system. We update these plans regularly, and in some cases, the team meets and reviews the plans internally on a pre-set schedule (e.g., weekly). Where desired, clients receive regular reports and are encouraged to provide feedback and comment on prioritization. In other cases, we use systems developed for, by or with specific clients to find the most efficient ways to coordinate across project management/tracking and document control systems. Regardless of the systems used, we develop protocols for keeping clients informed of developments. We also are facile at working with clients and their other outside professional supports to accommodate a variety of different preferences related to decision-making. We understand that the General Counsel must know Central San's business. Central San's General Counsel must not only manage Central San's legal affairs, but must also anticipate potential legal and regulatory issues rather than just react to problems or disputes as they arise. The General Counsel establishes and implements the legal framework to carry out Central San's goals and policy objectives and is responsible for the careful deployment and monitoring of attorneys to maximize efficiency and avoid duplication of effort. We have the skill, experience and judgment for all of these duties. We also possess historical knowledge of Central San, with current Hanson Bridgett attorneys Gilbert Tsai and Molly Kaban, and previously Dan Clinton, who have diligently represented Central San in labor and employment matters for many years. Proposed General Counsel: Nicole Will, a Senior Counsel at Hanson Bridgett, will be the principal attorney 10 who will serve as General Counsel. Nicole focuses her practice on government and public agency law. She serves as General Counsel to West County Wastewater and Deputy General Counsel to Santa Cruz Metro, San Joaquin Regional Transit District and Menlo Park Fire Protection District. As General Counsel for West County Wastewater (WCW), Nicole manages a team of attorneys providing legal support for all aspects of WCW's operations including contract and procurement assistance (from standard procurements to design -build), regulatory support, facilitating real property acquisitions, and labor and employment assistance. Nicole also provides legal advice to the Board and General Manager. Nicole assists the firm's public agency clients with various legal issues such as public contracts and procurements, governance laws and ethics, including conflict of interest analyses, legislation, and revenue measures. She regularly attends client Board meetings and advises on 12 June 19, 2023 Special Board Meeting Agenda Packet - Page 74 of 125 AMENDED Page 72 of 122 the preparation of Board agendas, staff reports, resolutions, ordinances, and meeting minutes. Nicole provides client training on government ethics laws, Brown Act, and Public Records Act compliance. Nicole assists clients in complex procurements and infrastructure projects, including complex design-build/operate agreements. She helps clients, both public and private, navigate unique project delivery challenges in the public contracting arena. She drafts and advises clients on contract in areas including public works, the purchase of goods and services, funding agreements, and real property. Nicole resides in Oakland and is affiliated with Hanson Bridgett's Walnut Creek office. Brief biographies for the team have been provided below, with full resumes for each attorney behind Appendix A. Proposed Legal Team: Trevor Taniguchi, an Associate at Hanson Bridgett, will serve as the Deputy _ General Counsel, who will serve as Nicole's designated representative in providing additional legal support to Central San. He specializes in public agency law, and provides general and special legal counsel to public works 10 �, b departments, cities, and special districts. Trevor brings a breadth of experience from both the state and local levels, having previously served as a City Attorney, General Counsel for a Community Services District and Resource Manager for Caltrans Divisions of Project Delivery and Project Management. Trevor has specific experience in working on complex infrastructure projects involving diverse groups of parties including private developers, telecommunication companies, and public entities at local, state and federal levels. Additionally, Trevor has expertise in representing public agency clients in negotiating multifaceted agreements for large scale projects including a publicly owned solid waste, recycling, and organics processing facility, state highway expansion, and city-wide fiber optics installation. Laura Ratcliffe, a Senior Counsel, specializes in real property matters, including purchase and sale agreements, easement drafting and negotiation, construction, financing, and license agreements. She also handles commercial and industrial leasing transactions, asset purchase agreements, and other corporate transactions. Laura has extensive experience in public agency and municipal matters. For public agency clients, she handles issues relating to federal and state regulation of water and 13 June 19, 2023 Special Board Meeting Agenda Packet - Page 75 of 125 AMENDED Page 73 of 122 wastewater, public finance (including Proposition 218 and 26 matters), ordinance drafting and enforcement, open meeting and open records laws, the Surplus Land Act, state and federal Relocation Assistance acts, the California Government Claims Act, Fair Political Practices Commission (FPPC) matters, and administrative hearing and enforcement processes. She assists with the formation, management, and dissolution of Joint Powers Act (JPA) entities and agreements. She has assisted special districts with various governance matters as well as jurisdictional and boundary amendments through the state Local Area Formation Commissions (LAFCO). Allison Schutte is a Partner at Hanson Bridgett and serves as the leader for the firm' Government Section. Her expertise includes public water supply, complex, long term rate and revenue sharing agreements, and public contracting. Allison serves as general counsel to the Bay Area Water Supply and Conservation Agency (BAWSCA), a special district formed by special legislation drafted by Hanson Bridgett attorneys, which represents the interests of 24 cities and water districts, and two private utilities, that purchase water wholesale from the San Francisco regional water system. Allison is lead author and manages implementation of the 25 -year Water Supply Agreement between San Francisco and its twenty six Wholesale Customers in San Mateo, Santa Clara and Alameda Counties. Allison also has special expertise in representing water districts, cities and water users in implementing multi-party recycled water projects. These engagements include negotiating the effluent delivery, customer agreements, financing, design, construction and operation of the projects. She has developed special expertise in implementing a variety of infrastructure projects with public owners and long-term private operators. Allison also continues to serve as special counsel to cities, special districts and private entities for all matters related to public water systems. Allison also has significant experience with resource recovery and waste reduction projects and solid waste franchise agreements. She serves as special counsel to cities that own their own materials recovery and compositing facilities and special districts and cities that contract out for collection, composting and disposal services. References Cheryl Sudduth Board President, West County Wastewater District (510) 222-6700 csudduth@wcwd.org 2910 Hilltop Drive Richmond, CA 94806 14 June 19, 2023 Special Board Meeting Agenda Packet - Page 76 of 125 AMENDED Page 74 of 122 Nicole Sandkulla CEO & General Manager, Bay Area Water Supply Conservation Agency (BAWSCA) (650) 743-6688 nsandkulla@bawsca.org 155 Bovet Road, Suite 650 San Mateo, CA 944002 Joe Wire Chief Financial Officer, Golden Gate Bridge, Highway and Transportation District (415) 923-2289 jwire@goldengate.org PO Box 29000 Presidio Station San Francisco, CA 94129 Jacqueline Zipkin General Manager, East Bay Dischargers Authority (510) 278-5910 jzipkin@ebda.org 2651 Grant Ave. San Lorenzo, CA 94580-1841 Representative Public Agency Clients — Special & General Counsel Our firm currently represents a long list of clients. Some of our public agency clients include: West County Wastewater District Bay Area Water Supply and Conservation Agency Mid -Peninsula Water District Purissima Hills Water District Westborough Water District Coastside County Water District Sacramento County Water Agency Santa Clara Valley Water District Alameda County Water District San Diego County Water Authority Central Contra Costa Transit Authority (County Connection) Golden Gate Bridge, Highway & Transportation District Livermore Amador Valley Transit Authority (Wheels) Peninsula Corridor Joint Powers Board (Caltrain) Peninsula Traffic Congestion Relief North Coast County Water District Alliance (Commute.org) East Bay Municipal Utility District San Mateo County Transportation Irvine Ranch Water District Authority Ventura County Waterworks San Mateo County Transit District Ventura County Watershed Protection (SamTrans) District Santa Cruz Metro Transit District County of San Diego (METRO) 15 June 19, 2023 Special Board Meeting Agenda Packet - Page 77 of 125 AMENDED Page 75 of 122 • The Sacramento Regional Transit • City of Millbrae District's five Retirement Boards • City of Napa Cost Proposal We focus on providing the most efficient legal representation possible by staffing matters appropriately to maximize the value of each team member's expertise and time and by consulting with our clients to ensure that we do only what is needed. We work hard to ensure predictability in our billing, providing detailed and accurate budgeting at the outset of new assignments, and offer regular updates if and when the scope or nature of an assignment changes. We take seriously the importance of keeping within approved legal budgets, and advising the agency promptly when circumstances may warrant a revision. Our proposal is a hybrid model of a fixed -fee monthly limited retainer and specific non -retainer legal tasks that will be charged at agreed -to hourly rates. In addition to the limited retainer described below, we are proposing to offer Central San the following hourly rates, which are significantly discounted from our standard hourly rates. Litigation Support For all litigation matters, support and tasks outside the scope of work contemplated by the RFP will be negotiated with Central San. Our practice is to develop individualized budgets and scopes of work for each litigation matter to maximize budget predictability. Should litigation require e -discovery and/or case assistant(s), we propose the following rates for 2023: 16 June 19, 2023 Special Board Meeting Agenda Packet - Page 78 of 125 AMENDED U ..."n I Nicole Witt General Counsel $410 Trevor Taniguchi Associate/Deputy General Counsel $390 Laura Ratcliffe Senior Counsel $410 Allison Schutte Partner $450 Paralegal $275 Litigation Support For all litigation matters, support and tasks outside the scope of work contemplated by the RFP will be negotiated with Central San. Our practice is to develop individualized budgets and scopes of work for each litigation matter to maximize budget predictability. Should litigation require e -discovery and/or case assistant(s), we propose the following rates for 2023: 16 June 19, 2023 Special Board Meeting Agenda Packet - Page 78 of 125 AMENDED Page 76 of 122 Hybrid Fee Proposal The limited retainer provides financial predictability for Central San and is focused on providing the core advisory tasks we have come to understand are routine and regularly reoccurring in nature for the General Counsel. This is our initial proposal and welcome the opportunity to further discuss refining and revising to best meet the needs of Central San. Limited Retainer: $32,000 per month We propose a limited monthly retainer of $32,000 per month. This preliminary proposal was thoughtfully developed based our analysis of Central San's proposed capital improvement projects, adopted policies, 2022-24 Strategic Plan, Optimizations Program Annual Reports, Comprehensive Wastewater Master Plan and issues that are routinely presented to the Board, coupled with our extensive experiences in representing public agency clients. The proposed legal services provided under the retainer are the following: 1. Serving as General Counsel at all Board Meetings, Special Meetings, and Board Workshops as requested by the Board or General Manager. This includes legal analysis of all Agenda materials presented to the Board for consideration. 2. Providing legal counsel, advice, direction, and opinions to the Board as a whole and to individual Board Members. 3. Providing legal counsel, advice, direction, and opinions to the General Manager, executive staff, and staff as requested. 4. Assessing and providing legal advice on claims brought against Central San. 5. Management of outside legal counsel retained to represent Central San. Non -Retainer Legal Services: Hourly Rates 17 June 19, 2023 Special Board Meeting Agenda Packet - Page 79 of 125 AMENDED Page 77 of 122 The following non -retainer legal services will be billed at the hourly rates set forth in Cost Proposal #1 above. We believe that with our expertise and innovative project management capabilities, these tasks can be provided with maximum efficiency. We focus on providing the most efficient legal representation possible by staffing matters appropriately to maximize the value of each of our team member's expertise and time by consulting with Central San on each matter to ensure that we do only what is needed within budget. 1. Providing legal counsel, advice, direction and opinions on Capital Projects or projects using alternative delivery methods. 2. Legal assistance with creating or updating Board Policies. We understand that many of these policies we updated in 2022. 3. Contracts.* 4. Legal counsel, advice, direction and opinions on DFEH/EECO and CalOSHA matters. 5. Legal assistance with creating or revising the Central San District Code. 6. Legal assistance with creating or revising Ordinances. 7. Legal services pertaining to fees, assessments, and other rate setting issues. 8. Providing legislative analysis. 9. Legal assistance for major revisions to Central San's policies and procedures (EEO; ADA; Ttle VI: DBE; etc.) 10. Mediations, arbitrations, litigation. 11. Legal assistance with real property matters (easements, real property agreements, map dedications).* 12. Special projects as requested by the Board, the General Manager 13. Trainings *For contracts and real property matters, as we become familiarized with Central San's processes and standardized documents, certain types of contracts and real property matters could be added to a revised limited retainer, however that would be based on a future discussion and determination between Central San and Hanson Bridgett. Periodic Evaluation of Limited Retainer and Non -Retainer Legal Services M June 19, 2023 Special Board Meeting Agenda Packet - Page 80 of 125 AMENDED Page 78 of 122 As a component of this hybrid fee model, we propose establishing periodic evaluations of the limited retainer including an evaluation of the covered legal tasks and to make refinements that benefit Central San and fit with the economic model we have created for this RFP. As noted previously, we would greatly appreciate the opportunity to discuss and further refine this hybrid fee model with Central San. Alternate Fee Arrangements We are more than happy to also discuss with Central San alternative fee arrangements and budgets. For many of our long-standing public agency clients, we have found success in managing expenses by dividing up scopes of work and negotiating not to exceed budgets on a case by case basis, with agreed to hourly rates. Conclusion We truly appreciate Central San's consideration of our proposal. We know there are many other firms that serve public entity clients at lower hourly rates. What separates us from our competitors is that our attorneys are continually at the forefront, working on innovative and sustainable projects and all have a deep commitment to the clients we serve, which is evidenced by the number of long standing clients that we serve as General Counsel and returning clients that engage us to work on ground breaking projects. We also provide an unparalleled level of client service and responsiveness that we believe is the gold standard in our industry. There is no doubt we can bring the same value to Central San by serving as your General Counsel to build upon the high quality legal services currently provided. 19 June 19, 2023 Special Board Meeting Agenda Packet - Page 81 of 125 AMENDED Page 79 of 122 Appendix A 20 June 19, 2023 Special Board Meeting Agenda Packet - Page 82 of 125 AMENDED Page 80 of 122 Nicole's practice focuses on government and public agency law. Nicole serves as General Counsel to West County Wastewater District and as Deputy General Counsel to Santa Cruz Metropolitan Transit District, Menlo Park Fire Protection District, and San Joaquin Regional Transit District. She assists the firm's public agency clients with various legal issues such as public contracts and procurements, drafting legislation, establishing fees, adopting taxes, governance laws, and ethics issues, including conflict of interest analyses. Nicole regularly advises boards and executive leadership teams, attends client Board meetings, and assists with the preparation of Board agendas, staff reports, resolutions, ordinances, and meeting minutes. Nicole has particular expertise in public contracting. Nicole assists clients in implementing recycled water and resource recovery and waste reductions projects, including complex design -build/ operate agreements. Nicole helps clients, both public and private, navigate unique project delivery challenges in the public contracting arena. She drafts and advises clients on contracts in areas including public works, the purchase of goods and services, funding agreements, and real property. Nicole also provides client trainings on government ethics laws, Brown Act, and Public Records Act compliance. Publications "Chapter 7: Public Contracting," reviewer, Municipal Law Handbook (2016) "California Legislature Sends Six Drone Bills to the Governor's Desk," co- author, HB Drone Law Blog (September 2016) "The Wild West of Commercial Drones—Why 2015 Could Be a Pivotal Year in California," co-author, Public Law Journal (May 2015) Blog Posts "Privacy Rights And Public Perception — What Didn't Change In COVID," Drone Law (March 2021) "Remote Identification: The FAA Proposed Rule and Privacy," Drone Law (February 2020) Walnut Creek Hanson Bridgett LLP 1676 No. California Blvd., Suite 620 Walnut Creek, CA 94596 415-995-6454 Direct Phone 925-746-8490 Fax nwitt@hansonbridgett.com Firm Leadership Pro Bono Committee, Member Practices/Industries Government Public Transit & Transportation Government Ethics Infrastructure Water Law ® HansonBridgett June 19, 2023 Special Board Meeting Agenda Packet - Page 83 of 125 AMENDED Nicole S. Witt Senior Counsel Page 81 of 122 Q) HansonBridgett "Remote Identification: First Step in Expanded Drone Operations?," Drone Law (February 2020) "Remote Identification: What's Next for Local Government Owners/Operators of Critical Infrastructure?," Drone Law (February 2020) "Remote Identification: Why is the FAA's Rulemaking a Potential Game Changer?," Drone Law (February 2020) "Mysterious Droves of Drones" Drone Law (January 2020) "New Year: New Rulemaking" Drone Law (January 2020) Presentations "Special Districts and Drones: What Public Officials Need to Know About Unmanned Aerial Vehicles." California Special Districts Association (September 2019) "Organizational Conflicts of Interest: Avoiding Legal Pitfalls in Contracting with Consultants," Municipal Management Association of Northern California (October 2018) "Welcome to the Fishbowl: Government Ethics Overview" California Special Districts Association (September 2018) "Federal and State Law: Use and Regulation of Drones by Counties," Rural Counties Representatives of California Annual Meeting (September 2016) Professional Affiliations MMANC Women's Leadership Summit, 2016 & 2017 Planning Committee Member Academic Distinctions CALI Award, Legal Writing and Research, Constitutional Law II Witkin Award, Constitutional Law II Moot Court Class, Best Oral Advocate Tony Patino Fellow Education J.D., cum laude, University of California, Hastings College of the Law (2015) B.A., magna cum laude, Loyola University Chicago (2007) Admissions and Courts California Languages Spanish June 19, 2023 Special Board Meeting Agenda Packet - Page 84 of 125 AMENDED Page 82 of 122 Trevor Taniguchi is an accomplished attorney specializing in Sacramento transportation and public agency law. He provides general and special legal counsel to cities and special districts, public works departments and Hanson LLP regularly analyzes and negotiates agreements, including construction, Capitol Mail, Capitol Mall, Suite 1500 professional services, information technology infrastructure, state Sacramento, Sacramento, CA 95814 transportation funding, and federal aviation. Trevor represents clients in a 916-551-2817 Direct Phone wide array of matters impacting public entities. 916-491-3071 Fax Trevor is adept at drafting development agreements, credit agreements, TTaniguchi@hansonbridgett.com operating and exclusive negotiating agreements for large-scale residential and commercial projects. He also has experience overseeing regulatory and tax programs for public agency clients. Practices/Industries Government With a background as a former resource manager and certification analyst for the California Department of Transportation, Trevor is well - versed in navigating the industry's complexities and nuances. In addition, he has experience as a former consultant for several public agencies, including the City of Calexico & Colorado River Basin Regional Water Quality Control Board. Outside of his law practice, Trevor serves as a Board Member for the Sacramento Asian Sports Foundation. Presentations "Homeless Encampments and the Law," Bay Area Council (May 2022) Honors & Awards Northern California Rising Star, SuperLawyers (2020-2022) Community Involvement Sacramento Asian Sports Foundation, Board Member (2019 — 2021) Academic Distinctions Witkin Award, Election Law ® HansonBridgett June 19, 2023 Special Board Meeting Agenda Packet - Page 85 of 125 AMENDED Page 83 of 122 Trevor T. Taniguchi Hanson Bridgett Associate y Education J.D., University of the Pacific, McGeorge School of Law (2016) B.A., University of California, Santa Barbara (2008) Admissions and Courts California June 19, 2023 Special Board Meeting Agenda Packet - Page 86 of 125 AMENDED Page 84 of 122 Laura is a senior counsel in Hanson Bridgett's Government Section. She represents a variety of public and private entities in real estate, environmental, water, and municipal law matters. She specializes in real property matters, including purchase and sale agreements, easement drafting and negotiation, construction, financing, and license agreements. She also handles commercial and industrial leasing transactions, asset purchase agreements, and other corporate transactions. Laura has extensive experience in public agency and municipal matters. For public agency clients, she handles issues relating to federal and state regulation of water and wastewater, public finance (including Proposition 218 and 26 matters), ordinance drafting and enforcement, open meeting and open records laws, the Surplus Land Act, state and federal Relocation Assistance acts, the California Government Claims Act, Fair Political Practices Commission (FPPC) matters, and administrative hearing and enforcement processes. She assists with the formation, management, and dissolution of Joint Powers Act (JPA) entities and agreements. She has assisted special districts with various governance matters as well as jurisdictional and boundary amendments through the state Local Area Formation Commissions (LAFCO). Publications "Supreme Court Rules Referendum Process Cannot Be Used to Challenge Water Rates," co-author, Water Law Alert (August 2020) Press "Hanson Bridgett Adds Attorneys," Los Angeles Business Journal (February 2020) "Claire Collins Leads Five -Attorney Team from Lewis Brisbois to Hanson Bridgett," Daily Journal (February 2020) "On the Move: Tracking the Ins and Outs of California Lawyers," The Recorder (January 2020) Honors & Awards The Best Lawyers in America©, Ones to Watch, Real Estate Law (2023) California Lawyers Association, Wiley W. Manuel Pro Bono Legal Services Award (2021) Los Angeles Hanson Bridgett LLP 777 S. Figueroa Street, Suite 4200 Los Angeles, CA 90017 (213) 395-7647 Direct Phone (213) 395-7664 Fax LRatcliffe@hansonbridgett.com Practices/Industries Government Water Infrastructure June 19, 2023 Special Board Meeting Agenda Packet - Page 87 of 125 AMENDED Laura E. Ratcliffe Senior Counsel Professional Affiliations Colorado Special District Association Leadership Academy, Fellow Los Angeles County Bar Association, Real Property Section Colorado Women's Bar Association, Board Member Denver Bar Association, Real Property Section Education J.D., University of Southern California Gould School of Law (2011) B.A., Haverford College (2006) Admissions and Courts California Colorado Page 85 of 122 ® HansonBridgett June 19, 2023 Special Board Meeting Agenda Packet - Page 88 of 125 AMENDED Page 86 of 122 Allison serves as leader of the Firm's Government Section. Her expertise includes public water supply, complex long-term rate and revenue sharing agreements, Joint Power Agreements, infrastructure and project delivery analysis, public contracting, solid waste management, rate structure, Proposition 218 compliance, issuer's counsel, disclosure matters, legislative drafting and open government and ethics. Allison serves as general counsel to the Bay Area Water Supply and Conservation Agency (BAWSCA), a special district formed by special legislation drafted by Hanson Bridgett attorneys, which represents the interests of 24 cities and water districts, and two private utilities, that purchase water wholesale from the San Francisco regional water system. Allison served as Issuer's Counsel to BAWSCA's inaugural issuance of $336 million in both taxable and tax-exempt bonds, and subsequent 2023 refunding bonds, to finance the prepayment of capital debt owed to the City and County of San Francisco. Allison has special expertise in representing water districts, cities and private water users in implementing multi-party recycled water projects. These engagements include negotiating the effluent delivery, customer agreements, financing, design, construction and operation of the projects. She has developed special expertise in implementing a variety of infrastructure projects with public owners and long-term private operators. Allison also continues to serve as special counsel to cities, special districts and private entities for all matters related to public water systems. Allison also has significant experience with resource recovery and waste reduction projects and solid waste franchise agreements. She serves as special counsel to cities that own their own materials recovery and compositing facilities and special districts and cities that contract out for collection, composting and disposal services. She has expertise in advising on compliance with California's new organics recycling and food recovery law and development of related processing infrastructure. Allison is past chair of the firm's pro bono committee and is a member of the Lawyers' Committee for Civil Rights of the San Francisco Bay Area. Publications "Governor Signs AB 2449: The Latest Development to the Brown Act in a Post -Pandemic World," co-author, Government Law Alert (September 2022) San Rafael Hanson Bridgett LLP 1000 Fourth Street, Suite 700 San Rafael, CA 94901 415-995-5823 Direct Phone 415-995-3490 Fax aschutte@hansonbridgett.com Firm Leadership Government Section Leader Practices/Industries Government Infrastructure Water Law Environmental Law ® HansonBridgett June 19, 2023 Special Board Meeting Agenda Packet - Page 89 of 125 AMENDED Allison C. Schutte Partner Page 87 of 122 ® HansonBridgett "California's Variable Water Supply Needs More Than Rainfall," co-author, Bloomberg Law (February 2022) "Top Ten Recommendations for Virtual Brown Act Meetings," co-author, Government Law Alert (July 2020) "California Water Action Plan Finalized Amidst Historic Drought Conditions," co-author, Water Law Alert (February 2014) Presentations "Top Ten Recommendations for Virtual Brown Act Meetings," co -presenter, In the Loop: With the Hanson Bridgett Government Group (July 2020) "Virtual Meetings and Communications," co -speaker, The Urban Water Institute Webinar (June 2020) "Virtual Brown Act Meetings During COVID-19," co -speaker, California Association of Sanitation Agencies Webinar (May 2020) "Virtual Water Agency Board Meetings During COVID-19," co -presenter, Association of California Water Agencies Webinar (April 2020) "And Not a Drop to Drink: Public Agency Options for Responding to Drought," co -speaker, Municipal Management Association of Northern California Annual Conference (October 2015) "Protecting, Preserving and Utilizing Your Water Rights During a Water Shortage," moderator, Water Shortage Seminar (April 2014) "Analysis of the San Francisco Ballot Measure to Drain Hetch Hetchy Reservoir," Association of California Water Agencies, Region 5 (June 2012) "Water Rate Flexibility Options under Proposition 218," Bay Area Water Supply Management Representatives (October 2011) Government Ethics: AB 1234 Compliance Training (2006 - Present) "Recent Developments in Solid Waste Law," County Council Hazardous Materials and Solid Waste Fall Study Section Conference (October 2009) "Using Policy to Set Community Goals: Sustainability Achievements," California Resource Recovery Association (August 2008) "Customer Agreements: Retrofit Agreements and Public Works Requirements," Alternative Water Sources for California Conference, The Seminar Group (March 2008) "Keeping it Legal: The What's, Why's and How's of a Utility Rate and Connection Fee Ordinance," WateReuse Association Northern California Chapter (December 2007) "Making Recycled Water Happen: Your Legal Toolbox," California Section WateReuse Conference (March 2007) "Water Recycling Law: Customer Agreements," The Seminar Group (February 2007) June 19, 2023 Special Board Meeting Agenda Packet - Page 90 of 125 AMENDED Allison C. Schutte Partner Page 88 of 122 ® HansonBridgett "Legal Challenges and Alternative Approaches for Potential Recycled Water," WateReuse Association Northern California Chapter (July 2006) "The 2001-2002 California Legislative Session and Recycled Water: Incremental Progress", California Section WateReuse Conference (March 2003) Honors & Awards Forty Under 40, North Bay Business Journal (2009) James T. Caleshu Award, Lawyers' Committee for Civil Rights (2009) Professional Affiliations Bay Area Council, Water Policy Committee California WateReuse Association California Resource Recovery Association Lawyers' Committee for Civil Rights San Rafael Chamber of Commerce Marin County Bar Association State Bar of California Education J.D., cum laude, Order of the Coif, University of California, Hastings College of the Law (2000) M.P.P., Harvard University, Kennedy School of Government (1997) A.B., Dartmouth College (1991) Admissions and Courts California U.S. Court of Appeals for the Ninth Circuit U.S. District Court for the Northern District of California June 19, 2023 Special Board Meeting Agenda Packet - Page 91 of 125 AMENDED Page 89 of 122 B URKE , WILLIAMS & S ORENSEN June 19, 2023 Special Board Meeting Agenda Packet - Page 92 of 125 AMENDED Page 90 of 122 BURKE, WILLIAMS & SORENSEN, LLP Proposal to Provide General Counsel Services to the Cenral Contra Costa Sanitary District Proposed District General Counsel: J. Leah Castella, Partner Qurke,lNilliarns & Sorensen, LLP 1999 Harrison Street, Suite 1650 Oakland, California 94612 Phone: 510.273.8778 Email: lcastella* bwslaw.corn Submitted January 13, 2023 June 19, 2023 Special Board Meeting Agenda Packet - Page 93 of 125 AMENDED Page 91 of 122 1999 Harrison Street - Suite 1650 •1mm ilk Oakland, California 94612-3520 voice 510.273.8780 - fax 510.839.9104 BURKE, WILLIAMS&SORENSEN, LLP www.bwslaw.com evail@bwslaw.com January 13, 2023 Via email to Pau IKD-averyassoc.net Paul Kimura, Principal Avery Associates Re: Proposal to Provide Contract District Counsel Services Dear Mr. Kimura: On behalf of Burke, Williams & Sorensen, LLP ("Burke"), I am pleased to submit this response to the Request for Proposals issued by Central Costa County Sanitary District ("Central San"). Burke has extensive experience representing Sanitary Districts in the Bay Area and is well suited to serve as Central San's General Counsel. Founded in 1927, Burke is a diverse, dynamic, and preeminent public law firm. For over 90 years, the representation of public agencies has been the cornerstone of Burke's legal practice. The firm currently serves the legal needs of over 200 local governmental entities, including cities, counties, joint powers authorities, and water and school districts. We take pride in our long-standing tradition of providing excellent legal services at reasonable rates and believe our team at Burke offers the depth, expertise, and commitment that the District seeks from its counsel. Ours is a rich tradition of providing high quality advice and services to public agencies. We are prepared to work closely with you in budgeting, performing, reporting on, and updating the legal services you need. As described in the attached materials, we propose that J. Leah Castella serve as General Counsel and point of contact and Deirdre Joan Cox serve as Assistant General Counsel. Leah and Joan will be assisted by a team selected to provide able legal representation tailored to the District's needs, including Brenda Aguilar -Guerrero, Megan A. Burke, and Mark M. Mercer. Thank you for considering us. If you have any questions regarding this proposal, or if you would like additional information, please feel free to contact me or Leah at the number listed above. I look forward to hearing from you. Very truly yours, Burke, Williams & Sorensen Eric S. Vail Partner and Chair Public Law Practice Group Los Ange1JlaY1 11% 20{ i�SPMialtBQR0-Me1Qti W -Age no fdaQl�etPR-agesQ4 QiS125iee&AENQFZDcisco - Silicon Valley - Ventura County TABLE OF CONTENTS Page 92 of 122 1Er.60h'F,.LMM BURKE, WILLIAMS &SORENSEN. LLP Page FIRM QUALIFICATIONS AND EXPERIENCE.......................................................................... 1 AboutBurke........................................................................................................................ 2 Experience Working with Wastewater Districts.................................................................... 2 PublicLaw........................................................................................................................... 2 PublicWorks Construction.................................................................................................. 3 CleanWater Act.................................................................................................................. 3 Real Property and Easements............................................................................................. 4 Rates, Fees, and Charges................................................................................................... 4 Supervision of Litigation and Risk Management.................................................................. 4 DESCRIPTION OF SERVICES................................................................................................. 5 PROPOSED TEAM................................................................................................................... 7 J. Leah Castella — Proposed General Counsel.................................................................... 7 Deirdre Joan Cox — Proposed Assistant General Counsel ................................................... 8 Brenda Aguilar-Guerrero....................................................................................................11 MeganA. Burke.................................................................................................................11 MarkM. Mercer..................................................................................................................12 REFERENCES........................................................................................................................13 SIMILAR PUBLIC SECTOR CLIENTS.....................................................................................13 COSTPROPOSAL..................................................................................................................14 CONFLICTS OF INTEREST....................................................................................................16 CONCLUSION.........................................................................................................................16 ATTACHMENT A — RESUMES Proposal to Provide General Counsel Services Page i to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 95 of 125 AMENDED Page 93 of 122 i BURKE, WILLIAMS &SORENSEN. LLP FIRM QUALIFICATIONS AND EXPERIENCE Burke, Williams & Sorensen, LLP is a California limited liability partnership. Burke is comprised of 29 owners under the leadership of a Management Committee and Managing Partner. Firm management includes owners who practice substantially or entirely in the area of municipal law, and the firm has a longstanding commitment to the needs of its municipal clients. Details of our firm are listed below. Firm Name Founded Point of Contact Number of Attorneys/Staff Headquarters Office Additional Firm Offices Inland Empire 1770 Iowa Avenue, Suite 240 Riverside, California 92507 Tel: 951.788.0100 1 Fax: 951.788.5785 Orange County 18300 Von Karman Avenue, Suite 650 Irvine, California 92612 Tel: 949.863.3363 1 Fax: 949.863.3350 Palm Desert 73-929 Larrea Street, Suite 4A Palm Desert, California 92260 Tel: 760.776.5600 1 Fax: 760.776.5602 San Diego 501 West Broadway, Suite 1600 San Diego, California 92101 Tel: 619.814.5800 1 Fax: 619.814.6799 F I UpUaa1 w r i vv iuc vci aci a, %.vui iael Services to Central Contra Costa Sanitary District Burke, Williams & Sorensen, LLP 1927 J. Leah Castella Burke, Williams & Sorensen, LLF 1999 Harrison Street, Suite 1650 Oakland, California 94612 Tel: 510.903.8878 Email: Icastella(a-)bwslaw.com 145/70 Burke, Williams & Sorensen, LLP 444 South Flower Street, Suite 2400 Los Angeles, California 90071 Tel: 213.236.0600 1 Fax: 213.236.2700 San Francisco 1 California Street, Suite 3050 San Francisco, California 94111 Tel: 415.655.8100 1 Fax: 415.655.8099 Silicon Valley 60 South Market Street, Suite 1000 San Jose, California 95113 Tel: 408.606.6300 1 Fax: 408.606.6333 San Rafael 181 Third Street, Suite 200 San Rafael, California 94901 Tel: 415.755.2600 1 Fax: 415.482.7542 Ventura County 2310 East Ponderosa Drive, Suite 25 Camarillo, California 93010 Tel: 805.987.3468 1 Fax: 805.482.9834 June 19, 2023 Special Board Meeting Agenda Packet - Page 96 of 125 AMENDED Page 1 Page 94 of 122 BURKE, WILLIAMS &SORENSEN. LLP About Burke For over 90 years, the representation of public agencies has been the cornerstone of Burke's legal practice. Burke provides public entities with a full range of legal, advisory, transactional, and litigation services organized into nine practice groups: Public Law; Labor and Employment Law; Construction Law; Litigation; Environmental, Land Use and Natural Resources; Real Estate and Business Law; Insurance Coverage and Litigation; Intellectual Property; and Education Law. The firm's 145 attorneys serve clients from ten offices throughout California. With regional offices in Oakland, San Francisco, Silicon Valley, Marin County, Los Angeles, the Inland Empire, Orange County, Palm Desert, San Diego, and Ventura County, as well as modern modes of communication and travel, we can easily be where our clients need us to be, when they need us to be there. More than one-half of our work is for public entities and we currently serve the legal needs of over 200 governmental entities. We are frequent lecturers, speakers, and teachers to numerous associations and clients. Our public lawyers collectively have hundreds of years of experience as general and special counsel for special districts, cities, towns, counties, and other public agencies. The biographies of all of our lawyers, with descriptions of their expertise and experience, can be found on our website at www.bwslaw.com. Experience Working with Wastewater Districts Burke attorneys serve as General Counsel for five wastewater utilities in Northern California and have provided legal services to water and wastewater districts and publicly owned water and wastewater utilities throughout the state. Our team has advised clients on NPDES requirements and local discharge requirements, assisted them in addressing exceedances, and successfully brought litigation against the entities causing those exceedances. We have extensive experience in the establishment and adjustment of wastewater and water rates and charges, and have assisted clients with public hearings and litigation involving Propositions 218, 26, and 13. We have experience drafting and updating ordinances to ensure our wastewater clients have the tools to address illegal connections. We have assisted our clients in addressing and remedying other inflow and infiltration issues. We have developed lateral replacement policies and assisted in the implementation of those policies. We have worked with our clients to expand their Sphere of Influence and extend their service area into areas they are best qualified to serve. We have worked with our clients to ensure that they have the appropriate property rights to properly maintain their collection system. We have litigated disputes arising out of the failure of a dual fuel internal combustion engine cogeneration system and biogas conditioning system. And we have assisted multiple clients with the development of recycled water programs and advised clients on setting prices for recycled water and on adopting recycled water rates. Public Law Our attorneys have experience in virtually every field of public law. This means that we are able to provide the expertise and experience needed on nearly any topic of public law that may arise, including the Brown Act, the Public Records Act, conflicts of interest, election law, tort liability, code enforcement, public finance, and rate setting. We work closely with staff in the preparation Proposal to Provide General Counsel Services Page 2 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 97 of 125 AMENDED Page 95 of 122 BURKE, WILLIAMS &SORENSEN. LLP of agendas and agenda packets, including reviewing agenda descriptions for open and closed session items and preparing and reviewing agenda reports prepared by staff. We also participate in Board meetings and have substantial experience in advising public clients on meeting procedures. Our Public Law Group keeps abreast of new cases and legislation impacting public agencies in California and routinely publishes new case alerts and legislation summaries for clients. We are also experienced in assisting public entity clients on state and local legislative efforts and are active participants in the California Association of Sanitary Agencies and the California Special District Association. Public Works Construction Burke's Public Law and Construction Law practice groups have significant experience in public contracting law. They have worked for over 100 public agencies and over 50 private clients. They collectively have over 70 years' experience in all phases of the construction process, including design -bid -build, design -build, CM/GC, CMAR, construction management, and public works projects. They have assisted project owners, contractors, architects and engineers, construction managers and developers in procurement and evaluation methodologies, developing procurement documents, negotiating and drafting contracts, negotiating and administering contract claims, and developing claims avoidance and dispute resolution strategies and procedures. Construction Practice Group Co-chair Joan Cox has advised various public agencies on over $1 B in small, medium, large, and mega vertical and horizontal construction projects over the last 25 years. Joan and her Construction Law partners lecture in professionally certified continuing education programs, including courses in Public Contract Code Requirements and Competitive Bidding in California, as well as Construction Contracting for Public Entities. Joan and her group have significant experience negotiating, drafting, and reviewing contracts for public agencies including contracts for public works projects, maintenance contracts, contracts for goods and services, consultant contracts, leases, license agreements, agreements with other public entities, construction and architectural agreements, and other types of contracts. Burke attorneys also have substantial experience in public works contracts, including advice and consultation on preparation of bid documents, review and analysis of bids, evaluation of bid protests, construction management issues, construction claims, surety issues, liquidated damages, stop notices, change orders, extra work and delay claims, and trial. Our public works projects include transit maintenance facilities, structures and buildings, roads and bridges, city halls, police stations, fire stations, water lines, sewer lines, electrical lines, gas lines, cable work, water treatment plants, water pump stations, water canals, desalter plants, sewer treatment plants, sewer lift stations, energy facilities, and drainage projects. Clean Water Act Burke attorneys have relevant experience under the Clean Water Act. We have represented numerous clients, both private and public, regarding compliance with Clean Water Act water discharge and storm water runoff requirements. We have assisted our clients in obtaining the required NPDES permits for their treatment facilities and obtaining permits under Section 404 of Proposal to Provide General Counsel Services Page 3 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 98 of 125 AMENDED Page 96 of 122 BURKE, WILLIAMS &SORENSEN. LLP the CWA. We also routinely defend clients in enforcement actions related to SSO's brought by governmental entities and, more commonly, by NGO's such as San Francisco Bay keeper and California River Watch. We have developed good working relationships with those organizations and are frequently able to constructively negotiate early consent decrees, which save our clients significant fees and expenses. We have also represented clients who have been criminally charged under the Clean Water Act for making false representations about a discharge. Real Property and Easements Burke attorneys regularly represent public agencies throughout California in connection with real estate and development matters including entitlement, due diligence, title and survey review, negotiation and drafting of leases, licenses, easement agreements, exclusive negotiating agreements, purchase and sale agreements, ground leases, statutory development agreements, disposition and development agreements, and matters relating to hazardous materials/Brownfields remediation. Burke attorneys offer a broad range of knowledge and experience that enables us to effectively negotiate and document all forms of real estate transactions, and to protect and enforce our clients' interests in litigation when called upon. Rates, Fees, and Charges Burke attorneys have extensive experience in assisting public agencies with their adoption of water, sewer, and storm -water rates and impact and capacity fees. We are well versed in the constitutional and statutory requirements governing the calculation, adoption, and implementation of rates, fees, and charges, and have guided dozens of public agencies throughout that process. In addition to advising on taxes, fees and assessments for ongoing operations and maintenance, our experience covers the financing of nearly every type of project, including water and sewer system improvements. We provide advice on financing mechanisms for projects including public private partnerships as well as procurement approaches to minimize risk including design -build and construction manager at risk. We advise on the creation of all types of financing districts — assessment districts, community facility districts (including Mello Roos districts), joint powers authorities, and more as well as the authority of such districts to access public funding through revenue raising measures and borrowing, as well as landowner– voter and registered–voter elections for these types of special districts. We also assist in shepherding through the elections process revenue measures that require voter approval including coordinating with staff and public communications consultants to ensure that the public agency is able to conduct a lawful educational campaign. Supervision of Litigation and Risk Management Burke is capable of handling nearly all of a public entity's litigation needs. Having both public law and litigation acumen "under one roof' affords Burke the opportunity to tailor its litigation services to better meet the particular needs of its municipal clients and promotes more effective litigation management. Defense of municipal clients often entails detailed knowledge of statutory immunities and pre -litigation notice and claims requirements. Burke's vast experience Proposal to Provide General Counsel Services Page 4 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 99 of 125 AMENDED Page 97 of 122 BURKE, WILLIAMS &SORENSEN. LLP in these areas enables it to draw upon prior work product to provide more efficient and successful solutions for its clients statewide. We believe in taking a pro -active role in handling claims for the public entities we represent. It is our experience that training staff on methods to avoid litigation, early recognition of liability exposure through evaluations, incident reviews prior to the receipt of claims and lawsuits, and review of settled and resolved claims with involved staff and management to enhance "best practices," are all elements that have reduced the possibilities and instances of litigation. We also believe in keeping management and governing boards fully informed as to the status of claims and in providing early advice on whether settlement is advisable. If a matter should be settled, then that decision should be reached as soon as possible before thousands of dollars have been spent in legal defense costs. Once matters are in litigation, we take a hands-on approach by personally investigating incident or accident sites with agency staff and claims administrators, as well as developing a comprehensive litigation approach to minimize legal costs while providing an aggressive defense of our clients. We have worked with many public joint powers insurance authorities (CJPIA, etc.) as well as private insurers, and are experienced with handling claims in a manner meeting strict claim administration requirements. We pride ourselves on regular and effective communication with our clients to meet their needs throughout all aspects of litigation. Most of all, we pride ourselves on winning cases and on good results. Burke's clients know they can rely on a deep bench of experienced trial attorneys and public agency advocates who have extensive expertise in both federal and state courts, administrative and governmental agency proceedings, arbitrations, and appeals. Our trial and appellate attorneys competently handle virtually any litigation that arises. We have, time and time again, achieved superb results for our clients, through dismissals (e.g., demurrer, summary judgment), trial verdicts and appellate decisions. Collectively, our entire team has handled several hundred cases in state and federal court, and has tried over one hundred cases. In addition, we routinely handle appeals in state and federal court. In cases where litigation is unavoidable, our familiarity with each of our public agency clients' needs and operations, including their organizational structure and governance, assists in formulating overall defense strategies, allowing us to provide focused and effective assistance. Our approach to the litigation process narrows risk, eliminating issues and entire actions through targeted and effective motions and tactics. If we ultimately have to try a matter, we have an outstanding record of success. DESCRIPTION OF SERVICES As General Counsel, Leah Castella will be the primary point of contact for Central San and will work with the Board and the General Manager to maintain the timeliness, quality, and cost effectiveness of our legal services. Our team's approach is as follows: Learn your customary way of working, so that we complement the work done by staff and the Board Proposal to Provide General Counsel Services Page 5 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 100 of 125 AMENDED Page 98 of 122 BURKE, WILLIAMS &S©RENSEN, LLP Develop a relationship of trust with staff so that they raise potential issues with us early Build upon existing forms and practices Take advantage of our representation of many public agencies, which allows us to spread the cost of new law over many clients Use standard forms, adapted for your particular style and preferences, to expedite document review and electronic document drafts Limit written memoranda to cases where they are requested Avoid litigation when possible and when it is not, develop a strategy and budget for the case at the outset, in consultation with the Board and staff Respond promptly and set clear deadlines to avoid fire drills where possible Offer pragmatic advice, including alternatives and related risk/benefit analyses when appropriate When applicable laws might restrict one proposed path of achieving a certain policy goal, we endeavor to find creative, legally valid alternative paths to achieve the desired goal To the extent that workflow or other questions arise, Leah will address them to ensure that we provide the best service possible. We do not make policy choices, and instead reserve that to the Board and staff. But we will always offer our perspective when asked, and once a decision is made, we work hard to reach the desired goal. When there is a legal impediment to a proposed path, we explore and recommend creative, legally valid alternative paths to achieve the desired outcome. We appreciate having the opportunity to respond to questions from individual Board members in and out of meetings. We try to avoid surprising the Board with our legal advice, so we endeavor to provide written legal opinions to the Board when significant questions arise. Where possible, we prefer to have advance notice of issues that may arise so that our advice will be based on a complete understanding of relevant facts. We are fully engaged at Board Meetings and, consistent with the preferred management style of the Board, will advise as necessary to ensure compliance with the law and to address questions raised by the Board and staff. Because we are a full-service law firm, we use our own attorneys when we have the expertise, and will recommend outside counsel when we do not, or when a particular firm is better suited to handling a matter. Proposal to Provide General Counsel Services Page 6 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 101 of 125 AMENDED Page 99 of 122 BURKE, WILLIAMS &SORENSEN. LLP PROPOSED TEAM While the full roster of Burke attorneys will be available to Central San for matters that may arise, Burke has assembled the following team to assist Central San as General Counsel. The broad depth of Burke's practice groups allows it to assist Central San on virtually every legal issue that may confront the District. This provides Central San with the ability to keep most legal work "in house" with lawyers who know each other and have worked with each other for many years, and avoids the need to retain outside law firms who may not have a full understanding of Central San. Our holistic approach ensures that the General Counsel will be fully apprised of all legal issues impacting the District and intimately involved in crafting the appropriate response. Burke proposes J. Leah Castella to serve as General Counsel for Central San and Deirdre Joan Cox to serve as Assistant General Counsel. Leah will be our primary point of contact between the District and Burke and will be responsible for implementing the directives of the District. In the event that Leah is unavailable, Joan will serve as back up. Leah will work directly with the Board and the General Manager to maintain the timeliness, quality, and cost effectiveness of the legal services provided by Burke. To ensure clear lines of communication, Leah will keep track of all work assigned to the firm by Central San and work with Burke's lawyers and Central San to set realistic deadlines in conformance with Central San's needs and desires. Leah and Joan will be assisted by a team selected to ensure an on-site presence two days a week and provide Central San with comprehensive representation on the vast majority of issues that might arise. We briefly describe the relevant experience of the proposed team below, and resumes with more complete descriptions of their experience are included in Attachment A. J. Leah Castella — Proposed General Counsel J. Leah Castella, a partner in our Oakland office, would serve as General Counsel for Central San. Leah received her J.D. with Honors from the University of Texas, Austin in 1999 and her B.A. in Philosophy from Lewis & Clark College in 1995. For the last fifteen years, Leah has assisted public entities with both litigation and general counsel services, and offers the temperament, depth, expertise, and commitment that Central San needs. She currently serves as the District Counsel for Ironhouse Sanitary District and Valley of the Moon Water District. She also serves as the Assistant District Counsel for Union Sanitary District, previously served as the District Counsel for Vallejo Flood and Wastewater District, and provides special counsel services to cities, special districts, and counties throughout California. As a seasoned public law lawyer, Leah has extensive knowledge and experience advising public agencies. She is readily familiar with the full range of laws affecting California public agencies, including, the Brown Act, the Public Records Act, CEQA, Proposition 218, eminent domain, prevailing wage law, and other public construction laws. Leah provides daily advice on routine legal issues encountered by public agencies, and has both advised on and litigated issues arising out of the Public Records Act, conflicts of interest laws, the Political Reform Act, election law, and public contracting and construction issues. She is a regular speaker on the Public Records Act and has conducted over two dozen ethics and Brown Act trainings for public agencies around the state. Leah also routinely advises the firm's clients in connection with Proposal to Provide General Counsel Services Page 7 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 102 of 125 AMENDED Page 100 of 122 BURKE, WILLIAMS &SORENSEN, LLP public works projects, including contract administration, change orders, contract and claim disputes, and mediation, arbitration, and litigation of claims. As a practitioner, Leah gives pragmatic and clear advice. She describes alternatives, analyzes the risks and benefits for each alternative, and discusses the steps necessary for each alternative when appropriate to do so. Where appropriate, Leah makes affirmative recommendations or describes the factors that would favor one alternative over another. Leah understands that public agency representation is unique and she is equally comfortable advising staff on day-to-day matters as she is providing counsel to Boards in public meetings. She has considerable experience working with sanitary districts and advising them on some of the unique issues that they face. Leah has evaluated and drafted lateral replacement policies; advised on out of area service agreements; dealt with disputes arising out of improper marking of utility lines; successfully pursued cost recovery for damage done to District infrastructure by other entities; analyzed rate studies and advised on rate setting and compliance with Proposition 218; advised on issues relating to environmental permit compliance; developed enforcement mechanisms to ensure rate -payer compliance with District policies; advised on the legal risks associated with production of reclaimed water; advised on best practices for hybrid meetings; advised on accessibility requirements for agency websites; assisted with updating records retention policies and conducted trainings to ensure proper implementation; and evaluated the taxability of safety gear and uniforms. Leah also regularly monitors case law, legislation, and regulatory changes applicable to her sanitary district clients and provides her clients with updates when appropriate. A seasoned litigator, Leah has handled dozens of cases in state and federal court. Her objective in all litigation matters is to resolve cases on favorable terms as quickly and inexpensively as possible. To that end, Leah takes a proactive role in handling claims, and she counsels clients to consider creative, cost effective solutions to potential disputes. In the event that litigation does ensue, Leah is an efficient and strategic advocate with an exemplary track record of success. She has won numerous dispositive motions, has tried cases in state and federal court, and has handled over a dozen cases in the California Court of Appeal. Deirdre Joan Cox — Proposed Assistant General Counsel Deirdre Joan Cox joined Burke's Oakland office as a partner in 2014. She has served as outside counsel for the County of Stanislaus for the past 17 years, working for the County 2-3 days per week, focusing on the County's capital projects, including myriad vertical and horizontal construction projects. For the past seven years, she has served as General Counsel to the Olivehurst Public Utility District, which is comprised of a Water Department (overseeing two separate water systems), a Wastewater Department (overseeing two separate wastewater systems including a state-of-the-art activated sludge treatment plant that uses membrane filtration and ultra violet light to clean and disinfect the water before it is discharged back into the environment.), a Fire Department, and a Parks Department. As General Counsel, Joan deals with myriad issues including analysis and consultation on legislation, policies and regulations affecting public agencies, issues related to wastewater and water law, Special District laws and regulations, laws affecting real property, codification of ordinances, rate issues, Voting Rights Act issues, Brown Act issues, the Political Reform Act, the Public Records Act, the Public Contract Code, public works procurement, annexation of services within the District's sphere of Proposal to Provide General Counsel Services Page 8 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 103 of 125 AMENDED Page 101 of 122 BURKE, WILLIAMS &SORENSEN, LLP influence, negotiation of union contracts, negotiation and settlement of various personnel matters, and all other legal needs of the District. She reviews agenda packets and provides advice to staff and Board members prior to meetings. She notifies the District of changes in state and federal law that require changes in District regulations or policies. She prepares and reviews ordinances and resolutions, contracts and other documents for legal correctness and acceptability. Joan assists District officials and employees in maintaining awareness of ethical standards and to avoid potential conflicts of interest. She prepares legal opinions at the request of the District Board and/or General Manager. She has advised and litigated on behalf of the District on various personnel matters as well as defended the District's right to provide water, wastewater, and fire protection services to a neighboring tribal casino. Joan's varied experience has been called upon by numerous cities (e.g., Menlo Park, Healdsburg, Berkeley, Rialto, Burlingame, Concord, Fremont, San Mateo, Foster City, Pacifica, Benicia, Alhambra, Calistoga, Coronado, Santa Clarita, San Marino, St. Helena, and Camarillo), counties (e.g., Stanislaus, Riverside, Kern, Monterey, Imperial), school districts, and special districts including Ironhouse Sanitary District, East Bay Municipal Utility District, Union Sanitary District, Vallejo Flood & Wastewater District, Estero Municipal Improvement District, and Sanitary District No. 5, to advise on prevailing wage issues, public contract procurements, various real estate transactions, commercial vacancy ordinances, Solar Rights Act requirements, LAFCO annexation, detachment and sphere of influence issues, the various forms of development and construction procurement options available, to prepare Project Labor Agreements, to draft and negotiate various other transactional and financing agreements, and to litigate various disputes as needed. Joan also has experience in inverse condemnation and California land use, development, and CEQA law, having represented both private and public entities in connection with flood control disputes, water rights, and environmental impact review/mitigated negative declaration issues. As a Planning Commissioner for the City of Sausalito for eight years, Joan drafted General Plan amendments, a Housing Element, ordinances to comply with California's density bonus and transient housing laws, and gained a working knowledge of laws related to land use and planning and environmental law including the California Environmental Quality Act. As a former City Council member and Mayor of Sausalito, Joan is uniquely qualified to understand and advise the Central San Board from a legal, logistical, and political perspective. For the past twenty years, Joan has represented public and private owners in a wide variety of transactional and construction matters, including drafting contract documents for multi-million dollar vertical and horizontal projects for cities, counties, and municipalities, as well as special districts, water districts, and other commercial facilities in bond funded projects, individual projects, and capital improvement programs. She has particular experience in lease revenue bond financing, public private partnerships, and other financing mechanisms to assist public clients with their development and construction projects. Most recently, Joan has advised various counties regarding state lease revenue bond financing of jail, juvenile, and rehabilitation projects throughout the state. Joan has represented various Bay Area counties, cities, school districts, and special agencies, as well as Northern California Hospital Districts in connection with capital improvement programs involving new construction and renovations, with several vertical projects exceeding Proposal to Provide General Counsel Services Page 9 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 104 of 125 AMENDED Page 102 of 122 BURKE, WILLIAMS &SORENSEN. LLP $100 million and horizontal projects exceeding $1 billion. Her scope of services included drafting and negotiating design and construction contracts, and advising on bidding issues and construction claims. In addition to drafting those agreements, resolutions, and contracts necessary to carry out the day to day business of various local agencies, Joan's experience includes strategizing development and procurement approaches, drafting construction documents, advising clients during the course of construction, claims review and analysis, and claims resolution, including mediation, arbitration, and litigation. She assists property owners, communities, and projects to resolve the issues that arise during all phases of the construction process, from preliminary funding through acquisition, design, and construction. Joan has extensive experience in state and federal court. Her efforts, from a project's early stages through trial and beyond assist public agencies in working toward the goal of delivering public projects on time and on budget. Representative litigation matters include: Joan represented a Northern California irrigation district in pursuit of affirmative claims and in defense of a contractor's claim for its final payment and extras, successfully tried to final judgment after 25 court days of testimony, argument and post -trial motions. Joan represented a Northern California municipal utility district in protracted complex litigation in connection with its extensive pipeline project. The case was settled on the eve of trial on terms favorable to the district. Joan represented a Northern California municipal utility district in connection with its defense of CEQA challenges and contractor claims related to its construction of a new wastewater treatment plant. The case was settled on the eve of trial on terms extremely favorable to the district. Joan represented a Northern California special district in litigating its right to provide water, wastewater, and fire protection services to a neighboring tribal casino. The case was settled after an early mediation on terms extremely favorable to the district. Additionally, Joan has experience in commercial disputes, legal malpractice, professional liability, product liability, insurance disputes, and general litigation matters. She has successfully mediated and tried numerous cases. Joan focuses on the client's strategic goals throughout the course of representation, with the objective of timely and cost-effective case management and resolution. Joan received her B.A. summa cum laude from Golden Gate University in 1991, her J.D. from Golden Gate University School of law in 1994, and was admitted to the State Bar of California the same year. Joan is a member of the Alameda County Bar Association, the American Bar Association, the Bar Association of San Francisco, California Women Lawyers, the Contra Costa Bar Association, the National Association of Women in Construction, and the Women Lawyers of Alameda County. Proposal to Provide General Counsel Services Page 10 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 105 of 125 AMENDED Page 103 of 122 BURKE, WILLIAMS &SORENSEN. LLP Joan has served as a Settlement Commissioner for the Alameda County Superior Court. She taught contract law at East Bay Law School for ten years and has also taught Public Finance and Law & Economics at Golden Gate University. She served as a Planning Commissioner for the City of Sausalito for eight years and presently serves on its City Council. Brenda Aguilar -Guerrero Brenda Aguilar -Guerrero recently joined Burke as a partner in Burke's Oakland office. She formerly served as the chair for Meyers Nave's statewide Eminent Domain and Inverse Condemnation Practice Group and has been representing public entities on complex eminent domain and inverse condemnation matters for more than 25 years. She has assisted clients with large, complex multi -billion infrastructure projects requiring hundreds of acquisitions, as well as smaller scale projects throughout the state for a variety of clients. Brenda likes to get involved at the initiation of a project to ensure that her clients are following all state and federal regulations and laws. She attends project meetings, obtains right of entry, drafts and/or reviews/revises acquisition documents, works with consultants/clients to execute acquisition strategies, reviews appraisals for legal compliance, and negotiates with property owners; assists in drafting staff reports, resolutions of necessity and notices to property owners; prepares complaints and all documents required to file the condemnation action(s); obtains orders for prejudgment possession; and handles all litigation through the filing and recording of Final Orders of Condemnation. She has served as lead counsel on numerous right to take bench and jury trials for a number of clients. She has been recognized as a Northern California Super Lawyer and The Best Lawyers in America for Eminent Domain and Inverse Condemnation in 2020, 2021, and 2022. She received her J.D. from the University of California, Los Angeles, School of Law in 1990 and was admitted to the State Bar of California that same year. She received her B.S. from U.C. Berkeley. Megan A. Burke Megan Burke is a partner at our Oakland office. She received a J.D. from the University of California, Berkeley, Boalt Hall School of Law in 2009. For the last 13 years, Megan has focused exclusively on providing litigation and advisory services to cities, counties, and special districts. Megan has a wide range of public law experience assisting the firm's numerous public entity clients on a variety of matters. Megan is well versed in the Public Records Act, the Brown Act, election issues, conflicts of interest, contract review, eminent domain, prevailing wage laws, and the legal issues facing wastewater and water utilities. An experienced public law attorney, Megan understands the needs of public agencies and how to provide practical, straightforward, and helpful advice to staff. Above all, Megan's legal expertise assists the firm's public agency clients in crafting thoughtful, creative, defensible, and workable solutions as problems arise. In addition to her general counsel experience, Megan has also developed a specialty in municipal finance issues, including the adoption and defense of rates, fees, and taxes in compliance with Propositions 13, 218 and 26 and the Mitigation Fee Act. In an advisory role, Megan regularly reviews rate and fee studies to assist agencies with their adoption of water, sewer and solid waste service charges and various impact and regulatory fees. Megan is also well versed in the Health and Safety Code requirements regulating sewer and water rates and Proposal to Provide General Counsel Services Page 11 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 106 of 125 AMENDED Page 104 of 122 BURKE, WILLIAMS &SORENSEN. LLP charges and their placement on the tax roll, and she frequently advises agencies on how to best comply with those restrictions. As a litigator, Megan has defended multiple lawsuits challenging the legality of water and sewer rates and capacity fees, business license taxes, transient occupancy taxes, Mello Roos special taxes, utility taxes, and various other charges and revenue measures. Specifically, Megan successfully defended three cities against a complex class action lawsuit challenging the fire protection component of water rates under Proposition 218, which was brought against over 80 public agency defendants and could have impacted over $100 million in annual water rate revenues. In recent years, Megan has helped several public agencies create recycled water programs, which allow agencies to offset the significant costs of new treatment facilities while providing a valuable, alternative water source for water customers. As part of this work, Megan has helped draft recycled water program ordinances, reviewed state regulations and helped draft local regulations, and formulated recycled water user agreements. Since rates for recycled water can be a barrier to its usage, Megan has also helped agencies develop pragmatic, market based solutions to charging for recycled water, as well as assisting agencies with the adoption of recycled water rates through the Proposition 218 process. Mark M. Mercer Mark Mercer is a senior associate in Burke's San Diego office and a member of the Public Law Practice Group. Mark has over 20 years of experience and served for 14 '/2 years as a Deputy City Attorney for the City of San Diego as the advisory attorney for the Public Works and Public Utilities Departments. Mark has vast experience in advising public agencies in contract procurement, alternative construction delivery methods (design/build, construction manager at risk and job order contracting), bid disputes, drafting construction contracts, managing contractor claims, prevailing wage compliance, and managing conflict of interests in contracting. Some of the major projects that Mark worked on at the City of San Diego included: Drafting 11 different contracts for the Phase I Pure Water Projects (Contract value approximately $1.21 Billion) Drafting the design/build agreement for Torrey Pines North Golf Course — Improvements (Contract value approximately $12.5 million) Drafting the design/build agreement for Torrey Pines South Golf Course — Improvements (Contract value approximately $13.9 million) Drafting the agreement for the procurement of the City's Advanced Metering Infrastructure (Contract value approximately $100 million) Drafting the City of San Diego's Supplemental to the 2015 and 2018 Standard Specifications for Public Works Construction, GREENBOOK Proposal to Provide General Counsel Services to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 107 of 125 AMENDED Page 12 Page 105 of 122 Effelorace�LM BURKE, WILLIAMS &SORENSEN. LLP While at the City of San Diego, Mark successfully negotiated numerous settlements with contractors for their delay and extra work claims on various projects from simple pipeline projects to more complex vertical projects such as water treatment plants and library projects. He also assisted with administrative hearings such as contractor substitution and contractor responsibility hearings. In addition, Mark drafted revisions to San Diego's municipal code regarding contract procurement and contractor debarment. He also assisted San Diego in negotiating their first Project Labor Agreement for the City's Pure Water Project and has experience with Prevailing Wage compliance. Mark started his construction law practice by representing sureties in public works construction litigation before working for the City of San Diego. He defended sureties and public agencies against subcontractor and laborer stop payment notice lawsuits. In addition, he helped with negotiating performance bond claim settlements. REFERENCES We are proud of our service record with our clients. We encourage you to contact the existing client references listed below about the merits of Burke, its personnel, and its services. Client Name and Address Ironhouse Sanitary District 450 Walnut Meadows Drive Oakley, CA 94561 Union Sanitary District 5072 Benson Road Union City, CA 94587 Valley of the Moon Water District 19039 Bay Street Sonoma, CA 94576 Olivehurst Public Utility District 1970 911 Avenue Olivehurst, CA 95961 SIMILAR PUBLIC SECTOR CLIENTS Contact I Tel Email Chad Davisson, General Manager 925.803.3001 davisson(a)isd.us.com Paul Eldredge, General Manager 510.477.7502 Daule(a)unionsanitarv.ca.aov Matthew Fullner, General Manager 707.996.1038 mfullner(a)vomwd.org John Tillotson, General Manager 530.743.0317 Itillotson(a)opud.org The proposed team currently serve as General Counsel or Assistant General Counsel for Ironhouse Sanitary District, Valley of the Moon Water District, and Olivehurst Public Utility District. Burke also represents Sanitary District No. 5 of Marin County, Union Sanitary District, West County Wastewater District, Valley Sanitary District, Camarillo Sanitary District, among others. Proposal to Provide General Counsel Services Page 13 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 108 of 125 AMENDED Page 106 of 122 BURKE, WILLIAMS &SORENSEN, LLP COST PROPOSAL Burke is willing to work with Central San to create a fee structure for general and special services that would give the District the high quality and consistent legal service it deserves, and is sustainable for Burke. Below, we suggest a fee arrangement whereby we provide Central San with all general services for a fixed monthly fee. Matters not included within the scope of general services will be billed at an hourly rate. Prior to commencing any special services, we will provide the General Manger with a description of the services and a proposed budget, and we will not commence with those services without first obtaining approval from the General Manager. We have found that this type of arrangement ensures that Central San is never surprised by larger than expected legal fees. We have also found that providing general services for a fixed monthly fee results in District Staff feeling more able to reach out to us when they have question, which significantly improves our ability to proactively address potential legal issues and to more effectively manage any risks to Central San. We propose that, after six months of working together, representatives from Central San and Burke reevaluate the fee structure, in light of the Central San's usage of legal services, to determine if it is allowing Central San the level of service it requires within its budgetary constraints. The fixed fee proposed below is based on the projected service level of between 90-100 hours a month. General Services $28,000 monthly $395 (partner) Special Services $325 (associate) $135 (paralegal) General Services General services covered by the monthly fee include: Attendance at Central San Board meetings (including regular sessions, closed sessions, and as needed work sessions). Weekly office hours. Review and/or preparation of ordinances, resolutions, orders, agreements, forms, notices, declarations, certificates, deeds, leases, policies, and other documents required by Central San. Consultation with the General Manager and District staff as needed, i.e., rendering of legal advice and opinions concerning legal matters that affect Central San, including new legislation and court decisions; perform research and interpret laws, court decisions, and Proposal to Provide General Counsel Services to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 109 of 125 AMENDED Page 14 Page 107 of 122 BURKE, WILLIAMS &SORENSEN. LLP other legal authorities in order to prepare legal opinions and to advise the Board and management staff on legal matters pertaining to District operations. Legal work pertaining to routine issues related to public contracting, property acquisition, property disposal, public improvements, public rights-of-way and easements, and matters relating to public utilities. Routine review of sewer service rate studies and impact fee rate studies. • Coordinate the work of outside legal counsel as needed and as directed by the Central San Board and/or General Manager. Special Services Matters not listed above, or those requiring specialized expertise, would be classified as special services. Those services would be billed an hourly rate of $395 for partners, $325 for associates, and $135 for paralegals. Prior to commencing any special services, we will provide the General Manger with a description of the services and a proposed budget, and we will not commence with those services without first obtaining approval from the General Manager. Reimbursements We routinely charge our clients for our direct out-of-pocket expenses and costs incurred in performing services. These costs and expenses commonly include such items as reproduction of documents, facsimile, mileage reimbursement for travel at the IRS approved rate, and other costs reasonably and necessarily incurred in performing services for Central San. We do not charge a service fee or overhead for cost reimbursement items. We also do not charge for computer or word processing time. Reimbursement amounts may be adjusted annually. In-house reproduction charges black and white 20¢ per page Color $1 per page Mileage Facsimile 65.5¢ per mile (or current IRS rate) $1 per page All other costs reasonably and necessarily incurred in performing services for Central San at cost Billing Format and Procedure Bills are sent out each month invoicing charges for the prior month. For general services, we will send out a bill for $28,000 that will include specific descriptions of the general service work done by all attorneys that month. Fees for all special services will be charged in increments of Proposal to Provide General Counsel Services Page 15 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet- Page 110 of 125 AMENDED Page 108 of 122 BURKE, WILLIAMS &SORENSEN, LLP 1/1011 of an hour. The bills for special services will provide a specific description of the work performed by all attorneys, the time actually spent on the work item, and the billing rate of the attorney. Bills for both general services and special services will also contain itemized descriptions of any out-of-pocket expenses incurred during the prior month. Adjustments As explained above, Burke proposes a six-month review of Central San's legal usage and the agreed-upon rate structure. If that review indicates that a different approach would best serve Central San, Burke will renegotiate then. If that review indicates that the adopted approach is serving Central San well, Burke proposes that the rates quoted in this proposal remain in effect for the first two years of the contract. Thereafter, unless otherwise negotiated, rates may be adjusted based on a standard annual adjustment upon consultation with the General Manager and approved by the Central San Board as part of its standard budget adoption process. CONFLICTS OF INTEREST Before representation is undertaken by the firm for each new client and each additional matter for an existing client, the responsible partner must perform a conflict check and obtain the approval of the Managing Partner. The conflict check consists of a search through Burke's computerized database of billing records, client matter lists, and related names/parties to identify potential conflicts. This database is regularly and routinely updated. The responsible partner is provided with the results of this search and must then review and follow up on each potential conflict listed to determine whether a conflict has arisen under the Rules of Professional Conduct and under any special conflict rules imposed by the client. The matter is then discussed with and approved by the Managing Partner. If a conflict of interest situation is identified involving Burke clients, Burke will notify and/or seek a waiver from the clients as required under the California Rules of Professional Conduct. If requested, Burke will assist the client in obtaining different counsel for the matter. We are pleased to note that our search of our database for Central Contra Costa Sanitary District resulted in no known conflicts of interest. While no conflicts were noted, Burke does provide legal services to cities within Central San's service area. Specifically, a Burke attorney is the City Attorney of Moraga and Burke attorneys provide special counsel services to the City of Concord. CONCLUSION Burke has the experience, dedication, and resources to serve Central San's needs ethically, efficiently, and cost-effectively. We will be happy to provide you with any additional information you require about our firm and welcome the opportunity to meet face-to-face to discuss Burke's capabilities and readiness to represent the Central San. We appreciate your consideration of our proposal. Proposal to Provide General Counsel Services Page 16 to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 111 of 125 AMENDED Page 109 of 122 BURKE, WILLIAMS &SORENSEN, LLP ATTACHMENT A- RESUMES Proposal to Provide General Counsel Services to Central Contra Costa Sanitary District June 19, 2023 Special Board Meeting Agenda Packet - Page 112 of 125 AMENDED PRACTICE GROUPS Litigation Public EDUCATION J.D., University of Texas School of Law, with Honors, 1999 B.S., Philosophy, Lewis & Clark College, 1995 ADMISSIONS State Bar of California Supreme Court of the United States United States Court of Appeals for the Ninth Circuit United States District Court for the Central District of California United States District Court for the Eastern District of California United States District Court for the Northern District of California United States District Court for the Southern District of California AFFILIATIONS Women's Debate Institute, founder and Board Chair Bay Area Urban Debate League, Board Member RECOGNITIONS Womens eNews, 21 Leaders for the 21 st Century, 2011 2003 Burton Award for Excellence in Legal Writing (with Raymond C. Marshall and Kristen Palumbo) P ai e 110 of 122 MIN BURKE, WILLIAMS & SORENSEN. LLP J. Leah Castel la Partner Pronouns: she, her, hers Oakland Icastella@bwslaw.com 1999 Harrison Street, Suite 1650 510.273.8778 D Oakland, California 94612 510.273.8780 T Leah Castella is a partner in Burke's Oakland office. She received her J.D. with Honors from the University of Texas, Austin in 1999 and her B.A. in Philosophy from Lewis & Clark College in 1995. She currently serves as the General Counsel of Ironhouse Sanitary District and Valley of the Moon Water District and as the Assistant General Counsel for Union Sanitary District and Vallejo Flood and Wastewater District. As a seasoned public law lawyer, Leah is familiar with the full range of laws affecting California public agencies, including the Brown Act, the Public Records Act, the Political Reform Act, Proposition 218, and the Public Trust Doctrine. She has particular expertise advising public agencies on governance, rate setting, election law, and constitutional law. Leah is also an experienced litigator and appellate advocate. She has handled dozens of cases in state and federal court on behalf of public and private clients. And she has successfully argued over a dozen cases in the California Court of Appeals involving myriad issues, including the public trust doctrine, California's Anti-SLAPP statute, attorney's fees, the Medicaid Act, Proposition 218, the California Environmental Quality Act ("CEQA"), inverse condemnation, and redevelopment dissolution disputes. RESULTS • California Apartment Association v. City of Richmond. Successfully defeated a challenge to a rent control initiative enacted by the City of Richmond. ■ Water Audit v. City of St. Helena. Successfully negotiated settlement of dispute in exchange for City's development and implementation of a bypass plan. ■ Uno Fratelli, LLC v. City of Napa. Successfully negotiated settlement of land use dispute arising out of allegations of overburdening an easement. ■ City of Emeryville v. California Department of Finance. Obtained a writ from the Court of Appeals directing the Department of Finance to recognize re -executed City/Agency agreements as enforceable obligations. ■ City of Watsonville v. California Department of Finance. Obtained a writ from the Sacramento Superior Court directing the Department of to recognize reimbursement agreements as loans eligible for reinstatement. June 19, 2023 Special Board Meeting Agenda Packet- Page 113 of 125 AMENDED Page 111 of 122 ■ City of Glendale v. California Department of Finance. Obtained a writ from the Sacramento Superior Court directing the Department of Finance to calculate accumulated interest on reinstated loan in accordance with the variable LAIF rate from the date of loan origination. • Southgate v. California Department of Finance. Obtained a writ from the Sacramento Superior Court directing the Department of Finance to approve reinstatement of a HUD loan to the former redevelopment agency. ■ Fresno v. California Department of Finance. Obtained a writ from the Sacramento Superior Court directing the Department of Finance to permit reinstatement of City Agency Loans. ■ Daly City v. California Department of Finance. Obtained a writ from the Sacramento Superior Court directing the Department of Finance to permit reinstatement of City Agency Loans. ■ City of Industry, et al v. City of Fillmore. Successfully overturned a decision granting a demurrer without leave to amend and granting an AntiSLAPP motion. ■ Woodfin Suites Hotel v. City of Emeryville. Successfully defeated writ action brought challenging City's enforcement of living wage ordinance. ■ Keffler v. Partnership Healthplan. Successfully defeated writ of mandate brought to challenge pharmaceutical reimbursement rates; successfully defeated appeal of Trial Court's decision to deny the Writ. ■ Hidden Glen Partners v. City of Napa. Obtained successful trial verdict in lawsuit brought by a landowner claiming that City had breached a contractual obligation to construct a park. ■ Canon Manor v. City of Rohnert Park. Obtained summary judgment in a lawsuit brought to force refunds of over a million dollars in sewer connection fees and successfully defeated appeal of the Court's summary judgment ruling. Desert Development v. Emeryville Redevelopment Agency. Obtained demurrer without leave to amend in a multi-million dollar inverse condemnation action arising out of relocation of a billboard. Indian Springs Mobile Home Park v. City of Rohnert Park. Successfully demurred to an inverse condemnation claim based on a City's denial of a tentative map application for conversion of a mobile home park. ■ Sonoma Falls v Dry Creek Band of Pomo Indians. Negotiated a fifty million dollar settlement for real estate developer in an action arising out of breach of a casino management agreement. INSIGHTS Presentations "Don't Become Another Headline," California AB 1234 Training on Ethics & Open Government "Where Are We Going: Legislation & Litigation," California Redevelopment Association Webinar, July 2013 "Attorney's Fees Awards, CCP § 1021.5," League of California Cities Webinar, July 2013 "California Discovery Act: Beware the Myth of the Delete Button," presented at the League of California Cities City Attorney's Conference, Spring 2010 J. Leah Castella Page 2 June 19, 2023 Special Board Meeting Agenda Packet - Page 114 of 125 AMENDED i vRACTICE GROUPS Construction Labor and Employment Litigation Public EDUCATION Paie 112 of 122 MIN BURKE, WILLIAMS & SORENSEN. LLP Deirdre Joan Cox Partner Pronouns: she, her, hers Oakland dcox@bwslaw.com 1 California Street, Suite 3050 415.655.8123 D San Francisco, California 94111 415.655.8100 T For over twenty years, Deirdre Joan Cox has practiced in the construction and public contracting field. Joan's practice involves representing public agencies in complex construction matters, including strategizing development and procurement approaches, drafting construction documents, including performance and payment bonds and parent guarantees, advising clients during the course of construction, claims review and analysis, and claims resolution, including mediation, arbitration, and litigation. She assists in the resolution of issues that occur at the intersections between funding, design, acquisition, and construction. She serves as special counsel to a number of local agencies and general counsel for the Olivehurst Public Utility District. She has extensive litigation experience in state and federal court. Her efforts, from a project's early stages through trial and beyond, allow public agencies to deliver public projects on time and on budget. J.D., Golden Gate School of Law, 1994 Her experience includes multi-million dollar projects for cities, counties, and B.A., summa cum laude, Golden Gate other municipalities, including hospitals, community college, school and University, 1991 special districts, and other commercial facilities in myriad bond funded projects, individual projects, and capital improvement programs. She has ADMISSIONS particular experience in lease revenue bond financing, Mello -Roos bonds, State Bar of California public private partnerships, and other financing mechanisms. United States District Court for the Central District of California United States District Court for the Eastern District of California United States District Court for the Northern District of California United States District Court for the Southern District of California AFFILIATIONS American Bar Association California Women Lawyers Bar Association of San Francisco Contra Costa County Bar Association Alameda County Bar Association Women Lawyers of Alameda County National Association of Women in Construction Joan has extensive experience working with public entity clients to develop construction project manuals: "front-end" construction documents for all types of public works projects using delivery methods that involve competitive bidding utilizing lowest responsive, responsible bidding and "best value" concepts for traditional hard bid / design -bid -build, design -build, construction manager at risk, and lease -leaseback delivery mechanisms. She also drafts contracts for architects, engineers and other professionals. Her work includes preparing the project documentation including drafting, negotiation, structuring of delivery and procurement approaches and risk evaluation. She also assists public entity clients in administering the bidding process and facilitating the defense and handling of bid protests, subcontractor listing, project setup, and related issues that arise during the bidding / proposal process including attending hearings and assisting in preparing findings and conclusions. Joan also has experience in inverse condemnation and California land use, development and CEQA law, having represented both private and public entities in connection with flood control disputes, water rights, and environmental impact review/mitigated negative declaration issues. Joan received her J.D. with honors from Golden Gate University School of Law. She served as a Settlement Commissioner for the Alameda County Superior Court, a fee arbitrator and a private mediator. She taught contract June 19, 2023 Special Board Meeting Agenda Packet- Page 115 of 125 AMENDED Page 113 of 122 law at East Bay Law School for ten years. She has also taught Public Finance and Law & Economics at Golden Gate University. Over the last 12 years, Joan served as the Planning Commissioner, Councilmember, and Mayor of the City of Sausalito. RESULTS Special Districts ■ Analyzes and consults on legislation, policies and regulations affecting public agencies, codification of ordinances, rate issues, Voting Rights Act issues, Brown Act issues, the Political Reform Act, the Public Records Act, the Public Contract Code, public works procurement, annexation of services within Districts' sphere of influence, negotiation of JPA's. ■ Notifies public agencies of changes in state and federal laws that require changes in agency regulations or policies and offers periodic training seminars to existing and prospective clients. ■ Assists public officials and employees in maintaining awareness of ethical standards and to avoid potential conflicts of interest. Assist in Community College Districts and School Districts ■ Represents various community college districts and school districts in Mello -Roos funded programs and other capital improvement programs involving new construction and renovations, including drafting and negotiating professional services agreements, drafting construction front-end documents, advising on construction claims, course -of -construction oversight, and related construction disputes. ■ Assist in administering the bidding/proposal process and facilitating the defense and handling of bid protests, subcontractor listing, project setup, and related issues that arise during the bidding / proposal process including attending hearings and assisting in preparing findings and conclusions. Construction Claims Avoidance and Contract Administration ■ Represents public agencies in construction dispute resolution, including mediation, arbitration, and litigation of course -of -performance and post -completion claims pertaining to delay, impacts, and workmanship. ■ Represents public agencies in complex litigation involving design and construction deficiencies. ■ Drafts and negotiates agreements on behalf of public owners with prime and multiple prime contractors. ■ Negotiates complex projects, including residential, commercial, municipal and institutional projects. ■ Represents public agencies in reviewing, negotiating, and drafting agreements with design professionals, design - build firms, construction managers, and owner's representatives. ■ Advises public agencies regarding course of performance issues including bid protests, claims, contract modifications, change orders, mechanics' liens, stop notices, and insurance coverage issues. INSIGHTS Presentations "Public Contracting Seminars," Ongoing Client Presentations "Sexual Harassment Prevention Training," California Special Districts Association Webinar, June 3, 2020 "Understanding the Brown Act," California Special Districts Webinar, May 28, 2020 "Social Media," League of California Cities Planning Commissioners Academy, March 5, 2020 "Strategies for Addressing Homelessness and Affordable Housing: Not One Size Fits All," League of California Cities Webinar, January 28, 2020 and August 28, 2019 Deirdre Joan Cox Page 2 June 19, 2023 Special Board Meeting Agenda Packet- Page 116 of 125 AMENDED Page 114 of 122 "School Facilities Forum," California School Boards Association, December 4, 2019 "Strategies for Addressing Homelessness and Affordable Housing: Not One Size Fits All," ACC -OC, November 20, 2019 "Advanced Public Records Act Seminar," Client Presentation, November 6, 2019 "Public Contracting 101/Awarding Contracts (Part 2)," Association of California Cities, Orange County, September 25, 2019 "Contract Management and Administration (Part 2)," Association of California Cities, Orange County, April 24, 2019 "Sexual Harassment Prevention Trainings"' Client Presentation, April 18, 2019 "Contract Management and Administration (Part 1)," Association of California Cities, Orange County, March 27, 2019 "Strategies for Addressing Homelessness and Affordable Housing: Not One Size Fits All," Sacramento Advocacy Group, March 20, 2019 "Lock Project Prices in Earlier: Design -Build Alternative to Traditional Procurement," 2017 League of California Cities Public Works Officers Institute, March 2017 "Strategies for Managing the Risk of Default," County Counsel Association's Fall Public Works and Contracts Conference, October 20, 2016 Publications "California 2nd Appellate District Court Interprets Public Contract Code Section 7107 to Limit Public Agency's Right to Withhold Retention Only as Security for Stop Notice Claims and Deficiencies in Contract Performance," Education Law Alert, April 8, 2015 "California 4th Appellate District Court Confirms that Competitive Bidding is Not Required for K-12 Lease -Leaseback Construction Procurements," Education Law Alert, September 24, 2014 Deirdre Joan Cox Page 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 117 of 125 AMENDED PRACTICE GROUPS Public Real Estate and Business Litigation EDUCATION J.D., University of California, Los Angeles, 1990 B.A., Social Welfare, University of California, Berkeley, 1987 ADMISSIONS State Bar of California Supreme Court of the United States United States Court of Appeals for the Ninth Circuit United States District Court for the Eastern District of California United States District Court for the Northern District of California AFFILIATIONS Board Member, Alameda County Bar Association, 2022 Member, Women Lawyers of Alameda County, Alameda County (past President) Member, Chapter 2 (San Francisco/Santa Rosa) and 42 (San Jose) of the International Right of Way Association UC Berkeley Alumni Delegate to the California State Legislature Member, East Bay La Raza Association, 2017 Program Co -Chair, Annual Northern California Eminent Domain Conference, CLE International, 2007- current Paw1155 22 E"*� Alk M BURKE, WILLIAMS&SORENSEN, LLP Brenda Aguilar -Guerrero Partner Oakland 1999 Harrison Street, Suite 1650 Oakland, California 94612 bguerrero@bwslaw.com 510.903.8819 D 510.273.8780 T Brenda Aguilar -Guerrero has represented public entities on complex eminent domain and inverse condemnation matters for more than 25 years. She has assisted clients with large, complex multibillion -dollar infrastructure projects requiring hundreds of acquisitions, as well as smaller scale projects throughout the state for a variety of clients. Brenda likes to get involved at the initiation of a project to ensure that her clients are following all state and federal regulations and laws. She attends project meetings, obtains rights of entry, drafts and/or reviews acquisition documents, works with consultants/clients to execute acquisition strategies, reviews appraisals for legal compliance, and negotiates with property owners; assists in drafting staff reports, resolutions of necessity and notices to property owners; prepares complaints and all documents required to file the condemnation action(s); obtains orders for prejudgment possession; and handles all litigation through the filing and recording of Final Orders of Condemnation. Brenda has served as lead counsel on right -to -take and jury trials for a number of clients. She has also defended clients sued for inverse condemnation, dangerous condition of public property, and nuisance claims. She has handled eminent domain and/or inverse condemnation actions for the Santa Clara Valley Transportation Authority, Council of San Benito County Governments, Bay Area Rapid Transit District, San Mateo County Transit District, Transportation Agency of Monterey County, Santa Cruz County Regional Transportation Commission, Central Contra Costa Sanitation District, County of Calaveras, County of EI Dorado, County of San Benito, County of Yolo, Town of Los Altos, City of Dublin, City of Inglewood, City of Sacramento, City of San Leandro, City of Morgan Hill, City of Palmdale, City of Rancho Cordova, City of South San Francisco, East Bay Regional Park District, Santa Clara Valley Water District, Glendale Housing Authority, Fremont Redevelopment Agency, City of Fremont, City of Elk Grove, County of Fresno, County of Napa, Napa County Flood Control and Water Conservation District, City of Brentwood, Hayward Unified School District, City of Antioch, and City of Saratoga. RESULTS Inglewood v. Savine; Danfar/Affif, Quon; Michino & Bhalla, et al., LASC Court Case Nos. 21STCV06223, 21STCV06249, 21STCV06195, 21 STCV06062, 21 STCV06064, and 21 STCV06065 (2021) For purposes of conducting the right to take trial, The Honorable Elaine Lu consolidated six eminent domain actions filed to acquire properties needed for the Inglewood Basketball and Entertainment Project, the future home of the Clippers NBA team, after defendants in each of those cases asserted right to take challenges including a Public Use Challenge. There were a total of twelve right to take challenges asserted. Brenda served as lead counsel for the City of Inglewood and after a five day bench trial, Inglewood prevailed on all the challenges. June 19, 2023 Special Board Meeting Agenda Packet- Page 118 of 125 AMENDED Page 116 of 122 RECOGNITIONS TAMC v. MWM Investments, LLC, et al., Monterey Superior Court Northern California Super Lawyers list: Case No. 17CV001231 (2019) Eminent Domain, Super Lawyers Magazine, 2020-2021 Brenda served as lead trial counsel for TAMC on this case where TAMC The Best Lawyers in America, Eminent needed to acquire a portion of a warehouse building on a 4.7 -acre Domain and Inverse Condemnation Law, industrial parcel. After a three-week jury trial, the jury found TAMC owed 2020-2022 nearly $930,000 less than the landowner's final demand. The jury verdict was $730,000 less than the deposit made by TAMC and ordered by the Top Defense Result," Top Verdicts of trial judge 2015 Special Report, Daily Journal, February 2016 0 Celebron v. City of Palmdale et al.: Simmons v. Palmdale and Faulk Unity Award, Minority Bar Coalition, 2015 v. Palmdale (2017) Wiley Manuel Pro Bono Award, The State More than 30 plaintiffs brought separate actions against the City of Bar of California Palmdale involving inverse condemnation, nuisance, negligence, and Sloan Fellowship, Carnegie Mellon trespass claims as a result of a massive 2015 rain storm that caused University, Pittsburgh, Pennsylvania, substantial flash flooding and debris flow. With a "return frequency" at School of Urban and Public Affairs 1000 years, the storm overwhelmed the City's public improvements. Brenda served as lead counsel on the cases and obtained favorable results for Palmdale by: (1) negotiating the dismissal of Palmdale from the Simmons action within a few months of the filing of the action, (2) prevailing on a summary judgment motion in the Faulk action by establishing that the epic storm was a superseding, intervening cause of plaintiffs' damages, and (3) negotiating a settlement of the remaining Dunagan/Celebron plaintiffs, which was paid by the pooling entity with a minimal contribution from the City of Palmdale. After Brenda successfully argued a summary judgment motion that resulted in the dismissal of numerous plaintiffs, the motion served as the catalyst to get the remaining cases settled at substantially less than it would have cost the City to prepare summaryjudgment motions in those cases. ■ Gonzalez v. Johnson (2015) Brenda successfully represented the City of Sacramento in defeating the last legal challenge to the $477 million entertainment and sports arena in downtown Sacramento that serves as the home for the Sacramento Kings NBA team. After an 11 -day trial with 18 witnesses, more than 150 exhibits and the presentation of an administrative record, Sacramento Superior Court Judge Tim Frawley issued a proposed Statement of Decision finding that "plaintiffs have failed to meet their burden of proof on any of their causes of action" and awarded the recovery of defense costs. Opponents settled their case for dismissal of all claims with prejudice in exchange for a waiver of costs. In an attempt to overturn the City's approval of the arena, opponents had alleged that the public-private partnership supporting the arena engaged in a "secret subsidy," collusion, fraud, concealment, waste and illegal expenditure of public funds, along with alleged illegalities in the City's $325 million in bond financing. The case also addressed unadjudicated law as plaintiffs' reverse validation claim challenged the City's finding that there were "significant public benefits" from issuing bonds under the Marks -Roos Local Bond Pooling Act of 1985. Prior to Gonzalez v. Johnson, there was little judicial guidance for cities in their issuance of bonds under the Act. The Daily Journal selected the victory in Gonzalez v. Johnson as a "Top Defense Result" in its special report of the Top Verdicts for 2015. ■ Bay Area Rapid Transit (BART) v. PPF Industrial, et al. (2015) In a case raising complex questions on valuation of "improvements pertaining to the realty," as well as unique relocation and goodwill issues, Brenda Aguilar -Guerrero Page 2 June 19, 2023 Special Board Meeting Agenda Packet- Page 119 of 125 AMENDED Page 117 of 122 Brenda overcame the bloated appraisals from a business owner, saving the transit district over $4 million. A medical device sterilization business, represented by Norm Matteonni and Peggy O'Laughlin, sought $9.85 million in eminent domain just compensation from BART. As a result of motions in limine, that amount was reduced to $9.4 million. The jury awarded the business only $5.4 million, forcing it to return $400,000 to BART from the agency's pretrial deposit—a rare occurrence in eminent domain disputes. ■ Santa Clara Valley Transportation Authority (VTA): SVBX BART Project and CELR Project Brenda served as counsel on numerous eminent domain matters filed by VTA to acquire property for a 10 -mile extension of the BART system to the Silicon Valley. The acquisitions ranged from full takes of multi -acre industrial parks containing numerous multitenant masonry buildings requiring complicated relocations of numerous business tenants, to complex acquisitions involving highest and best use and project influence issues. Brenda drafted purchase and sale agreements including one for a property valued at $26 million, drafted license agreements, and obtained orders for possession. She also assisted with complicated relocation, valuation and improvements to the realty issues. Brenda was also successful in having the Business Owner accept her final offer, after the jury was empaneled, that was hundreds of thousands of dollars below the Business Owner's trial testimony. (VTA v. RK Logistics (2013)). Brenda was part of the trial team that prevailed at a trial involving 10 separate right -to -take challenges. The challenges were raised in a condemnation action brought to acquire property owned by a shopping center for the construction of the Capitol Expressway Light Rail Project. In Santa Clara Valley Transportation Authority v. Eastridge Shopping Center, LLC (Case No. 1 -11 -CV- 209524), judgment was entered in favor of VTA on all ten challenges including CEQA objections raised by Eastridge's counsel (Gibson Dunn), Macy's West Stores' counsel (Matteonni O'Laughlin & Hechtman), J.C. Penney's counsel (Turner & Turner Law) and Sears' counsel (SNR Denton). ■ Santa Clara Valley Transportation Authority: The U.S. 101 Auxiliary Lanes Project After the complaints and motions for prejudgment possession had been filed by in-house counsel to respond to the numerous oppositions filed by several large developers, Google, a water district, and a City, Brenda was successful in getting stipulated orders for possession and reaching early settlements with all the property owners. Five actions were filed to acquire various property interests needed for this project to relieve traffic congestion by constructing auxiliary lanes and extending high occupancy vehicle (HOV) lanes on Highway 101 between State Route 85 in Mountain View and Embarcadero Road in Palo Alto. The settlements required coordination with the various property owners and Caltrans, as well as implementation of creative strategies. ■ Transportation Agency of Monterey County (TAMC) – Salinas Rail Extension Project Brenda is presently assisting TAMC with Package 2 of a 16 -mile commuter rail extension project. She filed 10 eminent domain actions, settled nine and tried one of these actions to verdict for Package 1 and for Package 2, she filed three actions. She has settled all three actions and is assisting with the final aspects of Package 2. She advised TAMC through the pre -condemnation phase, assisting with valuation, relocation, project coordination, and appraisal issues for both packages. She also assisted TAMC with numerous hardship acquisitions. ■ Council of San Benito County Governments (COG) – Highway 25 Bypass Project Brenda assisted COG with all aspects of the right-of-way process, acquisitions and condemnations for the Highway 25 Bypass Project. A total of 44 property acquisitions were required for the Project. Two properties were acquired in their entirety as full fee takes; one business was relocated; one household was relocated; and one rental tenant was relocated. The remaining properties were acquired as partial fee takes, in addition to the acquisition of public utility easements and temporary construction easements. Brenda assisted COG staff and consultants in preparing initial offers, staff reports, resolutions of necessity, and an amendment to their joint powers agreement, as well as in negotiating settlements. Sixteen cases were filed. Most involved complex legal and valuation issues relating to severance damages, highest and best use, development potential, dedication requirements, zones of value, and benefits. Brenda Aguilar -Guerrero Page 3 June 19, 2023 Special Board Meeting Agenda Packet - Page 120 of 125 AMENDED Page 118 of 122 Four cases are described below Council of San Benito County Governments v. Hollister Inn, (2012) 209 Cal.AppAth 473. The property owner, Hollister Inn, who owned and operated a Best Western Hotel in the City of Hollister near the intersection of Highways 25 and 156, objected to the taking of its access easement across another property owner's property which provided the hotel direct access to Highway 25, which it alleged was its main entrance. At the right -to -take trial, the court found that COG committed a gross abuse of discretion by failing "to consider the possibility of taking the property of an adjoining landowner to provide Hollister Inn access to Highway 25" pursuant to section 1240.350. The trial court further found that COG "failed to exercise its discretion to determine whether the project was planned or located in the manner that will be most compatible with the greatest public good and the least private injury." After COG complied with the conditional dismissal, Hollister Inn accepted COG's final offer, and COG appealed. The Court of Appeal reversed the trial court and vacated the award of attorney's fees and costs. It found that the trial court erred in issuing an order of conditional dismissal against COG and in awarding reasonable litigation expenses to Hollister Inn. It also found that section 1240.350 does not authorize a public entity to condemn land to provide access to other private property when that property is cut off from access to a particular public access but is not landlocked. Council of San Benito County Governments v. Roberts et al., San Benito Superior Court, Case No. CU -06-00050. This case involved a full take of two adjacent parcels with a total area of 2.76 acres. One of the parcels was partially improved for use as a trailer sales and repair facility. Portions of both parcels were taken as uneconomic remnants. The case was bifurcated after the tenant disclaimed any and all rights to compensation for its leasehold interest in the property. The property owner made an initial demand of $3,606,780, supported by a summary statement of his trial appraiser. COG deposited $1,052,000 as just compensation. The case settled for $1,562,938 on the eve of trial. The court granted judgment for COG as to the tenant's claim for loss of goodwill; the tenant was seeking a six -figure settlement. Council of San Benito County Governments v. K&S Market, et al., San Benito Superior Court, Case No. CU -06- 00047. This case involved a partial take of two adjacent parcels totaling 5.271 acres. The land was improved with a Safeway Food and Drug Store and a Safeway Service Station. As a result of one of the fee takes, Safeway lost 28 parking spaces. It was undisputed that the Safeway parking was already at a minimum. After negotiations with Caltrans and the owners/tenants, Brenda negotiated a settlement in which Caltrans agreed to allow COG to provide an excess parcel to the defendants for conversion into a parking lot for the store. This creative settlement resulted in great savings for all parties, especially COG. Council of San Benito County Governments v. McNamee, et. al., San Benito Superior Court, Case No. CU -06- 00048. This case involved a partial take of 1,494 square feet that eliminated 175.01 feet of the parcel's frontage on San Felipe Road. The defendants sought substantial severance damages. Brenda argued at trial that defendants were not entitled to any severance damages because they could not show a "substantial impairment of access to their remainder parcel." The trial court agreed and the Court of Appeals for the Sixth Appellate District affirmed. BART's San Francisco Airport Extension Project Brenda represented San Mateo County Transit (SamTrans) and BART on various cases related to BART's extension to the San Francisco International Airport. Two cases are described below. San Mateo County Transit District v. City and County of San Francisco, et al., San Mateo County Superior Court, Case No. 405695. Brenda represented SamTrans in this action involving 50 separate parcels of property over approximately 8 miles of the former San Francisco Market Street Railway right-of-way. This case presented numerous challenging appraisal issues regarding full and partial takings, temporary construction and subterranean utility easements located on both residential and commercial property, as well as loss of goodwill. Favorable settlements were negotiated with 58 of the 59 named defendants. One defendant business tenant refused to settle and Brenda obtained summary judgment by establishing its lack of entitlement to loss of goodwill. On appeal, the summary judgment was affirmed. San Mateo County Transit District v. Tanforan Park Shopping Center, et. al., San Mateo County Superior Court, Case No. 407836. Brenda represented SamTrans to acquire land for the construction of the San Bruno BART Brenda Aguilar -Guerrero Page 4 June 19, 2023 Special Board Meeting Agenda Packet - Page 121 of 125 AMENDED Page 119 of 122 Station. The subject fee acquisition consisted of 5 acres of land that had been designated as parking for a shopping center. Permanent underground utility and temporary construction easements affecting approximately 8,800 square feet were also condemned. The case presented complex valuation issues related to severance damages, including entitlement, highest and best use, development potential, parking usage, and benefits. Significant goodwill loss claims also were asserted. As part of the eight-week jury trial, Brenda tried the goodwill issues. The jury returned a verdict of $0 for national retailer Sears on its goodwill claim. ■ North Concord BART Station Brenda defended BART in an inverse condemnation action brought by over 100 plaintiffs living near the BART extension from Concord to the North Concord Station. The case consisted of three consolidated actions brought by homeowners and residents who claimed physical damage and personal injuries allegedly suffered during the period of construction and operation. Thirteen separate causes of action were alleged. Brenda negotiated a very favorable settlement for BART that included payment on only some of the construction related claims. Judgment was entered in favor of BART on all other claims. INSIGHTS Presentations "Career Advancement Obstacles and Opportunities," Bay Area Women Lawyers Retreat, February 2020 "Identifying and Minimizing Implicit Bias in the Land Use Context," County Counsels' Association of California, Fall Land Use Conference, 2019 Program Co -Chair and Presenter, "Prejudgment Possession: What You Need to Know," 21s' Annual Northern California Eminent Domain Conference - Legal, Appraisal & Government Perspectives, CLE International, 2019 "Identifying and Minimizing Implicit Bias," 21st Annual Northern California Eminent Domain Conference, CLE International, 2019 Program Co -Chair, "Eminent Domain: Legal, Appraisal & Right of Way Perspectives," 20th Annual Northern California Eminent Domain Conference, CLE International, 2018 "Women In Law Series Panel Discussion: Battling Bias," Alameda County Bar Association and Women Lawyers of Alameda County seminar, 2018 "High Stakes & High Risks: Strategies for Handling High -Profile Litigation," California Minority Counsel Program seminar, 2018 Program Co -Chair, "Eminent Domain: Law & Policy," and "Relocation Law," 19th Annual Northern California Eminent Domain Conference, CLE International, 2017 "Pathways to Partnership," California Women Lawyers Annual Conference, 2016 "Eminent Domain Litigation and New Law Regarding Final Offers," Right of Way Annual Spring Conference, Chapter 42 of the International Right of Way Association, 2016 Program Co -Chair, "Case Law and Legislative Update," 18th Annual Northern California Eminent Domain Conference, CLE International, 2016 "What's New? The Latest Legal Developments You Need to Know," 18th Annual Southern California Eminent Domain Conference, CLE International, 2016 Program Co -Chair, "Eminent Domain 101," 17th Annual Northern California Eminent Domain Conference, CLE International, 2015 Program Co -Chair, "The Effects of the Casasola Decision on the After Condition Goodwill Analysis," 16th Annual Northern California Eminent Domain Conference, CLE International, 2014 Brenda Aguilar -Guerrero Page 5 June 19, 2023 Special Board Meeting Agenda Packet - Page 122 of 125 AMENDED PRACTICL vr%0UPS Litigation Public EDUCATION J.D., University of California, Boalt Hall School of Law, 2009 B.S., cum laude, Political Science, Minor, Philosophy and Religious Studies, Central Michigan University, 2004 ADMISSIONS California State Bar RECOGNITIONS Prosser Award — Criminal Law Prosser Award — Water Law Paie 120 of 122 MIN BURKE, WILLIAMS & SORENSEN. LLP Megan A. Burke Partner Pronouns: she, her, hers Oakland maburke@bwslaw.com 1999 Harrison Street, Suite 1650 510.273.8773 D Oakland, California 94612 510.273.8780 T Megan A. Burke provides municipal law services to public agencies throughout California. She currently serves as the Assistant General Counsel for Valley of the Moon Water District and as the Assistant Counsel for the Eastern Contra Costa Transit District. Megan specializes in revenue issues, such as the adoption and defense of rates, fees, and taxes in compliance with Propositions 13, 218 and 26 and the Mitigation Fee Act. For example, she has assisted local agencies with the establishment and increase of rates for water, sewer and solid waste services and the adoption and management of various impact fees. Megan has also defended multiple lawsuits challenging the legality of rates and impact fees under the California Constitution and state law. In addition, Megan provides special counsel litigation and advisory services on a wide range of public law matters, including the Bradley -Burns local sales tax law, eminent domain, inverse condemnation, local land use and zoning issues, general municipal law, the California Public Records Act, and conflicts of interest. Megan is currently prosecuting several actions on behalf of cities and successor agencies against the Department of Finance, which challenge adverse determinations related to the dissolution of redevelopment agencies. INSIGHTS Presentations "Salvaging Tiered Water Rates Post San Juan Capistrano," Contra Costa County City Attorneys Association, June 2015 "California Public Records Act and Record Retention Policies," Client Presentation, 2014 "Lessons Learned from Livermore's Experience with the Board of Equalization," Bay Area City Attorneys Luncheon, January 2014 Publications "Inclusionary Housing Requirements Suffer Another Blow," The Northern News, June 2015 June 19, 2023 Special Board Meeting Agenda Packet - Page 123 of 125 AMENDED PRACTICE GROUPS Public Construction EDUCATION J.D., Southwestern Law School, 2001 B.A., The Ohio State University, 1997 ADMISSIONS State Bar of California United States District Court for the Central District of California United States District Court for the Southern District of California AFFILIATIONS American Bar Association, Construction Law Forum San Diego County Bar Association Paw2211 22 mle� W M BURKE, WILLIAMS&SORENSEN, LLP Mark M. Mercer Senior Associate San Diego mmercer@bwslaw.com 501 West Broadway, Suite 1600 619.814.5814 D San Diego, California 92101 619.814.5800 T Mark Mercer is a senior associate in Burke's San Diego office and a member of the Public Law Practice Group. Mark previously served for 14'/2 years as a Deputy City Attorney for the City of San Diego as the advisory attorney for the Public Works and Public Utilities Departments. During this time, he gained vast experience in advising public agencies in contract procurement, bid disputes, drafting construction contracts, managing contractor claims, prevailing wage compliance, Proposition 218 compliance, and managing conflict of interests in contracting. Additionally, Mark has experience with advising local agencies on Brown Act and California Public Record Act compliance. Prior to working at the City of San Diego, Mark had experience in insurance defense and representing sureties in construction litigation. Mark holds a CEQA Practice Certificate from the University of California San Diego Extension. He also served in the United States Marine Corps Reserve from 1993 until 1999. PROJECTS Mark assisted in drafting the construction agreements for the City of San Diego's Pure Water Project, renovations to Torrey Pines North and South Golf Course and the installation of automated water meters throughout the City of San Diego. June 19, 2023 Special Board Meeting Agenda Packet - Page 124 of 125 AMENDED Page 122 of 122 June 19, 2023 Special Board Meeting Agenda Packet - Page 125 of 125 AMENDED