SOUTH FEATHER WATER & POWER AGENCYsouthfeather.com/assets/2013/04/20130423_Packet.pdf · SOUTH FEATHER WATER & POWER AGENCY. AGENDA . Regular Meeting of the Board of Directors of

SOUTH FEATHER WATER & POWER AGENCY

AGENDA Regular Meeting of the Board of Directors of the

South Feather Water & Power Agency Board Room, 2310 Oro-Quincy Highway, Oroville, California

Tuesday; April 23, 2013; 2:00 P.M.

A. Roll Call

B. Approval of Minutes – Regular Meeting on March 26, 2013 (Tab 1) Special Meeting on April 8, 2013 C. Approval of Warrants (Tab 2)

D. Public Participation Individuals will be given an opportunity to address the Board regarding matters within the Agency’s jurisdiction that are not scheduled on the agenda, although the Board cannot take action on any matter not on the agenda. Comments will be limited to 5 minutes per speaker. An opportunity for comments on agenda items will be provided at the time they are discussed by the Board. Comments will be limited to five minutes per speaker per agenda item.

E. Staff Reports (Tab 3)

F. Directors’ Reports Directors may make brief announcements or reports for the purpose of providing information to the public or staff, or to schedule a matter for a future meeting. The Board cannot take action on any matter not on the agenda and will refrain from entering into discussion that would constitute action, direction or policy, until such time as the matter is placed on the agenda of a properly publicized and convened Board meeting.

G. Business – LAFCo Election (Tab 4) Action to cast the Agency’s vote for Butte LAFCo non-enterprise and alternate special district commissioners. Amendment of Investment Policy (Tab 5) Amendments to Policy #470, “Investments,” proposed by legal counsel to conform the policy to current law regarding public agency investments. PERS Health Care – Employer’s Contribution (Tab 6) Adoption of Resolution No. 13-4-1, fixing the Agency’s contribution under the Public Employees’ Medical and Hospital Care Act. Roof Replacement – Forbestown Mechanic’s Shop (Tab 7) Approval of contract with Truitt Group for replacing the roof on the shop at Power Division’s Forbestown headquarters at a cost of $101,204. Automation Controls Upgrade – Miners Ranch and Bangor Treatment Plants (Tab 8) Approval of contract with Automated Network Controls for integration of telemetry and automation controls at Miners Ranch and Bangor treatment plants at a cost not to exceed $5,000. Closed Session. Conference with Legal Counsel (Tab 9) Existing Litigation: (Government Code §54956.9a), SFWPA v. Surface Water Data; and, Littleton v. SFWPA.

H. Adjournment

MINUTES of the REGULAR MEETING of the BOARD of DIRECTORS of SOUTH FEATHER WATER & POWER AGENCY

Tuesday, March 26, 2013, 2:00 P.M., Agency Board Room, 2310 Oro-Quincy Hwy., Oroville, California

DIRECTORS PRESENT: James Edwards, Dee Hunter, Lou Lodigiani, Dennis Moreland and

Steve Onken. STAFF PRESENT: Steve Wong, Finance Division Manager; Arthur Martinez, Manager of Information Systems; Matt Colwell, Water Division Manager; Kathryn Zancanella, Power Division Manager; Dustin Cooper, Legal Counsel; Michael Glaze, General Manager. OTHERS PRESENT: None. CALL TO ORDER President Lodigiani called the meeting to order at 2:00 p.m., and led the Pledge of Allegiance. APPROVAL OF MINUTES M/S/C (Moreland/Onken) approving the Minutes of the regular meeting of February 26,

2013. APPROVAL OF WARRANTS M/S/C (Edwards/Hunter) approving the total General Fund and Joint Facilities Operating

Fund expenditures for the month of February 2013 in the amount of $1,574,069.00; and, approving the total Power Division expenditures for the month of February 2013 in the amount of $20,176.24.

PUBLIC PARTICIPATION – None. WATER DIVISION MANAGER’S REPORT The Board reviewed a written report from Matt Colwell, Water Division Manager. Operations Water Division staff have been accomplishing normal water system maintenance and operations tasks. Ongoing projects include domestic service installations including an increase in new backflow installations, and distribution system betterments, and leak repairs. Staffing Mr. Colwell congratulated Rob Wilcox, water treatment operator, for obtaining his T-4 certification, as well as Water Treatement Operator IV Jerry Gentry who has announced his retirement for May 30, 2013, and Maintenance Technician Tom Veurink, who has announced his retirement date of July 6, 2013. 2013 Vehicle Replacements The 2013 Agency budget included the procurement of three replacement vehicles. The requests for bids were distributed to nine dealers, with five bid packages received. Yuba City Toyota was awarded the midsize truck contract ($31,925), and Gridley Country Ford was awarded contracts for two full size Ford trucks ($25,141 each). Vehicles being replaced are a 1996 Ford Ranger (T-68), a 1997 GMC Sonoma (T-72), and a 1994 full-size GMC truck (T-177, former power division vehicle). State Health Inspection The 2013 Californian Department of Public Health Annual Inspection occurred on March 18, 2013 and included the inspection of a 14-page report on the operations and maintenance of the domestic water treatment and distribution system. After the report review, a field inspection of Miners Ranch Treatment Plant, distribution system conveyance, and storage facilities occurred.

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The Agency has historically received favorable reports with no reported system deficiencies, and similar results are anticipated from the 2013 inspection. Water Use Efficiency Mr. Colwell provided a graph (below) showing continued improvements in domestic water use efficiency. The graph compares the past 21 years of annual average daily water consumption per customer account (approximately 700 gallons per day in 2012). The converging lines indicate that today more of the total amount of water diverted to the treatment plant (Plant) is making it to the customers’ meters (Billed), and less treatment process water and water lost to the system (leaks, flushing, meter error) is being used. In 2012, approximately 89% of the water diverted is billed to the customer, 4.8% of the water is used for treatment process needs such as filter backwashing, and 6% of the water diverted is lost in the distribution system (leaks, flushing, meter error).

MRTP Control System Upgrade Water treatment personnel have been working with Art Martinez, Manager of Information Systems, on evaluating MRTP automation control systems upgrade. Various components of the proposed upgrade are included in the 2013 budget. Management and staff have attended a couple of meetings and seminars evaluating Rockwell Automation products and control system solutions as part of the planned migration to a more stable and secure water treatment plant process control and automation system. Irrigation Operations The Agency irrigation system current releases are: Forbestown Ditch SF 14 = 0 cfs NYWD = 0 cfs WD 6 = 0 cfs Bangor Canal SF 25 = 8 cfs Palermo Canal = 2 cfs Water Treatment Operations Water demand at MRTP is near average (96%). Solar Plant Production MRTP power demand was greater than solar generation by 20,100 KWH during the month of January. FINANCE DIVISION MANAGER’S REPORT The Board reviewed a written report from Steve Wong, Finance Division Manager, including financial statements for the month ending February 2013, together with consumption and revenue data for all six distribution systems.

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South Feather Relicensing Consulting Services No invoices have been submitted this month by HDR for relicensing consulting services. Total payments to HDR for relicensing services amount to $5,115,556 for services rendered through May 5, 2012. The budget balance remaining under this agreement is $35,206. CalPERS At the request of CalPERS, the Agency is cooperating with CalPERS to ensure that all dependents enrolled in a CalPERS health plan are eligible for coverage. A dependent eligibility verification process is scheduled for the period of July 2013 through December 2014. An amnesty process to disenroll ineligible dependents is currently in place through June 30, 2013. In recent years the Agency has required eligibility documentation of dependency status prior to setting up health insurance for dependents. Payroll Processing The Agency payroll is processed through ADP. This month ADP modified its programs consolidating the two modules SFWPA uses to prepare the payroll and the distribution of its labor costs. The consolidation has not been smooth as ADP has not provided SFWPA with the same input functionality that was in place prior to the modification. While payroll has been processed and the desired output for labor distribution has been received, SFWPA will continue to monitor and evaluate the new process. Agency staff is to be commended for their flexibility and patience during this modification. Investments As of February 28, 2013, the Agency’s funds were deposited as follows: LAIF 46% Money Market Funds 15% Certificates of Deposit 16% Fixed Income Portfolio 14% Cash 9% When considering the investment of Agency funds, safety and liquidity take first priority, followed by the rate of return. Directors reviewed the current investment policy (#470). Mr. Glaze advised the board that legal counsel Dustin Cooper had recommended some modifications to the policy to update it relative to current law, and that those proposed amendments will be agendized for board consideration at its meeting in April. Residual Property Tax from Redevelopment Agencies With the dissolution of redevelopment agencies in California, “residual” property tax revenues previously received by redevelopment agencies have been distributed to schools, cities, counties and special districts. For 2011-2012, “residual” funds from the Oroville Redevelopment Agency amounted to $2,774,438, of which SFWPA received $5,882. POWER DIVISION MANAGER’S REPORT The Board reviewed a written report from Kathy Zancanella, Power Division Manager, including precipitation to date, and water management, powerhouse operations and power revenue for February 2013. Based on the March 1 snow survey, PG&E’s forecasters currently do not expect either Little Grass Valley or Sly Creek reservoir to fill completely, and DWR’s Bulletin 120 estimates the South Fork Feather River runoff is 55% of average. The draft at Little Grass Valley was reduced to 11 cfs on March 8, and the spill gates will be closed at the end of the month. Employees Joe Gibson and Eddie Paul assisted DWR staff with a mid-month snow survey at Pilot Peak that indicated snow depth was 29.9 inches and water content was 13.7 inches. The recent warm temperatures produced a fair amount of snow melt, and prior to the most recent rain, Slate Creek Tunnel had flows of 165–210 cfs. Flows jumped to 600 cfs as a result of the rain.

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Forbestown Powerhouse Annual Outage The annual maintenance outage on Forbestown began March 11 and was completed on March 22. Some of the tasks accomplished included transformer and relay tests, permanent magnetic generator flyball calibration, exciter brushes replacement, and cooling water pit cleaning. In the cooling water pit, the pressure regulator valve (PRV) drain valve bolts were found to be loose through deterioration and the drain valve was spraying water. New bolts were installed. The PRV will need to be rebuilt or replaced at some point in the future, as the bushings are wearing, allowing excess water to flow from the piston chamber. This job will need to be done in conjunction with replacing the runner liner plates, as they have significant leakage, making it challenging to pressurize the spiral case in order to open the turbine shutoff valve. NERC/WECC Activity As previously reported, the Agency received a Notice of Alleged Violation in December 2012 stemming from a self-report made to WECC in July 2012. The Agency requested that the matter go to settlement negotiations and those negotiations between WECC enforcement staff, Mr. Glaze and Mrs. Zancanella were conducted on March 12, 2013. The negotiations resulted in a reduction of the proposed $21,500 fine down to $7,000. The first phase of the NERC compliance Mock Audit was completed on March 13, 2013. Quanta Technology’s will issue a report by the end of April or early May on the results of its audit of evidence compliance prepared by staff. Lost Creek Dam 1997 Geomembrane Project Recognized by ICOLD In January, John Wilkes of Carpi USA Inc. forwarded the following from the International Commission on Large Dams: As you know, the 2013 International Commission on Large Dams (ICOLD) is holding its 2013 meeting in Seattle in August. The United States Society on Dams (USSD) is hosting the meeting. It has been 25 years since the United States hosted an ICOLD meeting. Part of the host country’s responsibilities for this meeting is creating a publication on dams in the United States. USSD has elected to produce two different publications for this meeting. These publications include the following:

· A technical reference publication on significant dam projects constructed in the United States since 1988. This publication, Achievements and Advancements in US Dam Engineering, will highlight approximately 60 dam projects in the United States. This new publication will provide a 25-year update of the landmark dams that have been constructed or modified since the 1988 publication and will provide an overview of the current state-of-the-practice in dam safety and dam engineering in the United States. This publication will be available in a searchable electronic format and will include linked references and an electronic copy of the 1988 publication “Development of Dam Engineering in the United States”.

· A pictorial display of approximately 115 dams in the United States. This publication, Dams of the United States, will be a hard-bound book that includes stunning photographs of US dams and pertinent facts and figures about these dams.

A special committee has canvassed the industry for projects to include in the Achievements and Advancements in US Dam Engineering publication. This committee reviewed over 150 projects for consideration. The committee would like to include the upstream liner modifications to Lost Creek Dam as one of the significant projects for inclusion in the publication. Subsequently, Mrs. Zancanella assisted staff from Carpi by providing the requested information about Lost Creek Dam and the performance of the geomembrane liner based on monitoring conducted since 2002. GENERAL MANAGER'S REPORT The Board reviewed a written report from Michael Glaze, General Manager.

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SFPP Casualty Memorial After the last board meeting, Mr. Glaze contacted the individual who coordinates/supervises interns in the Department of History at CSU Chico and explained the Board’s interest in memorializing the men who were killed while working on the South Feather Power Project. He asked him if researching the names of these individuals might be a project suitable for an intern or a senior project and was told “our best available students have either graduated this year, or will be graduating and leaving the area at the end of this spring semester.” He suggested that Butte County Historical Society be contacted. Subsequently, Mr. Glaze left a voice-mail message at the Butte County Historical Society’s phone number, and later received a response that his message had been forwarded to Stu Shaner. It was the Board’s general consensus that it wanted documentation before names were attached to a memorial, and directed that plans be made for a generic memorial, with names added later after qualified research could be accomplished. Grow Oroville Coalition Directors reviewed a draft Request for Proposals (RFP) for a Business Recruitment Branding and Marketing Program prepared by Mr. Glaze and reviewed by Coalition members on Friday, March 22. Coalition members on the 22nd also discussed how to formalize the relationship of its members, especially concerning cost sharing, governance, dispute resolution, addition/withdrawal of members, billing procedures, confidentiality and the term of any agreements. Unfortunately, given the current financial difficulties facing the City of Oroville (needing to cut $2 million from its budget), and the County’s lack of discretionary funds, neither of them are in a position to commit to funding the branding/marketing project at this time. Directors each expressed their respective opinions about the importance and the critical timing for this project, and its importance for growing the community’s economy. Mr. Glaze stated that, unless directed otherwise, he was going to release the RFP, and that the responses would be submitted to the Board at its meeting in June, with a recommendation to engage one of the proposers. He expressed the opinion that, if the project were to move forward, it would most likely be funded exclusively by the Agency. He asked for objections if that probability was a “deal breaker.” No objections were stated. Mr. Glaze expressed his appreciation for the Board’s willingness to support this exciting project, as well as its willingness to allow the Agency to lead the group and facilitate its administration. CAPPA Annual Meeting Directors were informed that they and their spouses were invited to attend the annual dinner meeting of the California Association of Power Producing Agencies (CAPPA) on May 8, 2013, in conjunction with the spring ACWA Conference. PG&E will be hosting the dinner for this meeting that will be held at the Hyatt Regency in Sacramento. “Water Subcommittee of the Historic District Neighborhood Watch of Oroville” Mr. Glaze reported that on March 18, he met with Celia Hirschman, Alan Young and Stephanie Tousley, who are the Water Subcommittee entitled above. The meeting was at their request and specifically so they could discuss “how we might possibly move our districts’ [water] service to your company [SFWPA].” In reality, their issue is the ever increasing California Water Service rates being charged to City of Oroville residents. He provided them with basic information about the process by which the City of Oroville could acquire CalWater’s system, as well as the likely expense of doing so. He said his message to them was twofold: SFWPA has no incentive other than community mindedness to assist in such and endeavor; and, the cost residents would have to bear to pay off the financing for a CalWater takeover by the City would not result in a reduction (and possibly even an increase) in their monthly water bills for at least 30 years. DIRECTORS’ REPORTS Dennis Moreland reported on a meeting he coordinated with Paradise Irrigation District regarding the feasibility of building a new reservoir and hydropower facilities near Sterling City.

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KELLY RIDGE TSV REPLACEMENT ENGINEERING In January 2012 the Board approved Task Order No. 5 with HDR Engineering for Phase 2 of the Kelly Ridge Turbine Shutoff Valve (TSV) replacement, for an estimated cost of $117,265. The anticipated scope of the project included developing the valve specifications, support of the bidding process, designing the additional components to install the valve, field engineering during installation, and completing as-built record documentation. Directors reviewed proposed Change Order No. 1 which includes additional services by HDR that were not foreseen when the original scope of work (Task Order No. 5) was developed. As a result of issues that came up with the Forbestown TSV and Obermeyer spill gate purchases, staff considered it prudent to develop some Purchaser’s Terms and Conditions, and an HDR procurement specialist assisted in drafting those terms and conditions. The Kelly Ridge TSV had to be rebid when it was determined that the original round of bids did not result in a valve that would have met the design specifications, and this required additional engineering support. Finally, staff has recommended that an on-site inspector be present during the valve installation for quality control purposes, as Agency staff will be busy completing other outage tasks simultaneously with the valve installation. These additional services are estimated to add $51,028 to the cost of the project, bringing the total task order cost estimate to $168,293. This amount, when added to the amount estimated for Task Order No. 10, Kelly Ridge Generator Support, remains within the amount budgeted for engineering for the project in 2013. The valve has been built and left South Korea on March 21, with arrival in the US in early April. M/S/C (Hunter/Edwards) approving, and authorizing the General Manager to execute,

Change Order No. 1 to Task Order No. 5 with HDR Engineering to perform Phase 2 Engineering for the replacement of the Kelly Ridge Powerhouse turbine shutoff valve, at a total estimated cost of $168,293.

BUSINESS DEVELOPMENT AGREEMENT In December 2012, the Board affirmed a short-term (November 30 – December 31, 2012) consulting services agreement with Aileen Foley (California Connections) for promoting SFWPA and the Oroville area to beverage bottlers in Ireland. An amendment to that agreement was approved in January extending the term through February 6, 2013. Ms. Foley is head of an international business development and government affairs firm headquartered in Dublin, Ireland. Her specialty is fostering Irish-California foreign direct investment, and she came to Mr. Glaze’s attention through Sam Driggers, Economic Development Manager for the City of Oroville. He was familiar with Ms. Foley as a result of previous business development work originating from the 2006 Sacramento Metropolitan Chamber of Commerce international study mission to Dublin. Ms. Foley’s efforts have led to a January 23 meeting by Mr. Glaze with Gerry Staunton, Irish Consul General; the February 6 visit to Oroville by Annette Mahon, Global Economic Development Director for Connect Ireland; and, a conference call Mr. Glaze had on February 26 with David Fitzgerald, Managing Director of Britvic Ireland Ltd. (Britvic is a British producer of soft drinks, and one of the largest in Europe). She is continuing to follow up with requests for information from Britvic’s V.P. of Franchising, and has met with Sinead Finnegan, General Secretary of the Beverage Council of Ireland. She is also working on getting the Agency included in a trade delegation from California to Ireland in the fall. Mr. Glaze opined that Ms. Foley adds significantly to the success potential of the Agency’s efforts to boost Oroville’s economy through the recruitment of beverage and water-dependent food manufacturers, and he recommended continuing the Agency’s contractual relationship with her. However, rather than continuing to approve short-term amendments, he proposed a 12-month agreement, commencing retroactively to March 1. Directors reviewed the proposed consulting services agreement that Ms. Foley had already executed.

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M/S/C (Onken/Hunter) approving, and authorizing the General Manager to execute, the consulting services agreement with Aileen Foley, California Connections, for a fee of $5,000 per month for 12 months commencing March 1, 2013; affirmation of payment of $2,500 to Ms. Foley for her services from February 7 through February 28, 2013; and, approval of 2013 Supplemental Appropriation/Budget Modification #2 in the amount of $60,000 to cover the cost of Ms. Foley’s services.

KELLY RIDGE POWERHOUSE RTU REPLACEMENT In March 2012 the Board approved a Master Services Agreement with Stone and Webster for completion of the SCADA Replacement Project. Also approved in the 2013 budget was $300,000 for replacement of the remote terminal unit (RTU) at Kelly Ridge Powerhouse, as the first of a multi-year project to upgrade the RTUs that interface with the new SCADA system. Directors reviewed a site-survey report prepared by Stone and Webster’s staff that describes the work that will be done at Kelly Ridge Powerhouse, and the equipment needed to complete the job. Directors also reviewed Contract Work Authorization (CWA 2013-1) with an estimate of $87,739 for Stone and Webster’s labor. Brian Howerton and Agency staff that assists him will be charging their time on the project to the appropriate accounting code, and the equipment itself is expected to cost about $70,000. Therefore, the project will be completed for less than the amount budgeted for 2013. M/S/C (Onken/Moreland) approving, and authorizing the General Manager to execute,

the Contract Work Authorization Task Order 2013-1 with Stone and Webster, with a not-to-exceed project cost of $87,739.

RECESS (convened at 3:07 p.m.) CLOSED SESSION (convened at 3:15 p.m.) Conference with Legal Counsel – Existing Litigation Government Code §54956.9a. SFWPA v. Surface Water Data; and Littleton v. SFWPA. OPEN SESSION (reconvened at 3:30 p.m.) President Lodigiani announced that legal counsel was given direction during the closed session. No action was taken. ADJOURNMENT (3:30 p.m.) Michael C. Glaze, Secretary Lou Lodigiani, President

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MINUTES of the SPECIAL MEETING of the BOARD of DIRECTORS of SOUTH FEATHER WATER & POWER AGENCY

Monday, April 8, 2013, 10:00 A.M., Agency Board Room, 2310 Oro-Quincy Hwy., Oroville, California

DIRECTORS PRESENT: James Edwards, Dee Hunter, Lou Lodigiani, Dennis Moreland and

Steve Onken. STAFF PRESENT: Arthur Martinez, Manager of Information Systems; Matt Colwell, Water Division Manager; Dustin Cooper, Legal Counsel; Michael Glaze, General Manager. OTHERS PRESENT: None. CALL TO ORDER President Lodigiani called the meeting to order at 10:00 a.m., and led the Pledge of Allegiance. CLOSED SESSION (convened at 10:00 a.m.) Conference with Legal Counsel – Existing Litigation Government Code §54956.9a. SFWPA v. Surface Water Data. OPEN SESSION (reconvened at 10:26 a.m.) President Lodigiani announced that action was taken during closed session authorizing the General Manager to execute an Agreement of Assignment with judgment collector Robert Schabert, as well as an Acknowledgment of Assignment of Judgment, whereby the Agency assigned its right, title and interest in the judgment it was awarded in its law suit against Surface Water Data, Inc. The action was approved by a 4-1 vote, with Director Onken voting “no.” ADJOURNMENT (10:27 a.m.) Michael C. Glaze, Secretary Lou Lodigiani, President

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TO: Board of Directors FROM: Steve Wong, Finance Division Manager DATE: April 16, 2013 RE: Approval of Warrants Agenda Item for 4/23/13 Board of Directors Meeting March 2013 General Fund and Joint Facilities Operating Fund expenditures are summarized as follows: Warrant Numbers: 40467 to 40543 , $ 173,155.14 Misc. Checks: 40240 to 40286 , $ 277,412.47 And 40366 to 40418 . Payroll Expenses: $ 479,579.68 TOTAL EXPENDITURES FOR MARCH, 2013: $ 930,147.29 March 2013 Power Division (“PG&E Legacy Projects”) expenditures are summarized as follows: Warrant Numbers: none $ -0- Misc. Checks: none $ -0- TOTAL POWER DIVISION EXPENDITURES FOR MARCH 2013: $ -0- Action to approve all expenditures:

“I move approval of the total General Fund and Joint Facilities Operating Fund expenditures for the month of March 2013 in the amount of $930,147.29; and note that there are no Power Division expenditures for the month of March 2013.”

South Feather Water and Power Agency

March, 2013 Warrants

Check Vendor Name Account General Description Amount

40467 ALS Group Corp 07-62-62200 Asbestos, Lead Paint Analysis 75.00$

40468 Better Deal Exchange 07-63-63100 Air Filters, Ball Valve 514.16$

40469 Brower's Tow Service 07-66-66201 Towing Service, T-90 360.00$

40470 Burlington Safety Lab 07-63-63201 Lineman Rubber Insulated Gloves 107.50$

40471 Buttes/Center State Pipes 07-63-63260 PVC Elbow & Coupler 230.89$

40472 Chadbourne Office Supply 07-60-60106 Folders, Labels 84.72$

40473 Comsco Inc. 07-63-63100 Paper Supplies, Cleaning Supplies 197.19$

40474 Consolidated Electrical Distributors 07-63-63100 Conduit Clamps, Photo Control Parts 183.81$

40475 Cresco Equipment Rentals 07-64-64171 Weekly Rental of Scaffold Package 75.25$

40476 Fastenal Company 07-63-63260 Nuts, Bolts, Studs, Brass Fittings 34.76$

40477 Grainger Inc. 07-62-62102 Used Oil Barrel Labels 56.98$

40478 Huntington's Sportsman 07-62-62102 Steel Toe Safety Boots, 3 employees 508.44$

40479 Industrial Power Products-Oroville 07-66-66100 Weedeater Supplies, Twist Lock 247.73$

40480 Interstate Battery System of Sacramento 07-66-66150 Truck Batteries 234.24$

40481 K-Gas, Inc. 07-66-66250 Propane, 4/4/13 deliveries 2,227.46$

40482 Kinney's Autotune 07-66-66150 Smog Test on T#112 31.75$

40483 M J B Welding Supply 07-63-63100 Welding Gloves, Pipeliner Cap 32.48$

40484 McMaster Carr Supply Co. 07-63-63260 Brass Fittings, Pipe Wrench, Transformer, Studs 309.05$

40485 North Yuba Water District 07-66-66250 Water Service., 1/15-3/14/13 84.75$

40486 PG&E-Sacramento 07-63-63501 Gen Interconnection Agreements, 4/2013 7,010.37$

40487 Quanta Technology, LLC 07-60-60201 NERC/WECC Mock Audit 10,450.00$

40488 Ray's General Hardware 07-66-66260 Pipe Fittings, Bolts, Wire, Lumber, Ball Valve 346.89$

40489 Sentinel Fire Equipment 07-63-63201 Fire Extinguisher service 1,202.18$

40490 Shaw-Stone & Webster, Inc. 07-00-11204 Network Equip, Water RTU Upgrade (2011-0841) 6,115.49$

40491 Sierra Circuit Breakers LLC 07-63-63260 Install AC-Pro and Bell Kit on LA-50 Breaker 3,150.00$

40492 Southwest Valve LLC 07-00-11202 Replacement TSV for KPH (2011-0832) 56,239.16$

40493 Thomas Hydraulic & Hardware 07-63-63260 Valves, Fittings, O-Rings, Ferrells 912.65$

40494 Thomas Welding & Machine 07-64-64201 Repair Howell Bunger Valve for SF-14 3,040.00$

40495 TJ/H2b Analytical Services, Inc. 07-63-63201 Test Oil Samples - FPH 645.00$

40496 Tucker Sno-Cat Corporation 07-66-66150 Tie Ronds Steering Swing, Clevis Pin for Snow Cat 2,875.48$

40497 Access Information Management 01-50-50201 Shredding Services, March 2013 48.15$

40498 Advanced Document Concepts 01-50-50380 Copier Maintenance, March 2013 443.11$

40499 Basic Laboratory 01-53-53201 Monthly MRTP Testing, March 2013 206.00$

40500 Better Deal Exchange 01-53-53260 Nuts, Bolts, Washers, Pressure Regulator 454.25$

40501 Bobcat of Chico 01-56-56150 Shaft, O Rings, Bearing, Oil Seals 1,669.72$

40502 Borges & Mahoney Company 01-53-53260 MRTP Supplies 2,812.01$

40503 Butte Auto Supply 01-56-56150 Truck Starter, Pwr Steering Pump, Lamp, Filters 379.96$

40504 Void

40505 California Connections 01-50-50201 May, 2013 services 5,000.00$

40506 CDW Government 01-58-58100 Rack Console, Keyboard 1,063.84$

40507 Chadbourne Office Supply 01-50-50106 Printer Toner, Copy Paper 1,541.31$

40508 Comsco Inc. 01-56-56100 Restroom supplies 44.32$

40509 Copy Center 01-52-52201 March 2013 Shipping services 56.82$

40510 Crane Pest Control 01-53-53201 March 2013 Pest Control services 80.00$

40511 Del-Mar Equipment Rentals 01-54-54104 Concrete, ball & mount, plug adapter 88.10$

40512 Empire Safety 01-52-52102 Tools, Safety Glasses, Hats, Ear Plugs 1,116.95$

40513 Fastenal Company 01-54-54104 Ball Bearings, Zip Tie 50.47$

40514 Ferguson Enterprises 01-53-53260 Valves, Couplers, Tubing 6,722.25$

40515 Grainger Inc. 01-54-54104 Connectors 337.98$

40516 Graphic Impressions 07-65-65106 Campground Envelopes 138.08$

40517 Hach Co. 01-53-53260 Turbidimeter, Sensor, Probe, Display 10,023.91$

40518 Industrial Power Products-Oroville 01-56-56150 Fuel Filler Cap, Chain Saw Oil 147.51$

40519 Itron 01-58-58360 Hand Held Software Maint Renewal, Apr 13 to Mar 14 2,080.19$

40520 K-Gas, Inc. 01-56-56160 Propane, 3/15/13 delivery 7.66$

40521 Lake Oroville Area PUD 01-53-53250 Service 4/1/13-6/30/13 78.15$

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March, 2013 Warrants

40522 Ryan Leforce 01-56-56200 Hot Taps 970.00$

40523 Matco Tools 01-56-56274 Die Grinder set 202.05$

40524 McMaster Carr Supply Co. 01-54-54104 Pipe Fittings, Pressure Regulators, Saw Blades 2,045.01$

40525 Metal Works Supply 01-54-54104 Pipe 877.03$

40526 Minasian, Spruance, Meith 01-50-50208 Feb and Mar 2013 Legal Services 7,194.35$

40527 National Meter & Automation, Inc. 01-00-22300 Meters, 31 7,748.42$

40528 Nor-Mac Inc. 01-55-55205 Repair Kit, Pipe, Bushing 377.29$

40529 North Valley Barricade, Inc. 01-54-54104 Marking Paint 129.00$

40530 Northern Safety Co. 01-52-52102 Gloves, Shields for Glasses, CPR kit refills 109.62$

40531 O'Reilly Auto Parts 01-56-56150 Floor Mats, Tire Foam, Glass Cleaner 67.56$

40532 Payless Building Supply 01-54-54264 Lumber 1,261.09$

40533 Ramos Oil Co. 01-56-56160 Fuel, Diesel and Oil Deliveries March 2013 11,786.64$

40534 Recology Butte Colusa Counties 01-56-56250 March 2013 service 593.17$

40535 Rexel Norcal Electric 01-54-54104 Switch, Fuse, Relay 927.03$

40536 Talley Communications 01-53-53260 Lightning Arrestor, Connector 193.77$

40537 Target Specialty Products 01-54-54295 RoundUp, Garlon 1,881.20$

40538 U.S.A. Blue Book 01-53-53260 Thermometer, Dechlorination Tabliets, Gloves 729.77$

40539 U.S. Bancorp Equip Finance 01-50-50171 Copier Lease payment 487.12$

40540 Vista Net, Inc. 01-58-58201 Remote support, Network support, Spam Filtering 2,922.00$

40541 Vulcan Materials Company 01-54-54104 Ballast CL Gravel 104.30$

40542 White Cap HDS Const. Supply 01-54-54104 Jet Plug Pail 188.24$

40543 Wilbur-Ellis 01-54-54295 Herbicide Adjuvant 186.36$

Total March, 2013 Warrants 173,155.14$

Page 2 of 6


Miscellaneous Checks, March, 2013

Date Check # Vendor Name Account Description Amount

03/07/13 40240 California Connections 01-50-50201 Consultant Services 2/7 - 2/28/13 2,500.00$

03/07/13 40241 AT&T 07-66-66251 February Local Service 1,125.05$

03/07/13 40242 B of A Bank Card 07-68-68408 Truck Lights, School Travel Expense 1,390.61$

03/07/13 40243 Calif Surveying Supply 07-00-11185 Printer/Scanner, Supplies (2013-0863) 8,867.30$

03/07/13 40244 Dish Network 07-60-60201 1 Yr Service 432.00$

03/07/13 40245 Eagle Security 07-60-60201 Forbestown Monitoring 193.50$

03/07/13 40246 Grainger 07-63-63100 Electrical Labeling Tape, Thermo Controller 1,163.02$

03/07/13 40247 Lorman Education 07-67-67408 Class plus CD - Alex Brown 465.05$

03/07/13 40248 Oro Dam Auto Ctr 07-66-66150 Throttle Position Sensor 74.47$

03/07/13 40249 Oroville Cable 07-66-66171 Welding Supplies 380.70$

03/07/13 40250 PG&E Oroville 07-66-66250 February Statement 3,447.22$

03/07/13 40251 Quanta Technology 07-60-60201 NERC/WECC Mock Audit 1,900.00$

03/07/13 40252 Recology Butte-Colusa 07-66-66250 February Services 419.22$

03/07/13 40253 Riebes Auto Parts 07-66-66150 Misc. Veh Maint Parts 576.18$

03/07/13 40254 S & S Supplies 07-63-63102 Safety Supplies 453.48$

03/07/13 40255 Sears Commercial 07-63-63100 Wet/Dry Vac Filters 71.66$

03/07/13 40256 Wal-Mart 07-63-63100 Bottled Water Batteries, Garbage Bags 126.04$

03/12/13 40257 ADP 01-50-50201 PR Processing PE 2/16/13, Annual Maintenance 1,470.42$

03/12/13 40258 Aircarriage 01-50-50201 Fee for Helicoptor Flight Charter 1,257.75$

03/12/13 40259 AT&T 01-50-50251 February Local Statement 452.94$

03/12/13 40260 AT&T Long Distance 01-50-50251 February Long Distance Statement 116.48$

03/12/13 40261 AT&T Mobility 01-50-50251 February Cell Phone Statement 465.80$

03/12/13 40262 Bof A Bank Card 01-50-50350 Business Meetings 43.78$

03/12/13 40263 CASH 01-50-50255 Gold Safety Dollars 200.00$

03/12/13 40264 CA Board of Equalization 01-00-22207 2012 CA Users Tax 11,717.00$

03/12/13 40265 CA Dept of Child Support 01-00-15224 Employee Judgement PR 3-8-13 270.83$

03/12/13 40266 CA State EDD 07-60-60406 Reimbursable Unemployment 995.00$

03/12/13 40267 CalPERS 01-00-22931 Employee Retirement PR 3/8/13 16,497.99$

03/12/13 40268 CalPERS 457 01-00-22908 Employee 457 Contributions PR 3-8-13 922.39$

03/12/13 40269 Cook Paging 01-56-56251 Pager Services 3.21$

03/12/13 40270 Dish Network 01-50-50251 Annual Fee 1,010.63$

03/12/13 40271 Home Depot Credit 01-54-54104 Portland Cement, Cleaning Supplies, Hose 652.50$

03/12/13 40272 IBEW #1245 01-00-25207 March Members Dues 5,214.68$

03/12/13 40273 Inabind 01-50-50106 Binding Supplies 262.49$

03/12/13 40274 Knife River Const 01-54-54104 Asphalt 543.83$

03/12/13 40275 Metal Works Supply 01-54-54295 24" Culvert 357.36$

03/12/13 40276 Moonlight Business 01-50-50114 UB Statement Processing 2,465.61$

03/12/13 40277 Oroville Cable 01-56-56100 Welding Supplies 273.08$

03/12/13 40278 PG&E - Oroville 01-56-56250 February Services 3,838.94$

03/12/13 40279 Reliance Standard Life 01-50-50402 Empl Life Insurance - March 2013 1,015.67$

03/12/13 40280 SCOR 01-53-53260 February Lab Water & Analysis 42.70$

03/12/13 40281 Skillpath Seminars 01-53-53408 Microsoft Excel Class 399.00$

03/12/13 40282 Sprint 01-53-53251 February On-Call Cell Phone 66.84$

03/12/13 40283 Standard Insurance 01-50-50403 March Empl Disability Ins. 2,432.95$

03/12/13 40284 Staples Credit Plan 07-67-67100 Camera, Empl Computer System, Pens Pencils 822.35$

03/12/13 40285 Tractor Supply 01-56-56150 Seat For Trencher 107.49$

03/12/13 40286 Wal-Mart 01-56-56100 Misc Cleaning and Shop Supplies 314.34$

03/26/13 40287-40330 February Warrants -$

03/26/13 40331-40365 February Warrants -$

03/20/13 40366 Barbara Endahl 01-00-22200 UB Refund 86.84$

03/20/13 40367 Tres & Wendy Hobbie 01-00-22200 UB Refund 25.00$

03/20/13 40368 NorCal Development 01-00-22200 UB Refund 31.50$

03/20/13 40369 Susan & Jace Rash 01-00-22200 UB Refund 89.89$

03/20/13 40370 Keith Slagle 01-00-22200 UB Refund 15.00$

03/20/13 40371 West Valley Const 01-00-22200 UB Refund 697.85$

03/20/13 40372 Dale Word 01-00-22200 UB Refund 1,191.49$

03/21/13 40373 ADP 01-50-50201 Payroll Processing PE 3/2/13 454.89$

03/21/13 40374 ACWA/JPIA 01-50-50400 Empl Vision & Dental, April 2013 8,856.19$

03/21/13 40375 AFLAC 01-00-22915 Empl Supplemental Ins PR 3/8 & 3/22/13 521.40$

03/21/13 40376 AT&T 01-50-50251 Circuit Billing 265.64$

03/21/13 40377 AT&T 07-60-60251 T-1 Internet Line 750.98$

03/21/13 40378 AT&T Long Distance 01-53-53251 March Statement 60.91$

03/21/13 40379 AWWA-CA/NV Section 01-53-53408 AWWA Conference Registration 515.00$

03/21/13 40380 Backflow Distributors 01-55-55205 BkFlow Assembly Test Kit 878.93$

03/21/13 40381 Butte Co. Ag Commissioner 01-56-56200 Animal Trapping Permit 100.00$

03/21/13 40382 Cal PERS 01-50-50400 April Employee Health Ins. 114,646.06$

03/21/13 40383 CA Dept of Child Support 01-00-15224 Employee Judgement PR 3-20-13 270.83$

03/21/13 40384 CA Rural Water Assoc 01-54-54408 Membership 4/1/13-4/1/14 1,030.00$

03/21/13 40385 IBEW #1245 01-00-25207 April Members Dues 5,214.68$

03/21/13 40386 Moonlight Business 01-50-50114 Processing UB Billing Statements 1,732.77$

03/21/13 40387 O'Reilly Auto Parts 01-56-56150 Vehicle Repair Parts 294.07$

03/21/13 40388 Oroville Ford 01-56-56150 Module, Flasher Switch, Head Light Screw 446.59$

03/21/13 40389 Petty Cash Reimbursement 01-52-52106 Reimbursement 1/1/13 - 3/20/13 172.01$

03/21/13 40390 Springbrook 01-58-58408 Users Group Conference Registration 595.00$

Page 3 of 6


Miscellaneous Checks, March, 2013

03/21/13 40391 Staples Credit Plan 07-62-62114 Adapter 30.19$

03/21/13 40392 U S Bank Visa 01-50-50225 Publication, Office Supplies 64.70$

03/21/13 40393 U S Bancorp Equip Finance 01-50-50171 Copier Lease 487.12$

03/21/13 40394 U S Bank Visa 01-50-50219 Campground Supplies & Phone, Business Meetings 1,065.27$

03/21/13 40395 Wal-Mart 01-53-53260 Shop Towels 16.53$

03/22/13 40396 AT&T 07-60-60251 T-1 Internet Line 507.97$

03/22/13 40397 Advanced Documents 07-60-60380 Copier Maint 62.15$

03/22/13 40398 AT&T 07-66-66251 Local Service Statement 1,135.55$

03/22/13 40399 Big Valley Divers 07-63-63201 Clean Intake Structures WPH 3,970.00$

03/22/13 40400 Butte Co Air Quality Mgmt 07-64-64501 Burn Permit Renewal 23.75$

03/22/13 40401 Comsco 07-66-66100 Misc. Paper and Cleaning Supplies 127.27$

03/22/13 40402 Cygnet Enterprises 07-64-64260 Aquatic Herbicide 2,904.50$

03/22/13 40403 HDR Engineering 07-00-11204 Misc Engineering Services 12,110.31$

03/22/13 40404 Home Depot Credit 07-68-68260 Conduit & Fittings 84.84$

03/22/13 40405 Kaman Industrial 07-63-63260 Bearings 985.73$

03/22/13 40406 Minasian Law Firm 07-60-60208 February Professional Services 6,294.00$

03/22/13 40407 Mt Shasta Spring Water 07-63-63100 Bottled Water 126.25$

03/22/13 40408 Oroville Cable 07-64-64270 Nuts, Washers, Bolts, Welding Supplies 945.04$

03/22/13 40409 Riebes Auto Parts 07-63-63260 Solvent 92.44$

03/22/13 40410 Staples Credit Plan 07-60-60106 Office Supplies 166.35$

03/22/13 40411 Wal-Mart 07-63-63100 Coffee, Batteries, Elec Outlet Strip 52.28$

03/29/13 40412 B of A Bankcard 07-60-60350 Business Meetings 52.38$

03/29/13 40413 Patrick Butler 01-50-50395 Reimburse for Damages 1,390.69$

03/29/13 40414 California Connections 01-50-50201 March, April Fees 10,000.00$

03/29/13 40415 CalPERS 01-00-22931 Employee Retirement PR 3/22/13 16,672.60$

03/29/13 40416 CalPERS 457 01-00-22908 Employee 457 Contributions PR 3-22-13 618.28$

03/29/13 40417 Home Depot Credit 01-54-54295 Misc. Maint and Cleaning Supplies 568.09$

03/29/13 40418 Staples Credit Plan 07-62-62102 Misc Office Supplies 95.12$

TOTAL MARCH, 2013 CHECKS 277,412.47$

Page 4 of 6

SOUTH FEATHER WATER AND POWER

MARCH 2013

PAYROLL DEF/COMP WIRES P/E 3/2/2013 15,904.63$

PAYROLL DEF/COMP WIRES P/E 3/16/2013 10,771.93$

PAYROLL STATE & FED TAXES 165,901.22$

PAYROLL NET 287,001.90$

TOTAL MARCH, 2013 479,579.68$

PAYROLL

Page 5 of 6

POWER DIVISION

March, 2013 Power Division Warrants

Date Check # Vendor Name Account General Description Amount

Total March, 2013 Power Division Warrants -$

Name or Company

Date Check # or Person Account Description Amount

Total March, 2013 Power Division Miscellaneous Checks and Expenses -$

POWER DIVISION

Miscellaneous Checks and Expenses March 2013

Page 6 of 6


TO: Board of Directors FROM: Kathy Zancanella, Power Division Manager DATE: April 17, 2013 RE: General Information (regarding matters not scheduled on agenda) 4/23/13 Board of Directors Meeting Operations Attached are the March 2013 Power Division Summary Report and a chart showing Forbestown precipitation as of April 16. The 50.59 inches recorded at the Forbestown gauge to date equals the amount that fell as of the end of April last year. DWR conducted a mid-month snow survey at Pilot Peak on April 16, assisted by the Agency’s hydrographer Eddie Paul. Half of the snow course contained an inch or less of snow depth, and water content averaged only 1.7 inches. The spill gates at Little Grass Valley Dam were closed on March 27. At the March 2013 Board meeting, Director Onken requested a comparison of the Department of Water Resources (DWR) runoff forecasts based on April 1 snowpack measurements for the past few years. These forecasts are published in Bulletin 120, which is typically uploaded to the web around the 10th of each month, although the full report was not yet uploaded as of the date of this report. The latest estimated percent of average runoff for the Feather River at Oroville is 55%. The chart shows that last year’s statewide runoff was at 60% of average, and the year before it was 120% of average. Another update will be provided in May.

Woodleaf Penstock Release to Forbestown Ditch The cone valve that controls releases of water from the Woodleaf penstock to the Forbestown Ditch had begun to leak significantly when in the closed position. After coordinating with North Yuba Water District, who was meeting its Forbestown Treatment Plant demands with water form Oroleve Creek, the crew removed the valve and sent it to Thomas Machine Shop in Chico for refurbishment of the valve seats. The seats had been worn due to years of service with sand and gravel from the Woodleaf tunnel passing through. The valve was placed back in service on April 2. Releases to the Forbestown Ditch are scheduled to begin April 22. Sly Creek Campground Preparation Several members of the Power Division crew began preparing Sly Creek and Strawberry campgrounds for opening. They removed dead trees and limbs that could be hazardous, cleaned out culverts and cleaned up pine needles and garbage left behind by campers who used the sites out of season. They also flushed the water system in preparation for testing, and filled in the old vault toilet in preparation for its use as a storage building for the camp hosts. Kelly Ridge Powerhouse Turbine Shutoff Valve Replacement The new 48-inch turbine shutoff valve for Kelly Ridge Powerhouse arrived in Forbestown from Busan, South Korea on April 11. The bottom of the shipping crate sustained some damage when it was offloaded at the Port of Oakland, but the valve itself was unharmed. The valve will be installed during an outage scheduled to begin October 1, 2013. A request for proposals for the installation work will be distributed during the week of April 22.

POWER DIVISION MANAGER'S REPORT

2013

Release to SFFR Release to SFFR Release to Release to Maximum Elevation 5,045.50 Feet 3,530.00 Feet Below LGV Below Diversions Lost Creek Slate CreekEnd of Month Conditions

January 5,023.61 Feet 3,437.35 Feet 293.00 cfs 8.50 cfs 7.00 cfs 10.7 cfs

February 5,018.40 Feet 3,469.71 Feet 48.10 cfs 8.10 cfs 6.80 cfs 105.0 cfs

March 5,024.21 Feet 3,488.74 Feet 18.70 cfs 8.30 cfs 9.10 cfs 12.2 cfs

April Feet Feet cfs cfs cfs cfs

May Feet Feet cfs cfs cfs cfs

June Feet Feet cfs cfs cfs cfs

July Feet Feet cfs cfs cfs cfs

August Feet Feet cfs cfs cfs cfs

September Feet Feet cfs cfs cfs cfs

October Feet Feet cfs cfs cfs cfs

November Feet Feet cfs cfs cfs cfs

December Feet Feet cfs cfs cfs cfs

Forbestown

January 4,286.611 MWH 38,095.714 MWH 23,372.303 MWH 7,551.227 MWH $3,130,799.21February 907.168 MWH 7,917.706 MWH 5,743.723 MWH 3,169.267 MWH $1,032,654.22March 2,169.221 MWH 17,645.007 MWH 10,986.114 MWH 5,551.839 MWH $1,829,962.91April MWH MWH MWH MWH

May MWH MWH MWH MWH

June MWH MWH MWH MWH

July MWH MWH MWH MWH

August MWH MWH MWH MWH

September MWH MWH MWH MWH

October MWH MWH MWH MWH

November MWH MWH MWH MWH

December MWH MWH MWH MWH

7,363.000 MWH 63,658.427 MWH 40,102.140 MWH 16,272.333 MWH $5,993,416.34

Powerhouse Operations

Woodleaf

SOUTH FEATHER WATER AND POWERSOUTH FEATHER POWER PROJECT

Reservoir and Stream Operations

STREAM RELEASES

Energy Revenue

Sly CreekRESERVOIR ELEVATIONS

Little Grass Valley

Sly Creek Kelly Ridge

Restriction from 5047.00 feet for PMF

0

10

20

30

40

50

60

70

80

90

100

July Aug. Sept. Oct. Nov. Dec. Jan. Feb. Mar. Apr. May June

Inch

es

South Feather Power Project - Forbestown Precipitation

90 Year Avg.

2009-2010

2010-2011

2011-2012

2012-2013


TO: Board of Directors FROM: Steve Wong, Finance Division Manager DATE: April 18, 2013 RE: General Information (regarding matters not scheduled on the agenda) 4/23/13 Board of Directors Meeting South Feather Relicensing Consulting Services No invoices have been submitted this month by HDR for relicensing consulting services. Total payments to HDR for relicensing services amount to $5,115,556 for services rendered through May 5, 2012. The budget balance remaining under this agreement is $35,206. ACWA/JPIA Retrospective Premium Adjustment The Agency has its property, liability and workers compensation insurance coverage through ACWA/JPIA. In 1999, the ACWA/JPIA established the Retrospective Premium Adjustment (RPA) Stabilization Fund to minimize fluctuations in member premiums. Each year the ACWA/JPIA analyzes the three programs, determines the fund balances and the RPA Stabilization Fund requirements for each participating agency, and if the agency is negative (or positive) by more than 50% of that agency’s required balance, the agency is billed (or refunded) the difference. For the year ended September 30, 2012, SFWPA received neither a bill nor a refund. In the past, the Agency has received refunds ranging from $15,000 to $125,000, including a 2012 refund in the amount of $58,397. Auditors The Agency’s auditors, Richardson & Company, conducted on-site field work during the week of April 8. As required by auditing standards, Finance Committee members Dennis Moreland and Steve Onken were interviewed. The audit process proceeded smoothly, Agency staff did a terrific job preparing worksheets, various analyses and cooperating with all of the auditor requests for information and documentation. It is anticipated the report will be completed within the next two weeks. Employee Retirement Announcement Bookkeeper Debby Cunningham has announced her retirement date of September 27, 2013. She has been with South Feather Water and Power for over 25 years, responsible for accounts payable and payroll, along with always being available to assist with the front counter and phones as needed. Most recently, Mrs. Cunningham has been instrumental and invaluable in all of the Agency’s dealings with CalPERS.

Page 1 of 8

South Feather Water & PowerJoint Facilities Operating Fund Financial Report

April 23, 2013 Board Meeting

20132011 2012 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL ACTUAL BUDGET THRU 3/31/13

REVENUE:41150 Sale of Electricity 18,727,496 16,028,985 14,000,000 3,857,59841502 Water Sales 86,130 533,459 200,000 042305 Current Service Charges 7,450 10,890 9,500 2,58542331 Concession Income 16,322 18,966 20,000 049250 Interest Income 54,281 106,519 60,000 049321 State of CA, DWR 468,278 0 6,500 049929 Miscellaneous Income 5,245 12,620 500 30,484

Total Revenue 19,365,202 16,711,439 14,296,500 3,890,667

EXPENSES:JFOF Administration, 7-60

Salaries & Benefits 502,588 577,411 668,500 134,359Supplies 10,139 6,917 13,250 2,063Services 654,803 622,001 275,920 35,565Utilities 48,558 18,808 18,500 5,849Fuel, Oil, Auto 358 42 500 0Training/Dues 27,794 30,174 30,725 28,153Total JFOF Administration, 7-60 1,244,240 1,255,353 1,007,395 205,989

Environ Health & Safety, 7-62Salaries & Benefits 57,802 62,177 66,750 16,090Supplies 6,893 7,375 19,900 13,242Services 6,498 12,017 31,500 160Utilities 0 0 0 0Fuel, Oil, Auto 0 0 0 0Training/Dues 3,222 1,272 13,750 198Total Environ Health & Safety, 7-62 74,415 82,841 131,900 29,690

Power Plant Operations, 7-63Salaries & Benefits 1,955,649 1,997,365 2,134,500 557,255Supplies 112,260 141,588 126,500 52,786Services 65,007 502,983 264,450 38,005Utilities 9,546 26,910 28,500 3,454Fuel, Oil, Auto 74 0 0 0Training/Dues 1,155 4,496 50,600 4,580Total Power Plant Operations, 7-63 2,143,691 2,673,342 2,604,550 656,080

Page 2 of 8


March 26, 2013 Board Meeting2013

2011 2012 2013 ACTUALACCOUNT DESCRIPTION ACTUAL ACTUAL BUDGET THRU 3/31/13EXPENSES (CON'T):Water Collection, 7-64

Salaries & Benefits 293,880 297,566 327,500 70,782Supplies 55,180 54,538 48,020 10,628Services 148,250 263,268 398,550 24,505Utilities 6,407 5,256 5,500 0Fuel, Oil, Auto 824 12 500 0Training/Dues 1,039 791 800 0Total Water Collection, 7-64 505,580 621,431 780,870 105,915

Campgrounds, 7-65Salaries & Benefits 46,379 68,806 90,520 122,080Supplies 3,050 5,344 6,350 447Services 4,931 11,087 8,000 2,202Utilities 2,451 4,020 4,000 224Fuel, Oil, Auto 18 304 1,000 0Training/Dues 0 32 50 0Total Campgrounds, 7-65 56,829 89,593 109,920 124,953

JFOF Plant & Shop, 7-66Salaries & Benefits 304,677 375,051 334,000 68,425Supplies 33,562 36,710 40,300 5,155Services 15,133 60,511 35,000 3,811Utilities 47,373 58,105 48,500 17,961Fuel, Oil, Auto 127,796 103,648 116,600 23,558Training/Dues 0 0 500 0Total JFOF Plant & Shop, 7-66 528,541 634,025 574,900 118,910

Regulatory Compliance, 7-67Salaries & Benefits 110,182 90,564 83,000 18,254Supplies 593 3,662 2,300 1,098Services 4,782 208,490 492,200 258Utilities 56 610 7,900 40Fuel, Oil, Auto 13 0 0 0Training/Dues 13,354 9,633 15,200 3,259Total Regulatory Compliance, 7-67 128,980 312,959 600,600 22,909

Communications & IT, 7-68Salaries & Benefits 134,505 210,644 223,000 30,970Supplies 49,136 39,902 54,200 1,542Services 17,006 37,841 35,000 1,765Utilities 13 9,731 9,500 156Fuel, Oil, Auto 0 0 0 0Training/Dues 0 4,335 6,650 2,163Total Comm & IT, 7-68 200,660 302,453 328,350 36,596

TOTAL OPERATING EXPENSES 4,882,936 5,971,997 6,138,485 1,301,042

SUB-TOTAL, REVENUES OVER OPER EXP 14,482,266 10,739,442 8,158,015 2,589,625

Page 3 of 8


March 26, 2013 Board Meeting

20132011 2012 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL ACTUAL BUDGET THRU 3/31/13

SUB-TOTAL, REVENUES OVER OPER EXP 14,482,266 10,739,442 8,158,015 2,589,625

Other Non-Operating Expenses:North Yuba Water District (354,500) (1,512,000) (709,000) 0

Captial OutlaySFPP Minor Projects (2013-0800) 10,000 11,166SFPP Vehicle Replacements (2013-0815) 0 0WPH Fab Needle Valves (2011-0835) 120,000 0MRC Wall Repairs (2011-0839) 165,000 0Network Eq/Wtr RTU Upgrade (2011-0841) 30,000 31,153Diesel Modifications (2012-0848) 15,000 0Welding Shop (2012-0851) 50,000 0WPH Penstock Valve Trip System (2012-0862) 30,000 0Large Format Printer/Scanner (2013-0863) 9,000 8,414KPH TSV Replacement (2013-0865) 500,000 0KPH PRV Reline Walls, Replace Seat (2013-0866) 130,000 0KPH Install Lift Pump (2013-0867) 30,000 0KPH Rotor Pole Removal & Repair (2013-0868) 400,000 0KPH TSV & Rotor Engineering Support (2013-0869) 212,000 0fFPH Drop Ceiling, Cable Tray Fire-Proofing, Desk (2013-0872) 10,000 0LGV Spill Gate Painting (2013-0874) 140,000 0KPH Temp Data Logger (2013-0875) 6,500 0SCADA Terminal Inverters (WPH, FPH, KPH) (2013-0877) 12,000 11,912MW path to Oroville, Replace T-1 (2013-0878) 50,000 0KPH RTU Upgrade (2013-0879) 300,000 0

Total Capital Outlay (2,303,390) (1,145,659) (2,219,500) (62,645)Transfers:

General Fund-Minimum Payment (354,500) (1,418,000) (709,000) 0General Fund-Additional Payment 0 (94,000) 0 0General Fund-Relicensing 0 (1,143,262) (1,145,000) 0General Fund-Overhead (420,239) (413,262) (533,140) 0

Net NYWD, Capital Outlay and Transfers (3,432,629) (5,726,183) (5,315,640) (62,645)

NET REVENUE OVER EXPENSES 11,049,637 5,013,259 2,842,375 2,526,980

Beginning Balance 8,242,756 12,984,862 12,926,372 15,848,121

Loan Payable to PG&E (thru 12/31) (6,307,531) (2,150,000) (750,000) 0

Ending Balance 12,984,862 15,848,121 15,018,747 18,375,101

NOTE: Per NYWD agreement, 15% working capital reserve ($920,000) and $15,000,000 contingency reserve is required. Repayment to PG&E in 2015 for loan for dam crest modification projects estimated to be $17,000,000 ($5,925,920 paid thru 3/31/2013).

Page 4 of 8

South Feather Water & PowerGeneral Fund Financial ReportApril 23, 2013 Board Meeting

20132009 2010 2011 2012 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL ACTUAL BUDGET THRU 3/31/13

REVENUE:Water Sales Rev

41100 Domestic Water 2,444,993 2,354,324 2,323,196 2,319,951 2,275,000 434,98141400 Irrigation Water 229,598 223,461 211,158 233,909 225,000 22,40341300 Surplus Water (PG&E) 192,914 65,019 0 0 0 041502 Surplus Water (Contract) 1,000 0 0 0 0 0

Sub-Total Water Sales Rev 2,868,505 2,642,804 2,534,354 2,553,860 2,500,000 457,384

Power Revenue41305 Sly Cr Pwr Generation 225,455 1,068,090 2,186,793 1,587,505 1,500,000 312,18041450 Woodleaf TWD 63,990 20,188 0 0 0 041306 Surplus Wtr 368,000 368,000 170,653 174,422 155,000 041600 Sly Creek MOU 77,200 77,200 0 0 0 0

Sub-Total Power Rev 734,645 1,533,478 2,357,446 1,761,927 1,655,000 312,180

Water Serv Chgs42301 Sundry Billing (Job Orders) 17,108 3,381 22,954 48,972 40,000 3,79842303 Inspection Fees 0 0 7,774 0 0 042341 System Cap Chg (MRTP) 28,490 0 0 0 0 0

Other Water Serv Charges 100,248 70,323 66,154 63,962 55,000 14,445Sub-Total Water Serv Chgs 145,846 73,704 96,882 112,934 95,000 18,243

Non-Oper Revenue49202 Int-Time Certificates 18,178 9,840 0 0 0 (10,023)49250 Int-Misc 18,323 23,981 0 0 0 2,02149311 Property Taxes 517,253 513,770 509,266 488,954 510,000 1,38249312 ERAF Surcharge 4 0 0 0 0 049405 ACWA/JPIA RPA 0 0 96,416 58,397 50,000 049500 Revenue, PG&E 0 0 236,081 0 0 049625 Back Flow Installation 34,725 48,017 50,441 57,352 25,000 9,75149630 Back Flow Inspection 78,275 81,264 84,595 88,935 87,500 23,35449910 PG&E (SFPP) 7,500 5,000 0 0 0 049912 04 Refinancing, Excess Funds 293,464 890,857 0 0 0 049932 North Yuba Water District 33,977 (10,006) 0 0 0 0

Other Non-Oper Rev 56,380 55,809 34,577 61,713 10,000 389 Transfer In From 1995 COP Res 686,924 0 0 0 0 0Sub-Total Non-Oper Rev 1,745,003 1,618,532 1,011,376 755,351 682,500 26,874

TOTAL GENERAL FUND REVENUE 5,493,999 5,868,518 6,000,058 5,184,072 4,932,500 814,681

Page 5 of 8


20132009 2010 2011 2012 2013 ACTUAL


EXPENSES:General Administration, 1-50

Salaries & Benefits 953,257 890,656 771,941 1,178,547 992,450 179,200Supplies 17,299 22,043 30,421 41,487 38,500 9,804Services 194,152 193,970 206,619 228,617 318,200 56,724Utilities 31,722 43,137 39,028 47,643 63,500 11,738Fuel, Oil, Auto 215 44 106 0 100 0Training/Dues 62,668 62,809 21,709 43,932 38,000 19,807Total General Admin, 1-50 1,259,313 1,212,659 1,069,824 1,540,226 1,450,750 277,273

Water Source, 1-51Source of Supply 14,113 14,113 14,113 14,113 14,200 0Total Water Source, 1-51 14,113 14,113 14,113 14,113 14,200 0

Environ Health & Safety, 1-52Salaries & Benefits 68,042 75,705 84,544 94,098 96,350 19,855Supplies 6,154 6,139 5,756 14,155 31,600 7,063Services 11,854 4,757 8,097 14,024 43,000 803Utilities 0 0 0 0 0 0Fuel, Oil, Auto 0 92 72 28 600 0Training/Dues 6,760 9,083 6,396 1,814 10,250 1,018Total EH&S, 1-52 92,810 95,776 104,865 124,119 181,800 28,739

Water Treatment, 1-53Salaries & Benefits 593,453 670,542 725,975 745,317 747,230 193,586Supplies 75,216 58,788 76,079 104,255 121,000 50,476Services 14,288 23,934 17,525 23,892 92,300 5,520Utilities 42,342 25,762 23,327 15,043 45,000 1,694Fuel, Oil, Auto 23 55 15 11 200 0Training/Dues 1,064 5,592 3,198 3,408 7,000 1,109Total Water Treat, 1-53 726,386 784,673 846,119 891,926 1,012,730 252,385

Transmission & Distribution, 1-54Salaries & Benefits 1,483,248 1,521,604 1,748,454 1,790,446 1,922,830 393,231Supplies 201,553 199,261 83,254 83,134 102,000 38,472Services 6,170 3,643 44,708 12,675 17,900 366Utilities 23,821 23,544 27,321 28,379 30,000 4,087Fuel, Oil, Auto 4 37 15 0 0 0Training/Dues 0 1,251 1,003 2,195 2,500 1,592Total Trans & Dist, 1-54 1,714,796 1,749,340 1,904,755 1,916,829 2,075,230 437,748

Page 6 of 8


20132009 2010 2011 2012 2013 ACTUAL


EXPENSES (CON'T):Customer Accounts, 1-55

Salaries & Benefits 306,180 297,141 349,210 477,153 458,550 144,741Supplies 56,999 57,453 98,988 76,029 82,500 26,417Services 0 0 361 4,044 4,500 353Utilities 0 0 0 0 0 0Fuel, Oil, Auto 0 0 0 0 0 0Training/Dues 230 750 199 30 100 0Total Cust Accts, 1-55 363,409 355,344 448,758 557,256 545,650 171,511

General Plant & Shop, 1-56Salaries & Benefits 216,247 226,263 210,554 381,774 362,400 113,826Supplies 12,954 14,303 19,994 26,511 21,500 3,558Services 6,221 2,487 4,075 9,687 9,500 1,661Utilities 20,486 21,082 23,162 20,995 27,000 5,729Fuel, Oil, Auto 95,412 107,590 123,438 147,089 142,000 30,191Training/Dues 0 0 265 0 300 0Total Gen Plant & Shop, 1-56 351,320 371,725 381,488 586,056 562,700 154,965

Sundry & Expense Credits, 1-57Salaries & Benefits 16,927 16,419 80,941 101,934 10,000 5,636Supplies (113,390) (90,406) (17,127) (24,642) (2,000) (1,509)Services (60,470) 3,774 0 0 1,000 0Utilities 0 0 0 0 0 0Fuel, Oil, Auto 0 0 0 0 0 0Training/Dues 0 0 0 0 0 0Total Sundry, 1-57 (156,933) (70,213) 63,814 77,292 9,000 4,127

Information Technology, 1-58Salaries & Benefits 96,555 172,476 207,661 224,841 230,130 54,327Supplies 17,394 17,072 28,984 40,589 61,250 7,653Services 9,482 7,598 23,985 29,931 48,700 9,900Utilities 100 1,790 2,414 578 1,000 0Fuel, Oil, Auto 0 0 0 0 0 0Training/Dues 20,681 22,967 23,293 18,757 15,100 1,684Total Info Tech, 1-58 144,212 221,903 286,337 314,696 356,180 73,564

Sly Creek Power Plant, 1-61Salaries & Benefits 0 155,971 283,506 256,358 311,000 37,891Supplies 0 5,922 40,715 8,106 33,900 995Services 0 30,151 55,870 75,901 51,075 2,915Utilities 0 186 6,143 7,844 8,000 1,767Fuel, Oil, Auto 0 34 34 0 0 0Training/Dues 0 0 3,693 0 3,500 0Total Sly Creek Power Plant, 1-6 0 192,264 389,961 348,209 407,475 43,568

TOTAL OPERATING EXPENSES 4,509,426 4,927,584 5,510,034 6,370,722 6,615,715 1,443,880

SUB-TOTAL, REVENUES OVER OPER EXP 984,573 940,934 490,024 (1,186,650) (1,683,215) (629,199)

Page 7 of 8


20132009 2010 2011 2012 2013 ACTUAL


SUB-TOTAL, REVENUES OVER OPER EXP 984,573 940,934 490,024 (1,186,650) (1,683,215) (629,199)

Non-Operating, 1-59Supplies & Servces 1,546 210 531 76,411 3,000 1,527Interest 235,042 217,187 205,244 234,199 82,185 14,657Principal 787,113 242,718 349,106 250,000 364,341 0Non-Operating, 1-59 1,023,701 460,115 554,881 560,610 449,526 16,184

Other Non-Operating Expenses:Relicensing 157,866 82,129 50,357 0 0 0

Captial Outlay:WT-Minor Projects (2013-0053) 10,000 2,567TD-Minor Projects (2013-0054) 10,000 0GP-Vehicle Replacements (2013-0056) 85,000 0GP-Minor Projects (2013-0057) 0 0IT-Minor Projects (2013-0058) 20,000 0WT-Modernize MRTP Telemetry Operation (2010-0094) 28,000 9,421Distribution System Remote Monitoring (2010-0104) 20,000 0GIS Baseline(2012-0109) 20,000 0SCADA Computer Server Upgrade (2012-0115) 15,000 0Wonderware Historical Logger System (2012-0116) 15,000 816Hydro/Vac Excavator Valve Trailer (2012-0117) 60,000 17,375MGT Inspection and Recoat (2012-0120) 12,000 0Water Wagon (2012-0125) 20,000 0GP-Shop HVAC (2012-0126) 15,000 0MRTP Chlorine Feed Backup (2013-0130) 10,000 0BTP Chriptosoporidum Compliance (2013-0131) 29,300 0TD Community Line/Myers Orchard (2013-0132) 8,000 0TD Community Line/Grimont-Foothill (2013-0133) 45,000 0IT Replacement Switches w/Fiber (2013-0134) 15,000 4,851

Total Capital Outlay 173,883 216,891 208,555 3,510,607 437,300 35,030

Transfers:SFPP Jt Facil Oper Fd-Minimum Payment 0 354,500 1,418,000 709,000 0SFPP Jt Facil Oper Fd-Additional Payment 0 0 94,000 0 0SFPP Jt Facil Oper Fd-Relicensing 0 0 1,143,262 1,145,000 0SFPP Jt Facil Oper Fd-Overhead 0 420,239 413,262 533,140 0MRTP System Capacity Fund (1,666,977) 0 0 0 0

Net Non-Operating and Transfers (1,355,450) (2,426,112) (39,054) (1,002,693) 1,500,314 (51,214)

NET REVENUE OVER EXPENSES (370,877) (1,485,178) 450,970 (2,189,343) (182,901) (680,413)

Beginning Balance 2,204,859 1,833,982 348,804 799,774 (1,742,266) (1,389,569)

Ending Balance 1,833,982 348,804 799,774 (1,389,569) (1,925,167) (2,069,982)

Page 8 of 8

South Feather Water & PowerIrrigation Water Accounting

For The Period Of 1/1/2013 - 3/31/2013

ACCT CODE DESCRIPTION REVENUE EXPENSES

2013-504 Palermo Canal 6,052$ 38,276$ 2013-505 Bangor Canal 11,615$ 40,670$ 2013-506 Forbestown Canal 676$ 23,883$ 2013-507 Community Line 4,060$ 5,893$

Totals 22,403$ 108,722$

South Feather Water & PowerSystem Capacity Fund Financial Report

April 23, 2013 Board Meeting

20132012 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL BUDGET THRU 3/31/13

REVENUE:42341 System Capacity Charges 165,372 20,000 8,00649250 Interest Income 11,134 2,000 0

Total Revenue 176,506 22,000 8,006

CAPITAL OUTLAY:2010-0097 ID 2 Floating Liner 165,625 0 02012-0112 Air Scour/Expansion Design 0 0 02013-0135 MRTP Expansion 0 50,000 0

Total Expenses 165,625 50,000 0

Net Revenue over Expenses 10,881 (28,000) 8,006

Beginning Balance 1,678,398 1,516,398 1,689,279

Ending Balance 1,689,279 1,488,398 1,697,285

SOUTH FEATHER WATER AND POWER AGENCYSCHEDULE OF CASH AND INVESTMENTS

MARCH 31, 2013

Description AmountGeneral Fund Cash and Savings Account 343,551LAIF 11,575,783CalTrust 1,264,967Rabobank Money Market 2,021,056Certificates of Deposit 3,619,570

Fixed Income portfolioRate Description Purch Date Purch Price Face Value Maturity Mkt Value

Cash 54,9275.00% Poway USD 6/16/2011 55,199 50,000 10/1/2013 51,0361.20% GE Capital CD 7/22/2011 250,000 250,000 7/22/2014 251,6305.00% Poway USD 6/16/2011 28,413 25,000 8/1/2014 26,4634.25% Washington USD 6/17/2011 38,036 35,000 8/1/2014 36,6685.00% John Hancock Life Ins 8/31/2011 44,113 40,000 1/15/2015 42,1691.30% CIT Bank Salt Lake City CD 8/3/2011 250,000 250,000 2/3/2015 254,6204.95% Bank of New York 8/31/2011 84,103 75,000 3/15/2015 81,0922.70% Barclays Bank CD 6/20/2011 103,647 100,000 4/7/2015 103,9762.15% Mount San Antonio Comm Coll 6/15/2011 36,835 40,000 5/1/2015 39,4565.00% San Diego Pub Fin Auth 6/16/2011 375,684 325,000 5/15/2015 355,4621.83% Raymond James Bank CD 6/13/2011 250,000 258,359 6/12/2015 258,3593.50% GE Capital 8/31/2011 159,242 150,000 6/29/2015 158,6721.50% GE Money Bank CD 7/22/2011 250,000 250,000 7/22/2015 253,1553.20% BB&T Corporation 2/27/2013 246,162 229,000 3/15/2016 243,5252.13% Boeing Cap Corp 2/27/2013 249,298 238,000 8/15/2016 247,3801.45% Proctor & Gamble 3/22/2013 483,312 470,000 8/15/2016 481,4872.70% PNC Funding Corp 2/27/2013 246,944 232,000 9/19/2016 244,2452.80% Simon PPTY Group LP 2/27/2013 248,969 234,000 1/30/2017 246,6011.55% Discover Bank CD 10/10/2012 100,000 100,000 10/10/2017 100,842

Total Fixed Income Portfolio 3,476,838

TOTAL CASH & INVESTMENTS AT 3/31/2013 22,301,765

Consumption Report.2013 1 4/16/2013 9:05 AM

MINERS RANCH TREATMENT PLANT CONSUMPTION: 2004 - 2013Volume

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 6,429 6,474 6,573 6,669 6,725 6,769 6,618 6,591 6,598 6,616 7.271 7.554 7.448 8.090 8.207 8.889 7.916 7.573 9.100 8.047 143,027$ 145,277$ 148,137$ 153,959$ 154,692$ 159,260$ 151,996$ 150,322$ 156,728$ 145,841$ 2 6,420 6,471 6,587 6,679 6,734 6,769 6,614 6,602 6,610 6,622 6.796 6.691 5.292 8.699 7.481 6.365 5.962 6.215 7.855 7.371 140,355$ 140,867$ 135,734$ 155,627$ 152,150$ 145,022$ 141,650$ 142,642$ 145,621$ 143,060$ 3 6,418 6,491 6,599 6,683 6,734 6,611 6,600 6,588 6,615 6,645 4.730 6.973 7.711 7.152 7.257 5.880 5.253 6.421 7.274 8.303 128,788$ 143,055$ 149,585$ 148,605$ 149,953$ 141,538$ 140,719$ 143,299$ 142,922$ 147,452$ 4 6,431 6,504 6,601 6,692 6,730 6,617 6,615 6,610 6,618 14.813 8.602 4.902 13.375 12.141 9.000 7.957 7.100 7.243 186,929$ 152,140$ 134,041$ 184,144$ 178,390$ 160,660$ 153,889$ 148,039$ 141,677$ 5 6,425 6,521 6,617 6,696 6,732 6,618 6,623 6,596 6,635 20.148 9.999 12.634 14.079 22.608 18.122 9.442 11.917 11.881 215,567$ 161,093$ 179,334$ 187,560$ 235,151$ 210,095$ 162,323$ 175,915$ 165,658$ 6 6,430 6,523 6,629 6,729 6,739 6,614 6,619 6,616 6,645 26.978 20.752 23.382 31.806 26.294 21.423 17.553 13.938 26.923 250,942$ 221,634$ 239,100$ 276,121$ 254,186$ 228,845$ 207,800$ 186,242$ 236,470$ 7 6,447 6,523 6,622 6,704 6,723 6,613 6,626 6,620 6,641 35.443 25.326 36.390 32.093 32.619 31.394 29.635 28.752 31.456 292,074$ 246,343$ 300,406$ 284,092$ 286,867$ 279,461$ 271,282$ 266,205$ 256,107$ 8 6,451 6,536 6,653 6,711 6,744 6,616 6,625 6,624 6,638 31.434 34.428 34.406 32.652 34.451 33.753 31.050 26.332 31.710 273,996$ 286,438$ 295,228$ 285,480$ 296,155$ 290,613$ 277,308$ 252,930$ 257,040$ 9 6,463 6,536 6,652 6,715 6,742 6,618 6,625 6,630 6,632 35.193 33.775 35.822 38.006 32.202 30.758 31.253 35.886 34.846 291,115$ 288,492$ 302,033$ 310,005$ 285,155$ 275,714$ 277,684$ 299,122$ 271,217$

10 6,463 6,543 6,653 6,722 6,752 6,624 6,622 6,619 6,616 23.999 22.126 21.505 18.185 22.185 23.476 23.822 21.347 23.044 235,668$ 229,208$ 226,935$ 209,278$ 233,964$ 238,626$ 240,410$ 226,912$ 217,820$ 11 6,460 6,558 6,664 6,720 6,772 6,611 6,625 6,624 6,638 11.714 14.193 17.340 14.494 15.691 12.593 11.793 11.603 15.891 169,262$ 183,401$ 205,562$ 191,507$ 198,159$ 179,613$ 175,699$ 174,272$ 184,789$ 12 6,477 6,565 6,657 6,726 6,772 6,618 6,607 6,621 6,618 6.858 7.959 7.683 9.550 7.913 7.865 7.223 8.059 7.080 142,156$ 151,576$ 154,272$ 162,949$ 154,678$ 153,027$ 148,725$ 153,888$ 141,840$

6,443 6,520 6,626 6,642 6,742 6,642 6,618 6,612 6,625 6,628 225.378 198.380 214.517 228.180 229.048 209.518 188.859 185.142 214.303 23.722 2,469,879$ 2,349,523$ 2,470,368$ 2,549,327$ 2,579,501$ 2,462,475$ 2,349,484$ 2,319,787$ 2,317,887$ 436,352$

RevenueCustomers

Averages Totals

(x 1,000,000 cf)(x 1,000,000 cf)

Totals

0.000

5.000

10.000

15.000

20.000

25.000

30.000

35.000

40.000

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$50,000

$100,000

$150,000

$200,000

$250,000

$300,000

$350,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


BANGOR TREATMENT PLANT CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 22 22 24 23 23 22 23 22 22 21 18.9 17.0 13.9 11.8 12.7 12.6 12.7 13.5 29.3 10.8 463$ 451$ 404$ 386$ 402$ 396$ 431$ 423$ 518$ 378$ 2 22 22 23 23 23 22 23 22 22 21 16.9 23.0 10.4 18.2 10.4 8.5 9.7 14.6 38.0 10.5 450$ 489$ 384$ 427$ 387$ 370$ 412$ 429$ 537$ 377$ 3 22 24 23 23 23 20 23 22 22 21 12.3 16.6 16.0 12.9 15.5 8.9 10.0 15.5 22.0 17.3 421$ 468$ 419$ 394$ 420$ 363$ 414$ 435$ 453$ 413$ 4 22 23 23 23 23 20 23 22 26 25.4 21.2 9.9 35.5 17.4 12.9 14.1 17.5 22.4 505$ 483$ 380$ 503$ 432$ 388$ 441$ 448$ 455$ 5 22 23 23 23 23 20 23 22 22 52.0 19.9 15.0 52.2 35.1 30.1 15.8 22.1 25.9 675$ 474$ 413$ 586$ 546$ 498$ 451$ 477$ 473$ 6 22 23 24 23 23 22 23 22 22 76.2 54.3 54.6 90.6 62.7 47.5 21.7 34.0 68.1 781$ 688$ 662$ 754$ 699$ 630$ 489$ 554$ 692$ 7 22 24 22 23 24 23 23 22 22 98.4 61.3 89.3 79.9 79.0 111.9 73.7 60.9 87.8 900$ 712$ 827$ 799$ 814$ 969$ 816$ 726$ 781$ 8 22 24 23 23 22 23 25 22 23 99.4 94.5 103.7 116.7 96.4 94.2 98.8 94.3 70.1 895$ 858$ 878$ 948$ 855$ 905$ 982$ 882$ 717$ 9 22 23 23 23 22 23 24 22 23 109.3 99.2 95.0 105.0 99.9 91.8 86.6 104.4 90.8 962$ 867$ 868$ 913$ 876$ 893$ 888$ 953$ 820$

10 22 23 24 23 22 23 22 22 21 77.6 67.2 61.8 46.0 61.2 53.2 56.3 74.9 61.3 797$ 723$ 712$ 615$ 699$ 683$ 696$ 810$ 642$ 11 22 23 23 23 23 23 22 22 19 36.2 37.0 42.8 24.8 32.2 28.5 31.0 49.1 37.4 538$ 559$ 580$ 480$ 521$ 533$ 534$ 650$ 489$ 12 22 23 23 23 22 23 22 22 20 21.5 20.7 16.3 14.2 10.7 14.4 14.6 37.3 9.8 480$ 456$ 415$ 411$ 384$ 443$ 429$ 575$ 358$

22 23 23 23 23 22 23 22 22 21 644.1 531.9 528.8 607.8 533.1 514.5 444.9 538.2 563.0 38.7 7,866$ 7,229$ 6,941$ 7,217$ 7,034$ 7,070$ 6,983$ 7,362$ 6,935$ 1,168$ Totals TotalsAverages

Customers RevenueVolume(x 1,000 cf)

0.0

20.0

40.0

60.0

80.0

100.0

120.0

140.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$200

$400

$600

$800

$1,000

$1,200

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


COMMUNITY LINE WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 61 60 65 65 66 66 66 66 68 71 84.9 89.8 136.5 80.9 130.0 135.7 142.9 170.6 322.0 110.1 1,155$ 1,142$ 1,278$ 1,207$ 1,289$ 1,295$ 1,302$ 1,331$ 1,518$ 1,333$ 2 61 59 64 63 64 65 65 68 68 70 70.9 74.9 47.5 127.8 102.3 130.6 69.8 106.3 404.9 173.9 1,141$ 1,110$ 1,165$ 1,234$ 1,225$ 1,272$ 1,209$ 1,296$ 1,580$ 1,393$ 3 59 59 64 65 66 65 65 67 69 70 65.3 68.3 67.8 82.6 100.0 91.9 37.4 104.4 187.0 131.9 1,100$ 1,103$ 1,190$ 1,211$ 1,258$ 1,232$ 1,176$ 1,280$ 1,388$ 1,352$ 4 60 59 64 66 65 66 65 67 69 238.9 179.2 67.6 189.3 193.1 126.7 125.4 105.1 238.1 1,296$ 1,217$ 1,190$ 1,344$ 1,336$ 1,274$ 1,267$ 1,281$ 1,425$ 5 64 62 67 66 67 68 64 69 69 908.6 189.2 86.9 308.7 1,132.6 571.1 155.7 208.9 250.8 2,056$ 1,280$ 1,262$ 1,473$ 2,308$ 1,764$ 1,280$ 1,423$ 1,442$ 6 65 64 68 69 68 71 67 70 71 2,372.5 515.6 2,049.0 1,664.0 1,950.8 1,361.4 528.2 603.8 1,371.3 3,581$ 1,651$ 3,300$ 2,921$ 3,199$ 2,609$ 1,717$ 1,834$ 2,564$ 7 67 64 67 68 68 71 69 73 73 3,873.0 1,652.2 2,004.9 1,917.6 2,700.7 2,980.0 3,240.1 1,932.3 2,181.8 5,162$ 2,822$ 3,238$ 3,165$ 3,972$ 4,312$ 4,545$ 3,268$ 3,381$ 8 67 67 70 68 68 71 70 74 74 2,738.5 3,957.9 3,750.7 2,508.1 2,852.6 2,800.1 2,958.5 2,224.4 2,706.8 3,993$ 5,239$ 5,080$ 3,773$ 4,128$ 4,127$ 4,272$ 3,574$ 3,904$ 9 67 67 69 69 68 71 71 72 74 3,752.9 3,300.4 3,273.6 2,988.4 2,757.6 2,403.5 3,913.4 2,939.1 2,678.5 5,038$ 4,572$ 4,579$ 4,265$ 4,030$ 3,718$ 5,273$ 4,279$ 3,877$

10 66 68 68 69 67 70 71 72 74 3,229.3 3,283.3 1,456.6 1,403.1 2,362.4 2,473.9 2,812.4 1,852.5 1,568.5 4,479$ 4,561$ 2,690$ 2,648$ 3,606$ 3,773$ 4,139$ 3,168$ 2,807$ 11 62 68 69 69 68 68 71 69 75 625.5 923.8 1,077.1 582.2 1,003.6 553.7 1,090.4 453.0 1,502.6 1,729$ 2,142$ 2,317$ 1,807$ 2,224$ 1,760$ 2,366$ 1,674$ 2,745$ 12 61 66 66 68 69 67 68 69 71 122.1 240.7 215.3 239.5 274.6 300.8 223.2 612.4 164.6 1,193$ 1,403$ 1,368$ 1,423$ 1,482$ 1,482$ 1,420$ 1,838$ 1,401$

63 64 67 67 67 68 68 70 71 70 18,082.4 14,475.3 14,233.5 12,092.2 15,560.3 13,929.4 15,297.4 11,312.7 13,576.9 415.9 31,923$ 28,241$ 28,657$ 26,471$ 30,058$ 28,619$ 29,967$ 26,247$ 28,033$ 4,078$ Totals

RevenueCustomers Volume(x 1,000 cf)

TotalsAverages

0.0

500.0

1,000.0

1,500.0

2,000.0

2,500.0

3,000.0

3,500.0

4,000.0

4,500.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME 2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


FORBESTOWN DITCH WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 10 14 11 6 7 7 7 12 9 10 1.7 115.5 74.2 73.7 74.6 76.5 96.9 38.0 74.4 73.7 312$ 335$ 284$ 196$ 215$ 217$ 238$ 239$ 244$ 225$ 2 9 12 10 6 7 7 7 12 9 10 0.8 99.2 34.5 66.5 66.5 67.3 67.4 1.1 67.3 66.8 293$ 290$ 222$ 196$ 214$ 214$ 215$ 176$ 243$ 225$ 3 9 11 10 5 8 20 7 12 9 10 0.4 74.8 74.3 149.4 74.4 73.9 72.9 38.2 72.7 73.9 293$ 280$ 267$ 179$ 232$ 214$ 213$ 240$ 242$ 225$ 4 10 10 10 7 7 7 7 12 13 26.8 72.8 71.4 123.0 101.9 88.3 72.7 50.5 71.3 338$ 268$ 266$ 267$ 245$ 231$ 215$ 271$ 260$ 5 37 23 26 14 13 16 10 14 19 650.7 409.5 583.1 253.4 531.3 430.5 115.2 172.8 211.7 2,292$ 222$ 1,157$ 552$ 454$ 746$ 292$ 422$ 488$ 6 48 36 42 30 28 34 31 33 57 2,164.7 1,359.0 1,873.7 896.1 1,664.7 1,597.5 773.1 862.5 1,526.7 4,210$ 2,229$ 2,862$ 1,581$ 1,532$ 2,597$ 1,466$ 1,654$ 2,224$ 7 51 47 49 36 30 36 36 35 67 1,907.3 2,157.2 2,459.6 1,583.2 1,725.4 2,038.1 1,822.5 1,746.5 2,301.1 3,907$ 3,241$ 3,667$ 1,888$ 3,393$ 3,066$ 2,831$ 2,757$ 3,122$ 8 54 53 53 37 36 35 34 33 67 2,885.7 3,009.0 2,863.3 1,810.4 2,299.0 1,590.0 2,022.6 2,215.2 2,237.8 4,597$ 4,301$ 4,205$ 2,014$ 2,178$ 2,628$ 3,053$ 3,286$ 3,093$ 9 56 54 52 37 36 35 34 33 67 2,544.3 3,150.0 2,784.4 1,772.5 2,042.9 1,878.6 1,945.5 2,126.9 2,374.3 4,780$ 4,564$ 4,116$ 2,035$ 2,131$ 2,989$ 2,997$ 3,203$ 3,249$

10 44 43 44 20 20 22 21 20 41 1,370.4 1,785.5 1,480.9 726.4 918.5 1,044.6 1,133.4 859.8 1,201.6 3,147$ 2,817$ 2,373$ 784$ 962$ 1,702$ 1,788$ 1,433$ 1,785$ 11 11 18 7 14 12 16 17 14 18 90.6 270.1 154.4 168.2 222.7 242.3 128.4 155.4 209.0 1,081$ 620$ 317$ 436$ 475$ 565$ 413$ 441$ 471$ 12 22 14 8 8 8 9 13 10 11 474.9 89.5 74.6 148.3 75.4 83.0 39.4 79.0 111.3 973$ 353$ 904$ 316$ 233$ 258$ 258$ 272$ 286$

48 43 44 29 27 30 28 28 32 10 12,118.3 12,592.1 12,528.4 7,771.2 9,797.4 9,210.6 8,289.9 8,346.0 10,459.3 214.4 26,221$ 19,520$ 20,641$ 10,445$ 12,264$ 15,428$ 13,978$ 14,393$ 15,707$ 676$

RevenueVolume

Averages

Customers(x 1,000 cf)

TotalsTotals

0.0

500.0

1,000.0

1,500.0

2,000.0

2,500.0

3,000.0

3,500.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


BANGOR CANAL WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 166 183 157 159 163 173 175 173 180 181 298.02 783.28 999.46 724.20 842.00 948.91 993.91 851.48 1,449.67 916.02 3,888$ 3,896$ 3,866$ 3,620$ 3,806$ 4,086$ 4,158$ 3,992$ 4,675$ 3,936$ 2 164 163 155 157 158 164 168 172 182 178 154.00 663.21 844.31 669.71 631.89 818.69 671.99 755.38 1,564.82 791.83 3,650$ 3,729$ 3,730$ 3,556$ 3,541$ 3,835$ 3,759$ 3,915$ 4,799$ 3,790$ 3 164 163 153 160 160 164 168 166 179 176 132.34 720.10 643.28 645.28 620.43 674.56 651.87 783.17 1,002.97 862.55 3,682$ 3,741$ 3,441$ 3,513$ 3,525$ 3,637$ 3,698$ 3,799$ 4,184$ 3,807$ 4 178 170 152 171 173 179 171 165 191 522.04 708.38 605.38 1,176.41 1,402.61 909.53 814.60 804.62 1,120.73 4,479$ 3,904$ 3,400$ 4,332$ 4,559$ 4,102$ 3,901$ 3,817$ 4,311$ 5 212 187 192 198 213 215 188 190 210 5,044.56 1,915.86 1,689.26 2,877.85 5,377.98 3,817.34 1,190.88 1,544.43 1,575.54 9,950$ 5,274$ 5,263$ 6,556$ 9,335$ 7,720$ 4,614$ 5,009$ 5,058$ 6 219 212 217 223 217 229 213 215 237 7,615.46 4,708.74 6,759.58 13,677.09 8,852.45 6,589.73 3,287.34 3,286.44 7,498.68 12,741$ 8,689$ 11,012$ 18,261$ 13,123$ 10,921$ 7,278$ 7,301$ 11,217$ 7 241 219 218 227 230 229 232 226 244 12,886.23 7,522.74 12,410.45 14,958.77 10,229.44 9,009.45 10,161.09 8,363.15 10,117.22 18,402$ 11,780$ 16,807$ 19,641$ 16,476$ 13,476$ 14,717$ 12,739$ 13,813$ 8 229 226 222 227 226 239 236 238 255 11,088.18 9,961.04 14,843.95 18,647.25 11,273.23 9,695.74 9,718.66 9,352.24 10,506.24 16,533$ 14,425$ 19,431$ 23,465$ 15,758$ 14,358$ 14,331$ 13,949$ 14,353$ 9 226 223 225 227 235 238 234 238 257 10,421.12 10,981.46 11,988.86 17,226.77 10,452.92 9,406.75 10,033.50 11,001.37 11,321.96 15,787$ 15,496$ 16,535$ 22,473$ 15,090$ 14,060$ 14,637$ 15,684$ 15,205$

10 216 221 218 213 223 231 221 223 244 7,235.44 7,757.52 7,617.21 8,000.91 8,021.02 8,121.09 8,699.87 7,071.95 8,918.25 12,207$ 11,990$ 11,845$ 12,099$ 12,319$ 12,572$ 12,979$ 11,308$ 12,698$ 11 182 185 196 183 204 201 206 205 217 1,943.22 4,363.88 4,658.00 3,146.31 4,399.09 3,293.95 3,738.01 2,790.06 5,017.10 5,912$ 7,743$ 8,379$ 6,562$ 8,184$ 7,041$ 7,587$ 6,586$ 8,513$ 12 176 165 174 175 180 186 182 186 186 1,022.73 1,286.40 1,106.82 1,342.71 978.35 1,192.89 1,005.61 1,221.65 1,012.92 2,930$ 4,314$ 4,119$ 4,500$ 4,239$ 4,563$ 4,304$ 4,618$ 4,117$

198 193 190 193 199 204 200 200 215 178 58,363.33 51,372.61 64,166.58 83,093.25 63,081.42 54,478.63 50,967.33 47,825.93 61,106.09 2,570.41 110,160$ 94,980$ 107,827$ 128,578$ 109,955$ 100,370$ 95,962$ 92,717$ 102,941$ 11,533$

Volume(x 1,000 cf)

Customers Revenue

TotalsAverages Totals

0.00

2,000.00

4,000.00

6,000.00

8,000.00

10,000.00

12,000.00

14,000.00

16,000.00

18,000.00

20,000.00

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$5,000

$10,000

$15,000

$20,000

$25,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


PALERMO CANAL WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 75 71 71 80 80 80 79 77 83 94 219.66 342.90 491.02 636.15 467.73 638.54 524.34 368.52 709.05 545.08 1,945$ 1,548$ 1,811$ 2,124$ 1,898$ 2,100$ 1,964$ 1,746$ 2,189$ 2,061$ 2 72 68 69 79 76 78 77 78 79 76 208.66 519.50 426.59 586.00 466.70 474.43 518.60 347.59 550.70 454.37 1,881$ 1,828$ 1,728$ 2,095$ 1,860$ 1,932$ 1,960$ 1,768$ 1,982$ 1,213$ 3 72 68 70 79 76 70 76 77 79 92 169.64 546.35 420.94 916.98 486.41 308.81 547.86 359.14 510.12 662.78 1,839$ 1,824$ 1,714$ 2,043$ 1,866$ 1,539$ 1,936$ 1,737$ 1,910$ 2,145$ 4 72 68 69 89 150 79 77 80 87 444.95 549.72 422.94 973.82 4,331.96 593.43 556.76 395.44 445.02 2,126$ 1,838$ 1,689$ 2,636$ 7,122$ 1,991$ 1,975$ 1,835$ 1,868$ 5 185 88 125 159 174 163 107 136 167 6,617.18 941.42 2,695.41 4,445.04 6,901.03 5,598.44 1,612.15 3,316.14 4,560.10 10,754$ 2,606$ 5,056$ 7,460$ 10,203$ 8,682$ 3,584$ 5,845$ 7,210$ 6 199 175 188 202 205 204 177 173 216 8,260.96 6,450.06 8,099.80 9,103.04 10,264.94 8,829.84 7,006.06 6,800.98 9,777.48 12,650$ 9,832$ 11,800$ 13,087$ 14,335$ 12,817$ 10,443$ 10,139$ 13,076$ 7 198 202 200 204 219 221 210 193 220 8,020.61 8,669.57 9,433.97 9,592.59 9,783.62 10,598.90 11,051.13 9,356.00 11,086.98 12,389$ 12,637$ 13,723$ 13,612$ 14,055$ 14,945$ 15,201$ 13,159$ 14,392$ 8 206 209 263 201 207 215 211 212 232 7,764.92 10,344.43 8,680.54 9,372.64 10,238.86 10,589.77 11,664.89 10,711.85 11,815.71 13,173$ 14,545$ 12,901$ 13,326$ 14,322$ 14,832$ 15,884$ 14,908$ 15,295$ 9 196 201 190 205 219 208 207 202 215 9,199.26 9,462.04 8,377.17 9,218.87 9,706.46 9,540.67 10,755.00 10,716.74 10,634.66 13,699$ 13,495$ 12,098$ 13,235$ 13,975$ 13,634$ 14,885$ 14,754$ 13,875$

10 172 165 166 144 163 164 184 140 196 4,468.28 5,425.76 4,780.99 2,900.42 5,106.18 4,388.30 7,141.06 2,895.79 7,008.34 8,331$ 8,640$ 7,957$ 5,544$ 8,194$ 7,480$ 10,683$ 5,502$ 10,055$ 11 79 91 109 109 112 95 90 89 109 227.80 883.35 1,438.40 1,168.79 1,441.04 794.98 514.52 684.82 1,051.66 2,024$ 2,587$ 3,465$ 3,128$ 3,498$ 2,562$ 2,150$ 2,311$ 2,800$ 12 75 75 82 85 90 82 81 81 97 539.79 538.60 619.19 594.79 632.75 501.08 405.46 551.69 675.15 1,171$ 1,938$ 1,445$ 2,111$ 2,251$ 1,992$ 1,862$ 2,035$ 2,234$

133 123 134 136 148 138 131 128 148 87 46,141.72 44,673.70 45,886.96 49,509.13 59,827.69 52,857.20 52,297.83 46,504.67 58,824.97 1,662.22 81,984$ 73,318$ 75,386$ 80,401$ 93,579$ 84,506$ 82,528$ 75,739$ 86,887$ 5,419$ Totals

Revenue

Averages

Volume(x 1,000 cf)

Totals

Customers

0.00

2,000.00

4,000.00

6,000.00

8,000.00

10,000.00

12,000.00

14,000.00

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$2,000

$4,000

$6,000

$8,000

$10,000

$12,000

$14,000

$16,000

$18,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


TO: Board of Directors FROM: Matt Colwell, Water Division Manager DATE: April 19, 2013 RE: General Information (regarding matters not scheduled on agenda) 4/26/13 Board of Directors Meeting Operations Water Division staff have been accomplishing normal system maintenance and operations tasks. Ongoing work projects include domestic service installations, distribution system betterments, and leak repairs. On Monday, April 1, distribution crews installed a new 8” water main interconnection, approximately 50 feet in length that crossed both lanes and temporarily stopped traffic at times on Lincoln Boulevard near North Villa Avenue. The crew worked very efficiently throughout the day and without interruptions or breaks in order to get the components installed, turned back on, and to return traffic flow to normal. The new interconnecting pipeline and isolation valves improve water distribution flow from a 16” mainline on Lincoln to a small network of dead-end 6” water mains on North Villa, and will reduce the number of potential customers without water during future repairs and improvement projects. In February a letter was written to President Lou Lodigiani from Horizon Tower, LLC, regarding its interest in the Kelly Ridge (Million Gallon Tank) property as a potential site for a wireless communication facility. Horizon Tower is a provider of co-location telecommunications facilities throughout California and Arizona for clients such as T Mobile, AT&T Wireless, and others. Since the initial contact from Horizon, Agency management and staff have had additional discussions in email, conference calls, and a site visit, regarding the concept of a leased 50’ x 50’ area for tower and ground facilities. Discussion items so far have included opportunities for the Agency to utilize tower space for its own communication purposes, leasing terms, and access to the site. At this time it is still premature to assess the likelihood of the Kelly Ridge site housing a wireless facility. However, ongoing discussion, evaluation and negotiation will be continuing and the Board of Directors will be informed and provided additional details as the opportunity develops. Miners Ranch Treatment Plant raw-water pump #3 feeding the treatment plant is currently having a new 125 HP variable frequency motor drive installed as part of a 2013 budget project. Maintenance Technician Charlie McCauley and MRTP operators are replacing an inefficient and unreliable 25-year-old variable-frequency drive. The project will result in improved energy efficiency, improved operations reliability, and enhanced remote operations.

Irrigation System Operations Irrigation water orders have reached a point where additional water needs to be diverted into the system. In addition to the availability of local creek inflow, the Forbestown Ditch operations will be ramping up to deliver 5 CFS to WD6. The pictures at right and below show the sediment buildup and clearing efforts at the Honcut Creek diversion that feeds the lower section of the Forbestown and South Honcut Ditch.

The current irrigation flows are as follows: Forbestown Ditch SF 14 = 0 cfs

NYWD = 0 cfs SFWPA @ WD 6 = 0 cfs Bangor Canal SF 25 = 6 cfs Palermo Canal SF30 = 3 cfs

Water Treatment Operations

I have previously reported on the improvements at Miners Ranch Treatment Plant on the chlorine feed system and I am pleased to report that the new system is online and operating. The upgraded system utilizes sensors and output controls, through SCADA, to automatically adjust the gas-feed rate dependent on plant outflow (demand) to achieve the desired disinfectant concentration. The photograph at left shows Jim Coffelt, John Shipman and Charlie McCauley “dialing” in the chlorine feed controllers with assistance from the manufacturer’s representative.

MRTP total treated water production shown on the table at right and the historical graph at the end of this report indicates that the water demand is approximately average for this time of year.

Miners Ranch Production March 2013

Total (MG) 84 (100% of Avg)

High (MGD) 3.6 Low (MGD) 1.8 Avg. (MGD) 2.7

-50,000

-25,000

0

25,000

50,000

75,000

100,000

125,000

150,000

175,000

200,000

-100

-50

0

50

100

150

200

250

300

350

400

Elec

tric

ity D

eman

d (K

WH)

Wat

er D

eman

d (M

illio

n Ga

llons

)

Monthly

Miners Ranch Water Treatment PlantMonthly Water Production VS: KWH Purchased

Solar Plant Production MRTP power demand for March was greater than the solar generation by 13,200 KWH. The graph below provides a historical perspective of energy demand (from PG&E) compared to water production.

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

2,200

JAN FEB MAR APR MAY JUN JULY AUG SEP OCT NOV DEC

MIL

LIO

NS

OF

GAL

LON

S MRTP Total Annual Water Production

5 Year Avg Cummulative

1997 (max)

2009

2010

2011

2012

2013

Water Division Status Report Matt Colwell Water Division Manager

Minimum (2011)

Maximum (1997)

Average


TO: Board of Directors FROM: Michael Glaze, General Manager DATE: April 16, 2013 RE: General Information (regarding matters not scheduled on the agenda) 4/23/13 Board of Directors Meeting Business Recruitment Branding/Marketing Project The attached letter was sent earlier this month to the chief executives of the City of Oroville, County of Butte, Oroville Area Chamber of Commerce and the Oroville Economic Development Corporation, requesting a formal commitment of support from each of their governing boards/council. The request for proposals (RFP) for development and implementation of a branding and business-recruitment marketing program for the greater Oroville area, reviewed by the Board at its last meeting, was released on March 29. A number of firms have responded after receiving the RFP and said that they are excited about the project and are in the process of preparing responses. The next event in the consultant-recruitment process is a “Pre-Proposal Conference” that will be held in SFWPA’s Board Room at 10:00 a.m. on Thursday, May 2. This is not a mandatory meeting for proposers but is being offered to give them an opportunity to ask questions regarding the requirements outlined in the RFP. All Grow Oroville Coalition (GOCO) representatives are invited to be present to help me answer whatever questions might be asked (assuming someone shows up). The submittal deadline for proposals is May 17, and GOCO representatives will again be convened for an initial evaluation of proposals at 10:00 a.m. on Wednesday, May 22. We’ll decide at that time if we want to conduct interviews on May 30 & 31 (specified in the RFP as “optional”). Miners Ranch Treatment Plant Improvement Project Financing As was discussed during development of this year’s budget, we are still on track to initiate the Miners Ranch Treatment Plant Improvement Project in early 2014. In preparation for and to facilitate that design/build project, the 2013 budget includes funds for hiring an independent financial advisor to assist the Agency in developing a financing strategy for the project. An RFP to facilitate selection of the financial

advisor is attached. Approval for a contract with the selected proposer should be on the agenda for June 25, 2013. Treatment Operator Recruitment After Jerry Gentry’s announcement of his May 30 retirement date, a recruitment process was initiated for a new water treatment operator. The Agency’s web site provides information about the position and explains that the vacant position will be filled with a qualified individual possessing a T3 or T4 water treatment certification, if one can be recruited. If a T3 or T4 is not available, then an Operator-in-Training will be hired to commence a two-year apprenticeship. Letters were sent to individuals who had previously expressed interest in employment with the Agency and who possessed, or were in the process of obtaining, a T2 treatment certificate. Letters were also sent to several hundred individuals residing in Northern California who already possess a T3 or T4 certificate (contact information provided by State Department of Public Health). The following teaser was used to get their attention.

If you’re tired of long commutes, congested communities, shifts that demand your presence when the rest of your family wants to recreate, check us out. Oroville is located in the southeastern portion of Butte County along the eastern edge of the Sacramento Valley. It is the gateway to the Feather River Canyon and the Lake Oroville State Recreation Area. Lake Oroville offers fishing, house boating, swimming, picnicking, water skiing and jet skiing. The area also provides excellent hunting and golf, as well as mountain bike, equestrian, and hiking trails. It’s definitely a place you can live, work and play all in the same day. SFWPA’s wage rates and benefits are very competitive – especially the 3% @ 60 PERS retirement if you are already a PERS member.

The deadline for submitting applications is May 3, with a target employment date of July 8. As of this writing, four applications have been received from individuals with T3, T4 and T5 certificates. Nine applications have been received from T2 certified (or in the process of being T2 certified) individuals. So, I’m anticipating that recruitment of a T3 or better is very likely.

SOUTH FEATHER WATER & POWER AGENCY MICHAEL C. GLAZE, GENERAL MANAGER 2310 ORO-QUINCY HIGHWAY

OROVILLE, CALIFORNIA 95966 530-533-4624 530-533-3968 (FAX) [email protected]

April 9, 2013 Paul Hahn, County Administrator Peter Cosentini, Interim City Administrator County of Butte City of Oroville 25 County Center Drive 1735 Montgomery Street Oroville, California 95965 Oroville, California 95965 Claudia Knaus, President/CEO Michael Walsh, Executive Director Oroville Area Chamber of Commerce Oroville Economic Development Corporation 1789 Montgomery Street P.O. Box 959 Oroville, California 95965 Oroville, California 95965 Re: Grow Oroville Coalition (GOCO) Business Recruitment Branding and Marketing Program Ladies and Gentlemen: Thank you for your support and for the great effort of those who have represented you over the past four months as the Grow Oroville Coalition has come together for the purpose of stimulating economic development in the Oroville area. All of us have economic growth as a common interest, and this may be the first time that such a cooperative and synergistic effort has been made to boost this area’s economy. It is my hope that what we have experienced and accomplished over the last four months will continue so that our efforts can be focused on bigger and better tasks to improve the economy of Oroville and the surrounding county. But for now, Coalition-member representatives have identified branding and marketing of our community as a prerequisite and the first effort needed for the success of future business recruitment efforts. Business recruitment in our community will continue to struggle and be handicapped until a solid branding and marketing program is developed. A concerted effort must be made by our group, and others, working collectively to develop a brand that all of our organizations can use in their respective efforts to foster economic growth within Butte County – a brand and a message that is consistent, concise and unforgettable. Without such a tool, the Oroville area will continue being just another community hoping to get lucky. We all agree that retaining a proven an experienced public relations firm to create a quality marketing brand and outreach program is essential to the community’s future economic growth. Toward that end, Agency staff prepared a request for proposals (RFP) to facilitate the selection of a qualified consulting firm to develop and implement a branding and business-recruitment marketing program for the greater Oroville

Paul Hahn, County of Butte Peter Cosentini, City of Oroville Claudia Knaus, Oroville Area Chamber of Commerce Michael Walsh, Oroville Economic Development Corporation April 3, 2013 Page 2 area. The selected consultant would be tasked with creating an industry brand that would define the community of Oroville and leave a compelling and unique perception in the minds of manufacturers, beverage bottlers, water-dependent food processing companies and other businesses that are searching for a site to build or expand manufacturing and/or processing facilities. I recently reported to the Agency’s Board of Directors that, although strongly supported by the Coalition, the budgets of the other GOCO members are such that they are not presently in a position to commit to sharing a portion of the $80,000 - $150,000 estimated cost of the branding/marketing effort. Nevertheless, Agency directors all affirmed their support for the Agency funding the effort, at this time, so that it can move forward. The Board considers the branding/marketing effort as absolutely necessary to stimulate economic growth in the Oroville area which has the possibility of greatly benefiting the Agency and your respective entities. Given this overwhelming support of the Agency's Board of Directors, the RFP (a copy of which you were previously sent via email) was released on March 29. It is anticipated that the evaluation process and contract negotiations will result in consideration of a contract award by the Agency’s Board on June 25, 2013. Although South Feather Water and Power Agency is willing to sponsor and finance this important task, its Board of Directors would greatly appreciate a formal commitment of support (e.g., resolution) from the other Coalition members, including a commitment to make a good-faith effort to assist in funding the cost of the consulting firm (the proposed term of the consultant’s contract for the marketing program is through December 31, 2014). It would be greatly appreciated if said commitments could be provided prior to June 25 when the Board will consider approving the contract of the selected branding/marketing consultant. If you have questions or need additional information, please let me know. Sincerely, South Feather Water and Power Agency Michael C. Glaze, General Manager


REQUEST FOR PROPOSALS

for

FINANCIAL ADVISOR SERVICES

Release Date: April 10, 2013

Submittal Deadline: May 17, 2013

Request for Proposals

Financial Advisor Services

TABLE OF CONTENTS

SECTION PAGE

1.0 Introduction ................................................................................................. 1

2.0 Background ................................................................................................. 2

3.0 Tentative Project Schedule ......................................................................... 4

4.0 Scope of Services ....................................................................................... 5

5.0 Assurance of Designated Project Team ...................................................... 5

6.0 General Terms and Conditions ................................................................... 6

7.0 Proposal Format Requirements .................................................................. 6

8.0 Submittal Instructions .................................................................................. 7

9.0 Evaluation Criteria ....................................................................................... 8

10.0 Selection Procedure .................................................................................... 8

ATTACHMENTS

Sample Contract

1.0 INTRODUCTION South Feather Water and Power Agency (“SFWPA” or “Agency”) is inviting proposals from qualified consulting firms or individuals to provide financial advisor services for the financing of the Agency’s Miners Ranch Treatment Plant Improvement Project, estimated to cost between $17 and $22 million, and scheduled to begin as early in 2014 as possible. The Agency intends to award a contract to the selected firm, effective through the completion of the financing. This Request for Proposals (“RFP”) includes background information about the Agency and the proposed treatment plant improvement project, a description of the scope of work, proposal requirements, instructions for submitting a proposal, evaluation criteria, and selection criteria. Direct all inquiries regarding this RFP in writing to:

Michael Glaze, General Manager [email protected] or to Steve Wong, Finance Division Manager [email protected] South Feather Water and Power Agency 2310 Oro-Quincy Highway Oroville, California 95966

Information provided by anyone other than the above contacts may be invalid, and proposals that are submitted in accordance with such information may be declared non-responsive. In the event it becomes necessary to revise any part of this RFP, written addenda will be issued. Any amendment to this RFP is valid only if in writing and issued by the above contacts. Failure of a proposer to return a signed addendum, when required, may be cause for rejection of his/her proposal.

RFP – Financial Advisor Services Page 1 of 9

2.0 BACKGROUND The Agency service area is located 70 miles north of Sacramento on the east side of California's Sacramento Valley in the Sierra foothills of southeast Butte County. The Oroville Area Land Use Plan of the Butte County General Plan designates much of the service area of SFWPA as Agricultural-Residential. The purpose of the Agricultural-Residential designation is to provide areas for agricultural uses and single-family dwellings at rural densities. Although the primary water supplier for the City of Oroville is California Water Company, SFWPA provides treated water to approximately 2,000 residences in the northeast quadrant of the city. South Feather Water and Power Agency – originally named Oroville-Wyandotte Irrigation Agency (“OWID” or “Agency”) – has roots extending back to the California gold rush. The ditch system utilized by the Agency today to distribute its irrigation water is a modification and expansion of the ditch network constructed by early miners who diverted water from tributaries of the Feather River to their mining claims. In 1852, a small ditch company was organized to construct a ditch from the South Fork of the Feather River to the mining sites at Forbestown, Wyandotte, Honcut, Ophir, and Bangor. The Palermo Ditch, completed in 1856 by the Feather River and Ophir Water Company, was a major impetus to the growth of gold mining within the area occupied by the present City of Oroville where rich gold deposits were discovered in 1849. OWID was organized on November 17, 1919, and included 16,800 acres of land. The Agency was formed by assuming the old water rights from the South Feather Land and Water Company and the Palermo Land and Water Company. In July 1944, OWID initiated plans to sell water for domestic use, and between 1944 and 1967, approximately 80 miles of coal-tar lined and tar paper wrapped steel pipe was installed. The residential growth rate within the Agency was greatly accelerated by the housing demands associated with the construction of Oroville Dam in the early 1960's. The irrigation system in the northern part of the Agency was slowly abandoned as the domestic pipeline system was expanded to meet the growing residential demand. By 1962, OWID served approximately 4,800 acres of agricultural land, with 8,000 AF of irrigation water delivered by the Agency. In addition to irrigation service, the Agency furnished water to approximately 2,500 residences. As a result of the concern for an adequate water supply and for a revenue source to fund the Agency’s expanding infrastructure, the Agency’s Board of Directors proposed the construction of the South Feather Power Project (FERC License No. 2088, originally named South Fork Project). The South Feather Power Project, covering 82 square miles in three counties, consisted of eight dams, 9


tunnels, 21 miles of canals and conduits, three hydroelectric power plants and 21 miles of road. The project was completed in 1963 at a cost of $62 million, and was financed through the sale of revenue bonds secured by the projected revenues from power generation. Those bonds were defeased in 2009. In 1975, Congress passed the Clean Water Act that enacted sweeping changes in domestic drinking water standards. No longer would unfiltered surface water be acceptable for drinking water. Faced with a building moratorium, OWID voters passed a revenue bond in 1978 that allowed for the construction of Miners Ranch Treatment Plant. Today, SFWPA has grown to provide water to approximately 6,650 households, maintains a service area of over 31,000 acres supplied by 141 miles of pipeline, and delivers irrigation water seasonally to over 500 customers by way of approximately 100 miles of primarily open earthen canals. The Agency’s 2013 Budget is summarized as follows:

Beginning Balance $24,959,609 Revenue Sale of Water $ 2,500,000 Sale of Electricity 15,500,000 Other Revenues 3,256,000 $ 21,256,000 Expenses Salaries & Benefits $ 9,058,710 Supplies & Services 3,259,690 Capital Projects 4,739,100 Contract Distribution 709,000 Debt Service 449,526 $ 18,216,026 Reserve / Ending Balance $27,999,583

To accommodate anticipated growth within the Agency’s service area over the next 30 years, the Agency has undertaken a project to expand and upgrade its Miners Ranch Treatment Plant (MRTP) to address system demands and anticipated regulatory requirements. In preparation for this improvement project, the Agency has already accomplished two preliminary phases of work:

Facilities Review – defined the regulatory and operations requirements for the treatment plant expansion, evaluated the current condition of the various process units at MRTP, and identified treatment and expansion alternatives;


Alternatives Analysis – analyzed and selected improvements and expansion alternatives which include enhanced mixing, clarification, filtration, disinfection and residuals handling facilities and practices.

An important objective for the MRTP Improvement Project is to reliably meet current water demands and the projected increased water demands anticipated with population growth over the next 30 years (based on an annual growth rate of 1.5%). Redundancy, safety and operational flexibility are also important considerations for the project. The expanded plant must meet current and anticipated future drinking water regulations under changing water quality and flow conditions – challenges that limit the existing plant’s capacity. The system’s current maximum-day demand is 11 million gallons per day (mgd). In the direct filtration mode, the plant’s current treatment (design) capacity is 14.5 mgd – 10.8 mgd firm capacity (with one filter out of service). The proposed plant expansion will increase design capacity to 21 mgd, which corresponds to 18 mgd firm capacity. It is anticipated that the Agency will employ a design-build (most likely “CM at Risk”) method of project delivery, and wishes to finance all project costs, including design, construction and construction engineering and management. The Agency’s legal counsel has opined that the Agency may be limited in the types of financing it can employ if it pursues an alternative project delivery method other than the traditional bid/design/bid/construction method. Specific limitations come from Public Contract Code §§20560-205750 which require an irrigation district to competitively bid “works” projects paid for “with the proceeds of the sale of bonds or a limited assessment.”

3.0 TENTATIVE PROJECT SCHEDULE The tentative schedule for this project is provided below. Any change in the scheduled dates for the Deadline for Final Questions or the Submittal Deadline will be advertised in the form of an addendum to this RFP. The schedule for the evaluation process and other future dates may be adjusted without notice. Deadline for Final Questions ............................................................May 10, 2013 Submittal Deadline ...........................................................................May 17, 2013 Evaluation of Proposals ............................................................ May 20 – 31, 2013 Interviews (optional) .................................................................... June 3 – 7, 2013 Contract Negotiations .............................................................. June 10 – 14, 2013 Contract Approval by SFWPA Board of Directors ...........................June 25, 2013


4.0 SCOPE OF SERVICES

The selected Financial Advisor will be responsible for providing a broad spectrum of services that will result in the successful formulation and execution of a debt financing plan to fund the Miners Ranch Improvement Project. The scope of work required by the Agency may include, but not be limited to, the following:

• Advise and assist in the development, structure and timing of the issuance of the obligation; • Advise and assist in considering and structuring various modes of financing; • Advise on the amount, timing and nature of borrowings, as well as the credit structure, maturity

schedule, call provisions and other items, as needed; • Assist in determining the merits of competitive, negotiated or private placement of the debt; • Assist Agency staff in the selection of an underwriting team; • Assist in the preparation of the official statements, notices of sale and other appropriate and

needed information to prospective investors; • Review legal documentation including closing documents and transcripts; • Review and analyze legislation that may have a financial impact on the Agency’s proposed

financing; • Recommend the timing for the sale of the obligations; • Coordinate the related service providers; • Manage competitive or negotiable sales process including analyzing bids, reviewing spreads,

analyzing market levels, and clarifying syndicated roles with selected underwriter(s); • Evaluate the terms and recommendation of acceptance, rejection or renegotiation with respect

to sale bids or final pricing as applicable, including confirmation of competitive bids; • Advise on such matters as bond registration, printing and other matters related to the settlement

and delivery of the obligations, as necessary; • Participate in meetings, as requested, relating to the issuance of obligations; • Assist the Agency with forming and implementing a rating strategy to optimize the Agency’s

credit ratings, including preparing any presentation before rating agencies, or other parties as needed;

• Provide ongoing information to Agency staff regarding the activity status of the financing; • Assist with preparation of RFP/Qs and evaluation of proposals; • Attend meetings and make presentations to the Agency’s Board of Directors as requested; • Resolve issues regarding the sale and issuance of obligations that are raised by prospective

purchasers, rating agencies or public officials; and, • Conduct marketing and sale of the debt. • Assist with initial investment of financing proceeds.

5.0 ASSURANCE OF DESIGNATED PROJECT TEAM

Proposer shall assure that the designated project team is used for this project. Departure or reassignment of, or substitution for, any member of the designated project team shall not be made without the prior written approval of the Agency.


6.0 GENERAL TERMS AND CONDITIONS

6.1 Independence. The selected Financial Advisor will not be permitted to underwrite any of the Agency’s obligations.

6.2 Standard Contract. Upon completion of the evaluation and acceptance of the recommendation for award by the Agency’s Board of Directors, the selected firm will be required to execute a Consulting Services Agreement, a sample of which is included as Attachment A.

6.3 Non-Collusion. Firms submitting proposals shall warrant that their offer is made without any previous understanding, agreement or connection with any person, firm or corporation submitting a separate proposal for the same project and is in all respects fair, without outside control, collusion, fraud or otherwise illegal action. This condition shall not apply to proposals which are submitted by firms who have partnered with others to submit a cooperative proposal that clearly identifies a primary contractor and the associated sub-contractors.

6.4 Indemnification and Insurance Requirements. The Agency’s standard indemnification and insurance requirements are provided in the sample contract at Attachment A. All costs of complying with the insurance requirements shall be included in the pricing of proposals.

7.0 PROPOSAL FORMAT REQUIREMENTS

Each response to this RFP (“proposal” or “submittal”) shall include the information prescribed in this section, provided in the order specified below. Failure to provide all the elements specified may result in the proposal being rejected. Additional information that is relevant to the goals of the RFP may be provided.

The proposal shall be delivered in both hard-copy and electronic (.pdf) format. The hard-copy submittals should be bound or contained in a loose-leaf binder. Section dividers should be used, tabbed in accordance with the organizational format, specified below.

7.1 Cover Letter with the following information. • Title of this RFP. • Name and mailing address of firm (including physical location if mailing address is a P.O.

box). • Contact person, telephone number, fax number, and email address.

7.2 Signature Requirements. The Cover Letter must be signed by the proposer, or an officer

empowered by the proposing firm, to sign such material and thereby commit the proposer to the obligations contained in the RFP response. Further, the signing and submission of a response shall indicate the intention of the proposer to adhere to the provisions described in this RFP and a commitment to enter a binding contract.


7.3 TAB A: Firm’s Qualifications. Describe the firm and provide a statement of the proposer’s qualifications for performing the requested consulting services. Identify the services which would be completed by you and those that would be provided by sub-consultants, if any. Identify any sub-consultant you propose to utilize to supplement your firm’s staff. Include the firm’s organization chart, or clarify that you are an individual proposing for yourself only.

7.4 TAB B: Experience and References. Provide a list of the most recent projects for which the proposer has performed similar services of similar size, scope and complexity. This list shall include the name, contact person, address, email and phone number of each part for whom the service was provided, as well as a description of the service performed, the dollar amount of the contract, and the date of performance. Also, disclose litigation, including administrative proceedings, involving financings over the past ten years in which the proposer was involved.

7.5 TAB C: Qualifications of Team/Individual. Provide a brief summary of the qualifications and experience of each team member (including sub-consultants, if any) that will be assigned to this contract, including length of service with the firm and a résumé. Include an organization chart specifically of the staff available for this project, with the designated project manager identified.

7.6 TAB D: Approach. Describe your approach to this project. In particular, how does your firm approach a new financing? Describe your firm’s involvement to mitigate risk while achieving a low-cost of borrowing. Describe other issues your firm believes are relevant to the Agency in selecting financial advisor services. Include a proposed work schedule and timeline to accomplish all of the necessary tasks. Specify the major project components, an estimated cost breakdown by major component or phase, and the expected time of completion of each component. Identify the staff who would be assigned to each task, including sub-consultants, if any.

7.7 TAB E: Exceptions. Describe any and all proposed exceptions, alterations or amendments to the Scope of Work or other requirements of this RFP, including the Consulting Services Agreement (Attachment A). Be aware that the nature and scope of your proposed exceptions may impact the Agency’s evaluation of your response to the RFP and its determination as to whether it will be possible to successfully negotiate a contract with you or your firm.

7.8 TAB F: Cost. Provide a rate/fee schedule for all proposed staff that would be the basis for your invoices during the course of this contract. Define any reimbursable expenses that you will be asking the Agency to pay. Describe any transaction fees you would charge in conjunction with any aspect of this contract and the anticipated financing. List other engagements that were similar to this one, together with the total amounts you charged for your work (explain why the cost for your work on this project might be similar, or why it might be significantly different).

8.0 SUBMITTAL INSTRUCTIONS 8.1 The submittal shall include the following:

• Eight (8) printed copies. • One (1) electronic copy in .pdf format on CD, DVD, flash drive, or other electronic media.


8.2 Proposals shall be submitted no later than 5:00 p.m. on the date (“Submittal Date”) indicated on the cover page of this RFP. All proposals shall be submitted in a sealed container and marked clearly as “FINANCIAL ADVISOR RFP RESPONSE” on the outside of the container.

8.3 Proposals must be submitted ONLY to:

South Feather Water and Power Agency 2310 Oro-Quincy Highway Oroville, California 95966

8.4 Faxed or emailed proposals will not be accepted. 8.5 Consideration of late submittals will be at the Agency’s discretion. Further, the Agency reserves

the right to waive minor irregularities and defects in proposals, and will be the sole judge of the materiality of any such irregularity or defect.

8.6 All submittals, whether selected or rejected, will become the property of South Feather Water and Power Agency and shall not be returned to the preparer.

8.7 All costs involved in the preparation of proposals shall be borne by their preparers. 8.8 The submittal of a proposal implies a guarantee that it remains firm for 120 days after the

Submittal Deadline specified on the RFP title page.

9.0 EVALUATION CRITERIA

The following evaluation criteria and rating system shall be used to determine the most highly qualified firm(s).

Maximum Evaluation Criteria Points Possible

A. Experience and qualifications of firm (see Section 7.4) 10 B. Qualifications of proposed staff and experience working 35

on financings similar to this RFP’s subject (per Section 7.5) C. Understanding of the project – Proposed Project Plan 35

(per Section 7.6) D. Cost (per Section 7.8) 20

Total Possible Points 100

10.0 SELECTION PROCEDURE 10.1 Submittals will be reviewed for responsiveness, and responsive submittals will then be

screened by the Agency’s General Manager and Finance Division Manager in accordance with the evaluation criteria specified in Section 9.0.

10.2 Interviews will be scheduled with those firms that the General Manager determines warrant further consideration.


10.3 Proposals by all of the firms interviewed will be submitted for consideration by the Agency’s Board of Directors at its meeting on June 25, 2013, together with the General Manager’s recommendation for award of contract.

10.4 The Agency reserves the right to award a contract to the firm that presents the best qualifications and whose proposal best accomplishes the desired results, as determined by the Agency’s General Manager and Finance Division Manager.

10.5 The Agency reserves the right to reject any or all proposals, or to waive minor irregularities and/or defects in said proposals, or to negotiate deviations from the RFP with the successful firm. In the case of value differences between written words and figures in a proposal, the amount stated in words shall govern. In the case of differences between unit price and the extended figure, the unit price shall govern. The Agency is not required to select the proposal that offers the lowest cost.



TO: Board of Directors FROM: Michael Glaze, General Manager DATE: April 10, 2013 RE: LAFCo Election Agenda Item for 4/23/13 Board of Directors Meeting Attached is a ballot from LAFCo for the election of a Non-Enterprise Special District Commissioner and an Alternate Special District Commissioner. The LAFCo Commission is comprised of two representatives from city councils within the county, two representatives from the County Board of Supervisors, one enterprise special district (e.g., SFWPA, PID, LOAPUD, TID) representative, one non-enterprise special district (e.g., Oroville Cemetery District, FRRPD, CARD, etc.) representative, and one member at large. Cities, the county and special districts also each elect an Alternate Commissioner. For special districts the Alternate can be from either an enterprise or a non-enterprise district. To ensure that a quorum is established, it is important that SFWPA submit its ballot, whether or not it casts its vote for any of the candidates. If a director wishes to propose a vote for one or more of the candidates, the following action would suffice:

“I move that South Feather Water and Power Agency’s vote be cast for ____________________________ as Non-Enterprise Special District Regular LAFCo Commissioner, and for ____________________________ as Special District Alternate Commissioner.”

BUTTE LOCAL AGENCY FORMATION COMMISSION

1453 Downer Street, Suite C

Oroville, CA 95965 – (530) 538-7784

2013 ELECTION BALLOT

Non-Enterprise Special District Regular Commissioner

There are three (3) nominations for the Special District Regular "Non-Enterprise" Member position. Please vote for one by marking box. You may also vote for a write-in candidate.

□ Wes Gilbert – Butte County Resource Conservation District

□ Tom Lando - Chico Area Recreation & Park District

□ Al McGreehan - Paradise Area Recreation & Park District

□ ______________ _______________

(Write in Candidate) (Name of District)

Enterprise or Non-Enterprise Special District Alternate Commissioner

There are two (2) nominations for the Special District Alternate Member position. Please vote for one. You may also vote for a write-in candidate.

□ Marcia Carter - Feather River Recreation & Park District

□ Wes Gilbert - Butte County Resource Conservation District

□ ______________ _______________

(Write in Candidate) (Name of District)

Certification of Ballot

______________________________________ _______________________________________ District Board Chair or Designee District Manager/Secretary of the Board

TO: Members of the District Board of Directors FROM: Stephen Lucas, Executive Officer Jill Broderson, Management Analyst SUBJECT: Election of a Special District Regular "Non-Enterprise" Member and an Alternate Member DATE: April 9, 2013 _____________________________________________________________________________________ The Butte Local Agency Formation Commission is holding an election for both a:

Special District Regular "Non-Enterprise" Member; and

Special District Alternate Member. Terms of office for both seats will be from June 2013 to May 2017. Instructions: 1. Votes shall be made by official action of the Districts’ Board of Directors. 2. Ballots shall be certified by the signature of the Chair, or an alternate District Board Member chosen by the Districts’ Board for the purpose of signing the attached ballot AND counter-signed by the Districts’ General Manager/Secretary of Board. 3. District ballots shall be returned no later than 4:00 p.m. on Friday, May 30, 2013. Ballots postmarked after the closing date will not be accepted. 4. Districts may submit their ballots one of the following ways:

Hand Delivered Electronic Mail Certified Mail Stephen Lucas, Executive Officer Butte LAFCO 1453 Downer Street, Suite C Oroville, CA 95965

[email protected] Stephen Lucas, Executive Officer Butte LAFCO 1453 Downer Street, Suite C Oroville, CA 95965

5. District ballots returned by electronic mail shall be scanned copies of the original signed certified ballot.

mailto:[email protected]

Members of the District Board of Directors April 9, 2013 Page 2

6. If you do not have a District Board meeting scheduled within this time frame, a special meeting shall be scheduled in order to submit a valid ballot. In order for the election to be valid, a quorum (21) of districts must complete and return their ballots. Otherwise, the process will repeat until such time we receive ballots from a majority of the districts. This is an important ballot, as your Special District LAFCO Commissioner will be making decisions on budget issues, policies and projects that may have a direct impact on your district. Please participate in this project and submit your vote. Should you have any questions, please feel free to contact myself or Jill Broderson, Management Analyst at your convenience. Attachment


TO: Board of Directors FROM: Michael Glaze, General Manager DATE: April 16, 2013 RE: General Policy #470, Investments – Proposed Amendments Agenda Item for 4/23/13 Board of Directors Meeting The Agency’s policy regarding the investment of surplus funds was adopted in 1996, and was amended once in 2006. Dustin Cooper recently reviewed the policy and recommends amendments to bring it into conformance with current law. Also needing amendment are the fund names, listed under “Scope,” to which the policy applies. The proposed amendments are shown on the attachment (additions and deletions), with a “clean” copy of the amended policy following. Because the proposed amendments are only for the purpose of conforming to state law, the Policy Committee was not convened to review the proposed changes. Staff and counsel recommend the following action:

“I move approval of the changes proposed by staff and legal counsel to General Policy #470, ‘Investments.’”

Policy #470 – INVESTMENTS Premise The Legislature of the State of California has declared that the deposit and investment of public funds by local officials and local agencies is an issue of statewide concern (California Government Code (CGC) §53600.6 and §53630.1); and, Government Code Sections 536005921 and 5360153630, et seq., allow the legislative body of a local agency to invest surplus monies not required for the immediate necessities of the local agency; and, The Treasurer may be ordered by the Board of Directors to annually prepare and submit a statement of investment policy and such policy, and any changes thereto, is to be considered by the local agency’s legislative body at a public meeting (CGC §53646(a)). The Treasurer may be delegated the authority, for successive one-year periods, to act for the Board of Directors in the investment of Agency funds and to report fo the Board on the status of deposits and/or investments as may be determined appropriate by the Board. For these reasons, and to ensure prudent and responsible management of the public’s funds, it is the policy of the South Feather Water & Power Agency to that, while meeting the daily cash flow demands of the Agency and conforming to all statutes governing the investment of South Feather Water & Power Agency funds, the Agency’s investment strategy will be prioritized to: 1) ensure safety of the investment; 2) maintain liquidity of the funds; and, 3) attain a reasonable rate of return on investmentsinvest funds in a manner which will provide the highest investment return with the maximum security while meeting the daily cash flow demands of the Agency and conforming to all statutes governing the investment of South Feather Water & Power Agency funds. Scope This investment policy applies to all financial assets of SFWPA. These funds are accounted for in the Independent Annual Financial Report and include:

Demand Account: Investments:

General Fund Local Agency Investment Fund Secretary Revolving FundJoint Facilities Operating Fund Operation and Maintenance FundSystem Capacity Fund Enterprise FundsRetiree Benefits Fund

Prudence Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs; not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived. The standard of prudence to be used by investment officials shall be the “prudent investor” standard (CGC §53600.3) and shall be applied in the context of

managing an overall portfolio. Investment officers acting in accordance with written procedures and this investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security’s credit risk or market price changes, provided deviations for expectations are reported in a timely fashion and appropriate action is taken to control adverse developments. Objectives As specified in CGC §53600.5, when investing, reinvesting, purchasing, acquiring, exchanging, selling and managing public funds, the primary objectives of the investment activities, in order of priority order, shall be: A. Safety: Safety of principal is the foremost objective of the investment program. Investments

of SFWPA shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. To attain this objective, diversification is required in order that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio.

B. Liquidity: The investment portfolio will remain sufficiently liquid to enable SFWPA to meet all

operating requirements that might be reasonably anticipated. C. Return on Investments: The investment portfolio shall be designed with the objective of

attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints and the cash flow characteristics of the portfolio.

Delegation of Authority Authority for the safekeeping of Agency funds, and to manage the investment program is derived from California Government Code Sections 53600, et seq. and 53630 et seq. Management responsibility for the investment program is hereby delegated to the Treasurer, which delegation shall be renewed annually in accordance with law. The Treasurer shall establish written procedures for the operation of the investment program consistent with this investment policy. Procedures should include references to: safekeeping, PSA repurchase agreements, wire transfer agreements, collateral/depository agreements and banking services contracts, as appropriate. Such procedures shall include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures established by the Treasurer. The Treasurer shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials. Under the provisions of California Government Code §53600.3, the Treasurer is a trustee and a fiduciary subject to the prudent investor standard. Ethics and Conflicts of Interest The Treasurer and other officers and employees involved in the investment process shall refrain from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment decisions.

Authorized Financial Institutions and Dealers The Treasurer will maintain a list of financial institutions, selected on the basis of credit worthiness, financial strength, experience and minimal capitalization authorized to provide investment services. In addition, a list will also be maintained of approved security broker/dealers selected by credit worthiness that are authorized to provide investment and financial advisory services in the State of California. No public deposit shall be made except in a qualified public depository as established by state laws. For brokers/dealers of government securities and other investments, the Treasurer shall select only broker/dealers who are licensed and in good standing with the California Department of Securities, the Securities and Exchange Commission, the National Association of Securities Dealers or other applicable self-regulatory organizations. Before engaging in investment transactions with a broker/dealer, the Treasurer shall have received from said firm a signed Certification Form. This form shall attest that the individual responsible for SFWPA’s account with the firm has reviewed SFWPA’s Investment Policy, has reviewed Government Code Sections 53630 et seq. and 53600 et seq., and that the firm understands the policy and legal requirements, and intends to present investment recommendations and transactions to SFWPA that are appropriate under the terms and conditions of the Investment Policy and fully compliant with applicable law. Authorized and Suitable Investments The South Feather Water & Power Agency is empowered by California Government Code §53601, et seq., to invest in the following: A. Bonds issued by the South Feather Water & Power Agency. B. United State Treasury Bills, Notes & Bonds. C. Registered state warrants or treasury notes or bonds issued by the State of California. D. Registered treasury notes or bonds of any of the other 49 statesBonds, notes, warrant or

other evidence of debt issued by a local agency within the State of California, including pooled investment accounts sponsored by the State of California, County Treasurers, other local agencies or Joint Powers Agencies.

E. Bonds, notes, warrants, or other evidences of indebtedness of a local agency within the State of CaliforniaObligations issued by agencies or instrumentalities of the United States Government.

F. Federal agency- or United States Government-sponsored enterprise obligations, participations, or other instruments, including those issued or fully guaranteed by the issuing agency.

FG. Bankers’ acceptances with a term not to exceed 180 days’ maturity270 days. Not more than 40% of surplus funds can be invested in bankers’ acceptances and no more than 30% of surplus funds can be invested in the bankers’ acceptances of any single commercial bank.

GH. Prime commercial paper of U.S. corporations with assets greater than $500 million, with a term not to exceed 180 270 days and the highest ranking issued by NRSROMoody’s Investors Service (Moody’s) or Standard & Poor’s Corporation (S&P). Commercial paper cannot exceed 1525% of total surplus funds, provided that, if the average maturity of all

commercial paper does not exceed 31 days, up to 30% of surplus funds can be invested in commercial paper.

IH. Negotiable certificates of deposit issued by federally or state chartered banks or associations. Not more than 30% of surplus funds can be invested in certificates of deposit.

IJ. Repurchase/reverse re-purchase agreements of any securities authorized by this section. Securities purchased under these agreements shall be no less that 102% of market value. (See additional special limits requirements in CGC §53601(j).i.)

KJ. Medium term notes (not to exceed 5 years) of U.S. corporations rated “A” or better by Moody’s or S&PNRSRO. Not more than 30% of surplus funds can be invested in medium term notes.

LK. Shares of beneficial interest issued by diversified management companies (money market mutual funds) investing in the securities and obligations authorized by this Section. Such funds must carry the highest letter and numerical rating not less than two NRSROsof at least two of the three largest national rating agencies. For additional restrictions and limits, see CGC §53601(l).Not more than 15% of surplus funds can be invested in money market mutual funds.

ML. Moneys held by a trustee or fiscal agent and pledged to the payment or security of bonds or other indebtedness, or obligations under a lease, installment sale, or other agreement of a local agency. Funds held under the terms of a trust indenture or other contract or agreement may be invested according to the provisions of those indentures or agreements.

NM. Notes, bonds, or other obligations that are at all times secured by a valid first priority security interest in securities of the types listed in CGC §53651 and that are collateralized in amounts set forth in CGC § 53652.Collateralized bank deposits with a perfected security interest in accordance with the Uniform Commercial Code (UCC) or applicable federal security regulations.

NO. Any mortgage pass-though security, collateralized mortgage obligation, mortgaged backed or other pay-through bond, equipment lease-backed certificate, consumer receivable pass-through certificate or consumer receivable backed bond of a maximum maturity of five years. Securities eligible for investment shall be issued by an issuer having an “A” or higher rating for the issuer’s debt as provided by an NRSRO and rated in a rating category of “AA” or its equivalent or better by an NRSRO. in this category must be rated AA or better by a nationally recognized rating service. Not more than 230% of surplus funds may be invested in this category of securities.

PO. Shares of beneficial interest issued by a joint powers authority that invests in the securities described above. The investment advisor of the joint powers authority must be registered or exempt from registering with the SEC; have not less than 5 years experience in investing in the above-described securities; and have assets under management in excess of $500,000,000.

Q. Any other investment security authorized under the provisions of CGC§ 53600 et seq. or and 53630 et seq. 5922 and §53601.

(Also, see CGC §53601 for a detailed summary of the limitations and special conditions that apply to each of the above listed investment securities. CGC §53601 is included by reference in this investment policy.)

Prohibited Investments. Under the provisions of CGC §53601.6 and §53631.5, SFWPA shall not invest any funds covered by this Investment Policy in inverse floaters, range notes, interest-only strips derived from mortgage pools or any investment that may result in a zero interest accrual if held to maturity. Collateralization All certificates of deposits must be collateralized by U.S. Treasury Obligations. Collateral must be held by a third party trustee and valued on a monthly basis in amounts set forth in CGC § 53652. The percentages of collateralization on repurchase and reverse repurchase agreements will adhere to the amount required under CGC §53601(i)(2). Safekeeping and Custody All security transactions entered into by the South Feather Water & Power Agency shall be conducted on delivery-versus-payment (DVP) basis. All securities purchased or acquired shall be delivered to SFWPA by book entry, physical delivery or by third party custodial agreement as required by CGC §53601. Diversification The South Feather Water & Power Agency will diversify its investments by security type and institution. It is the policy of the South Feather Water & Power Agency to diversify its investment portfolio. Assets shall be diversified to eliminate the risk of loss resulting from over concentration of assets in a specific maturity, a specific issuer or a specific class of securities. Diversification strategies shall be determined and revised periodically. In establishing specific diversification strategies, the following general policies and constraints shall apply: A. Portfolio maturities shall be matched versus liabilities to avoid undue concentration in a specific

maturity sector. B. Maturities selected shall provide for stability of income and liquidity. C. Disbursement and payroll dates shall be covered through maturities investments, marketable

U.S. Treasury bills or other cash equivalent instruments such as money market mutual funds. Reporting In accordance with CGC §53646(b)(1), the Treasurer shall submit to each member of the Board of Directors, and to the General Manager, a quarterly investment report. The report shall include a complete description of the portfolio, the type of investments, the issuers, maturity dates, par values and the current market values of each component of the portfolio, including funds managed for SFWPA by third party contracted managers. The report will also include the source of the portfolio valuation. As specified in CGC §53646 (e), for funds placed in LAIF, FDIC-insured accounts and/or in a county investment pool, the foregoing report elements may be replaced by copies of the latest statements from such institutions. The report must also include a certification that: (1) all investment actions executed since the last report have been made in full compliance with the Investment Policy; and, (2) SFWP will meet its expenditure obligations for the next six

months as required by CGC §53646(b)(2) and (3), respectively. The Treasurer shall maintain a complete and timely record of all investment transactions. The Treasurer shall maintain a complete and timely record of all changes in investments and shall report monthly to the Board of Directors of all transactions made in the preceding month (CGC §53607). Investment Policy Review This Investment Policy shall be reviewed on an annual basis, and modifications must be approved by the Board of Directors, at a regularly scheduled meeting of the Board. Delegation of investment authority to the Treasurer for the succeeding year shall also be considered at the time of the annual review.. Adopted: 2/27/96 Amended:, 8/22/06, 4/23/13

Policy #470 – INVESTMENTS Premise The Legislature of the State of California has declared that the deposit and investment of public funds by local officials and local agencies is an issue of statewide concern (California Government Code (CGC) §53600.6 and §53630.1); and, Government Code Sections 53600 and 53630, et seq., allow the legislative body of a local agency to invest surplus monies not required for the immediate necessities of the local agency; and, The Treasurer may be ordered by the Board of Directors to annually prepare and submit a statement of investment policy and such policy, and any changes thereto, is to be considered by the local agency’s legislative body at a public meeting (CGC §53646(a)). The Treasurer may be delegated the authority, for successive one-year periods, to act for the Board of Directors in the investment of Agency funds and to report fo the Board on the status of deposits and/or investments as may be determined appropriate by the Board. For these reasons, and to ensure prudent and responsible management of the public’s funds, it is the policy of the South Feather Water & Power Agency that, while meeting the daily cash flow demands of the Agency and conforming to all statutes governing the investment of South Feather Water & Power Agency funds, the Agency’s investment strategy will be prioritized to: 1) ensure safety of the investment; 2) maintain liquidity of the funds; and, 3) attain a reasonable rate of return on investments. Scope This investment policy applies to all financial assets of SFWPA. These funds are accounted for in the Independent Annual Financial Report and include: General Fund Joint Facilities Operating Fund System Capacity Fund Retiree Benefits Fund Local Agency Investment Fund Prudence Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs; not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived. The standard of prudence to be used by investment officials shall be the “prudent investor” standard (CGC §53600.3) and shall be applied in the context of managing an overall portfolio. Investment officers acting in accordance with written procedures and this investment policy and exercising due diligence shall be relieved of personal responsibility

for an individual security’s credit risk or market price changes, provided deviations for expectations are reported in a timely fashion and appropriate action is taken to control adverse developments. Objectives As specified in CGC §53600.5, when investing, reinvesting, purchasing, acquiring, exchanging, selling and managing public funds, the primary objectives of the investment activities, in order of priority, shall be: A. Safety: Safety of principal is the foremost objective of the investment program. Investments

of SFWPA shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. To attain this objective, diversification is required in order that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio.

B. Liquidity: The investment portfolio will remain sufficiently liquid to enable SFWPA to meet all

operating requirements that might be reasonably anticipated. C. Return on Investments: The investment portfolio shall be designed with the objective of

attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints and the cash flow characteristics of the portfolio.

Delegation of Authority Authority for the safekeeping of Agency funds, and to manage the investment program is derived from California Government Code Sections 53600, et seq. and 53630 et seq. Management responsibility for the investment program is hereby delegated to the Treasurer, which delegation shall be renewed annually in accordance with law. The Treasurer shall establish written procedures for the operation of the investment program consistent with this investment policy. Procedures should include references to: safekeeping, PSA repurchase agreements, wire transfer agreements, collateral/depository agreements and banking services contracts, as appropriate. Such procedures shall include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures established by the Treasurer. The Treasurer shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials. Under the provisions of California Government Code §53600.3, the Treasurer is a trustee and a fiduciary subject to the prudent investor standard. Ethics and Conflicts of Interest The Treasurer and other officers and employees involved in the investment process shall refrain from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment decisions.

Authorized Financial Institutions and Dealers The Treasurer will maintain a list of financial institutions, selected on the basis of credit worthiness, financial strength, experience and minimal capitalization authorized to provide investment services. In addition, a list will also be maintained of approved security broker/dealers selected by credit worthiness that are authorized to provide investment and financial advisory services in the State of California. No public deposit shall be made except in a qualified public depository as established by state laws. For brokers/dealers of government securities and other investments, the Treasurer shall select only broker/dealers who are licensed and in good standing with the California Department of Securities, the Securities and Exchange Commission, the National Association of Securities Dealers or other applicable self-regulatory organizations. Before engaging in investment transactions with a broker/dealer, the Treasurer shall have received from said firm a signed Certification Form. This form shall attest that the individual responsible for SFWPA’s account with the firm has reviewed SFWPA’s Investment Policy, has reviewed Government Code Sections 53630 et seq. and 53600 et seq., and that the firm understands the policy and legal requirements, and intends to present investment recommendations and transactions to SFWPA that are appropriate under the terms and conditions of the Investment Policy and fully compliant with applicable law. Authorized and Suitable Investments The South Feather Water & Power Agency is empowered by California Government Code §53601 to invest in the following: A. Bonds issued by the South Feather Water & Power Agency. B. United State Treasury Bills, Notes & Bonds. C. Registered state warrants or treasury notes or bonds issued by the State of California. D. Registered treasury notes or bonds of any of the other 49 states. E. Bonds, notes, warrants, or other evidences of indebtedness of a local agency within the State

of California. F. Federal agency- or United States Government-sponsored enterprise obligations,

participations, or other instruments, including those issued or fully guaranteed by the issuing agency.

G. Bankers’ acceptances with a term not to exceed 180 days’ maturity. Not more than 40% of surplus funds can be invested in bankers’ acceptances and no more than 30% of surplus funds can be invested in the bankers’ acceptances of any single commercial bank.

H. Prime commercial paper of U.S. corporations with assets greater than $500 million, with a term not to exceed 270 days and the highest ranking issued by NRSRO. Commercial paper cannot exceed 25% of total surplus funds.

I. Negotiable certificates of deposit issued by federally or state chartered banks or associations. Not more than 30% of surplus funds can be invested in certificates of deposit.

J. Repurchase/reverse re-purchase agreements of any securities authorized by this section. Securities purchased under these agreements shall be no less that 102% of market value. (See additional special requirements in CGC §53601(j))

K. Medium term notes (not to exceed 5 years) of U.S. corporations rated “A” or better by NRSRO. Not more than 30% of surplus funds can be invested in medium term notes.

L. Shares of beneficial interest issued by diversified management companies (money market mutual funds) investing in the securities and obligations authorized by this Section. Such funds must carry the highest letter and numerical rating not less than two NRSROs. For additional restrictions and limits, see CGC §53601(l).

M. Moneys held by a trustee or fiscal agent and pledged to the payment or security of bonds or other indebtedness, or obligations under a lease, installment sale, or other agreement of a local agency.

N. Notes, bonds, or other obligations that are at all times secured by a valid first priority security interest in securities of the types listed in CGC §53651 and that are collateralized in amounts set forth in CGC § 53652.

O. Any mortgage pass-though security, collateralized mortgage obligation, mortgaged backed or other pay-through bond, equipment lease-backed certificate, consumer receivable pass-through certificate or consumer receivable backed bond of a maximum maturity of five years. Securities eligible for investment shall be issued by an issuer having an “A” or higher rating for the issuer’s debt as provided by an NRSRO and rated in a rating category of “AA” or its equivalent or better by an NRSRO. Not more than 20% of surplus funds may be invested in this category of securities.

P. Shares of beneficial interest issued by a joint powers authority that invests in the securities described above. The investment advisor of the joint powers authority must be registered or exempt from registering with the SEC; have not less than 5 years experience in investing in the above-described securities; and have assets under management in excess of $500,000,000.

Q. Any other investment security authorized under the provisions of CGC§ 53600 et seq. or 53630 et seq.

(Also, see CGC §53601 for a detailed summary of the limitations and special conditions that apply to each of the above listed investment securities. CGC §53601 is included by reference in this investment policy.)

Prohibited Investments. Under the provisions of CGC §53601.6, SFWPA shall not invest any funds covered by this Investment Policy in inverse floaters, range notes, interest-only strips derived from mortgage pools or any investment that may result in a zero interest accrual if held to maturity. Collateralization All certificates of deposits must be collateralized by U.S. Treasury Obligations. Collateral must be held by a third party trustee and valued on a monthly basis in amounts set forth in CGC § 53652. Safekeeping and Custody All security transactions entered into by the South Feather Water & Power Agency shall be conducted on delivery-versus-payment (DVP) basis. All securities purchased or acquired shall be

delivered to SFWPA by book entry, physical delivery or by third party custodial agreement as required by CGC §53601. Diversification The South Feather Water & Power Agency will diversify its investments by security type and institution. It is the policy of the South Feather Water & Power Agency to diversify its investment portfolio. Assets shall be diversified to eliminate the risk of loss resulting from over concentration of assets in a specific maturity, a specific issuer or a specific class of securities. Diversification strategies shall be determined and revised periodically. In establishing specific diversification strategies, the following general policies and constraints shall apply: A. Portfolio maturities shall be matched versus liabilities to avoid undue concentration in a specific

maturity sector. B. Maturities selected shall provide for stability of income and liquidity. C. Disbursement and payroll dates shall be covered through maturities investments, marketable

U.S. Treasury bills or other cash equivalent instruments such as money market mutual funds. Reporting In accordance with CGC §53646(b)(1), the Treasurer shall submit to each member of the Board of Directors, and to the General Manager, a quarterly investment report. The report shall include a complete description of the portfolio, the type of investments, the issuers, maturity dates, par values and the current market values of each component of the portfolio, including funds managed for SFWPA by third party contracted managers. The report will also include the source of the portfolio valuation. As specified in CGC §53646(e), for funds placed in LAIF, FDIC-insured accounts and/or in a county investment pool, the foregoing report elements may be replaced by copies of the latest statements from such institutions. The report must also include a certification that: (1) all investment actions executed since the last report have been made in full compliance with the Investment Policy; and, (2) SFWP will meet its expenditure obligations for the next six months as required by CGC §53646(b)(2) and (3), respectively. The Treasurer shall maintain a complete and timely record of all investment transactions. The Treasurer shall maintain a complete and timely record of all changes in investments and shall report monthly to the Board of Directors of all transactions made in the preceding month (CGC §53607). Investment Policy Review This Investment Policy shall be reviewed on an annual basis, and modifications must be approved by the Board of Directors, at a regularly scheduled meeting of the Board. Delegation of investment authority to the Treasurer for the succeeding year shall also be considered at the time of the annual review. Adopted: 2/27/96 Amended: 8/22/06, 4/23/13


TO: Board of Directors FROM: Michael Glaze, General Manager DATE: April 16, 2013 RE: PERS Health Care

Agenda Item for 4/23/13 Board of Directors Meeting All Agency employees have been covered by the PERS health care plan (Public Employees’ Medical and Hospital Care Act) since 1990. But when the Agency contracted with PERS for employee retirement purposes (2008), a new resolution was required “electing to be subject to the Public Employees’ Medical and Hospital Care Act, in addition to the Public Employees’ Retirement System retirement plan” that had just previously been approved for Agency employees. A copy of the resolution (08-7-3) adopted in July 2008 in the form prescribed by PERS is attached. A component of Resolution No. 08-7-3 was to specify the maximum “employer's contribution for each annuitant [retiree].” But, in accordance with all of the Agency’s MOUs with bargaining units, the maximum contribution for retiree health insurance changes each year, depending on the amount of premiums charged by PERS. Unfortunately, PERS won’t adjust the amount it will apply to retiree premiums each year without a new resolution. We didn’t become aware of this issue until recently when the first employee retired since before 2008. Because PERS will not accept a resolution prescribing an adjustable maximum employer’s contribution for retiree health premiums, it appears that a new resolution will be required after notice is received each year as to the new health insurance premiums for that year. The first of these is hereby submitted for Board consideration (see attached), with a request for the following action:

"I move adoption of Resolution 13-4-1, fixing the employer’s contribution under the Public Employees’ Medical and Hospital Care Act."

RESOLUTION 08-7-3 South Feather Water and Power Agency RESOLUTION ELECTING TO BE SUBJECT TO PUBLIC EMPLOYEES' MEDICAL AND HOSPITAL CARE ACT ONLY WITH RESPECT TO MEMBERS OF A SPECIFIC EMPLOYEE ORGANIZATION AND FIXING THE EMPLOYER'S CONTRIBUTION FOR EMPLOYEES AND THE EMPLOYER'S CONTRIBUTION FOR ANNUITANTS AT DIFFERENT AMOUNTS WHEREAS, Government Code Section 22922(b) provides that a contracting agency may elect, upon proper application, to participate under the Public Employees' Medical and Hospital Care Act (hereinafter referred to as “PEMHCA”) with respect to a recognized employee organization only; and, WHEREAS, Government Code Section 22892(c) provides that a contracting agency may fix the amount of the employer's contribution for employees and the employer's contribution for annuitants at different amounts provided that the monthly contribution for annuitants shall be annually increased by an amount not less than five percent of the monthly contribution for employees, until such time as the amounts are equal; and, WHEREAS, South Feather Water and Power Agency, hereinafter referred to as “Agency”, is a local agency contracting with the Public Employees' Retirement System; and, WHEREAS, Agency desires to obtain for the members of its four bargaining units – the Management and Professional Employees Unit, the Clerical and Support Employees Unit, the Water Treatment and Distribution Employees Unit, and the Hydropower Generation Employees Unit - and the General Manager and the Finance Division Manager, all who are either employees or annuitants of Agency, the benefit of the PEMHCA and to accept the liabilities and obligations of an employer under the PEMHCA and Regulations. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the South Feather Water and Power Agency that the Agency elects, and it does hereby elect, to be subject to the provisions of the PEMHCA. BE IT FURTHER RESOLVED that the employer's contribution for each employee shall be the amount necessary to pay the full cost of his enrollment, including the enrollment of his family members in a health benefits plan up to a maximum of $1,355.28 per month. BE IT FURTHER RESOLVED that the employer's contribution for each annuitant shall be the amount necessary to pay the cost of his enrollment, including the enrollment of his family members, in a health benefits plan up to a maximum of $1,230.50 per month. BE IT FURTHER RESOLVED that the employer's contribution for each annuitant shall be increased annually by five percent of the monthly contribution for employees, multiplied by number of years of employer’s participation in PEMHCA, until such time as the contributions are equal; and, that the contributions for employees and annuitants shall be in addition to those amounts contributed by the Public Agency for administrative fees and to the Contingency Reserve Fund.

BE IT FURTHER RESOLVED that the Board of Directors appoint and direct, and it does hereby appoint and direct, the General Manager to file with the Board of Administration of the Public Employees' Retirement System a verified copy of this Resolution, and to perform on behalf of said Agency all functions required of it under the Act and Regulations of the Board of Administration. BE IT FURTHER RESOLVED that coverage under the Act be effective on July 1, 2008. PASSED AND ADOPTED this 22nd day of July 2008, by the following vote:

AYES: Edwards, Hunter, Meyer, Moreland. NOES: None. ABSENT: Cecchi. ABSTAIN: None.

James Edwards, President

(seal) ATTEST: Michael C. Glaze, Secretary

RESOLUTION No. 13-4-1 South Feather Water and Power Agency

RESOLUTION FIXING THE EMPLOYER’S CONTRIBUTION UNDER THE

PUBLIC EMPLOYEES’ MEDICAL AND HOSPITAL CARE ACT

WHEREAS (1) Government Code Section 22892(a) provides that a local agency contracting under the Public Employees’ Medical and Hospital Care Act shall fix the amount of the employer’s contribution at an amount not less than the amount required under Section 22892(b) of the Act, and

WHEREAS, (2) South Feather Water and Power Agency, hereinafter referred to as Public Agency is local agency contracting under the Act for participation by members of its four bargaining units – the Management and Professional Employees Association Unit, the Clerical and Support Employees Unit, the Water Treatment and Distribution Employees Unit, and the Hydropower Generation Employees Unit – and the General Manager and the Finance Division Manager, now, therefore be it RESOLVED, (a) That the employer’s contribution for each employee or annuitant

shall be the amount necessary to pay the full cost of his/her enrollment, including the enrollment of his/her family members in a health benefits plan up to a maximum of $1,855.51 per month, plus administrative fees and Contingency Reserve Fund Assessments; and be it further

RESOLVED, (b) That South Feather Water and Power Agency has fully complied with any and all applicable provisions of Government Code Section 7507 in electing the benefits set forth above.

Adopted at a regular meeting of the Board of Directors of the South Feather Water and Power Agency at 2:00PM this 23rd day of April, 2013.

Signed: _____________________________ Lou Lodigiani, President

Attest: _____________________________ Michael C. Glaze, Secretary


TO: Board of Directors FROM: Kathy Zancanella, Power Division Manager DATE: April 16, 2013 RE: Approval of Award of Contract – Forbestown Headquarters Shop Repair Agenda Item for 4/23/13 Board of Directors Meeting On December 2, 2012, a tree fell through the roof of the Forbestown mechanic’s shop during one of the more severe storms of the winter and caused significant damage to the building. A structural engineer determined that, due to the amount of damage to the roof and support trusses, the entire structure should be replaced and engineered to modern standards. The insurance adjuster appointed by ACWA-JPIA concurred, and replacement of the roof structure was put out to bid. The Agency has already received a portion of the insurance payment for the project. Bids for the work were received from Belfor Property Restoration, Modern Building Company and Truitt Group. The bid provided by Truitt Group was the lowest at $101,204 and was within the amount approved by the Agency’s property insurer. The work includes removal of the entire shop roof structure and the extension over the gasoline tank, engineering of the new roof structure to meet snow load requirements, installation of the new roof, and replacement of lighting and damaged windows. A copy of the proposal by Truitt Group and the proposed Agreement for Forbestown Headquarters Shop Roof Replacement are attached. The recommended form of action is:

“I move approval of, and authorization for the General Manager to sign, the Agreement for Forbestown Headquarters Shop Roof Replacement with Truitt Group, at a cost of $101,204.”

Truitt Group 417 Stimpson Rd. Oroville, CA. 95965 (530)521-6449 February 6, 2013

Dear Kathy,

As per our conversation on Feb. 5, 2013, we proposed to do the following:

1. Shop Building After looking at this project many different ways, we have decided the best way to repair the roof would be to remove all the roof structure and reengineer a new one. It would not only meet new snow load requirements but would also match the new steel building to the south.

a. We purpose to demo and haul off old roof structure b. Replace with a new roof structure. c. Insulate ceiling with R-30 vinyl faced insulation. d. Reinstall Lighting. e. Replace windows that were damaged. f. Total price is $93,500.00

2. Gas Cover

a. Demo and haul off old roof structure. b. Replace with new wood and metal to match shop. c. Total price is $7704.00

3. Metal Shop Building

a. Supply Labor and Equipment to finish building. b. Total price is $19,200.00

AGREEMENT FOR Forbestown Headquarters Shop Roof Replacement

THIS AGREEMENT is made and entered into this 23rd day of April, 2013, by and between South Feather Water and Power Agency (SFWPA), and Truitt Group, a sole proprietor under California law (CONTRACTOR). WITNESSETH:

SFWPA desires to retain the services of CONTRACTOR for demolishing and removing the existing damaged roof over the Forbestown Headquarters shop building and replacing it with a new roof structure.

CONTRACTOR desires to perform the services requested by SFWPA on the terms and conditions set forth below.

NOW, THEREFORE, the parties agree as follows.

l . Description of Work: CONTRACTOR shall perform the work described as Items No. 1 (Shop Building) and No. 2 (Gas Cover) in CONTRACTOR's Quotation dated February 6, 2013, attached as Exhibit "A" hereto. The work described as Item No. 3, Metal Shop Building, is excluded from this Agreement.

This Agreement, and the work performed hereunder, shall be subject to, and in accordance with, the General Conditions attached as Exhibit "B" hereto.

CONTRACTOR shall provide all labor, equipment, material, supplies, and services required or necessary to properly, competently and completely perform the work or render the services under this Agreement. CONTRACTOR shall determine the method, details and means of doing the work or rendering the services. Except as otherwise provided in this Agreement, all materials incorporated into the work shall be new.

2. Bond: Not applicable under this agreement.

3. Compensation: Contract price is $101,204. 4. Term and Time for Completion: This Agreement shall become effective on the date

first above written and will continue in effect until the services provided herein have been accepted as complete by SFWPA. CONTRACTOR shall complete the work within one hundred-twenty (120) days of the date of this Agreement.

5. Payment for Services: SFWPA will make progress payments, based upon percentage of completion, according to the following schedule. Monthly invoices will be dated and mailed on or about the 30th of each month. Payments will be due net 45 days from the date of invoice:

$25,000 (less 10% retention) when the roof structures and truss systems are demolished and hauled away.

$50,000 (less 10% retention) when installation of the new truss structure(s) and roof

is complete.

$26,204 (less 10% retention) when installation of the insulation, lighting, windows and any other ancillary components is complete

The retention invoice will be due 30 days after the project completion date and

acceptance by SFWPA.

SFWPA may withhold payment of retained amounts until satisfied that CONTRACTOR has fulfilled is obligations to any subcontractors, laborers and suppliers. Acceptance of SFWPA’s final payment by CONTRACTOR shall constitute a complete release and waiver of all claims of CONTRACTOR except disputed claims identified in writing by CONTRACTOR prior to final payment.

The payment schedule is a negotiated item and supersedes the payment terms stated in CONTRACTOR's quotation dated February 6, 2013 (Exhibit "A" hereto). The making of progress payments by SFWPA shall not constitute acceptance or approval of any work prior to final completion and acceptance.

Each invoice shall be accompanied by proof that CONTRACTOR has paid for all materials billed to SFWPA, and by CONTRACTOR's certification that all labor and services related to the project, to date, have been paid.

In accordance with Public Contract Code Section 22300, CONTRACTOR may substitute securities in lieu of retentions under this Agreement.

6. Coordination; Project Meetings: It is understood and acknowledged that SFWPA's

activities will continue during the project and that SFWPA will need adequate notice from CONTRACTOR if it becomes necessary to take equipment off-line in connection with CONTRACTOR's work. CONTRACTOR and SFWPA agree to coordinate their schedules insofar as possible to minimize interference with one another. Project meetings shall be held between CONTRACTOR and SFWPA at least weekly, and at the time that progress payment invoices are submitted, to discuss the status of the project and any unresolved issues. In addition, project meetings shall be held upon request of either SFWPA or CONTRACTOR provided that at least 24 hours written notice is given. The costs of project coordination and project meetings are included in the contract price.

7. General Insurance: CONTRACTOR shall, at its expense, maintain in effect at all times during the duration of this Agreement not less than the following coverage and limits of insurance.

a. Worker's Compensation. CONTRACTOR shall carry such insurance as will protect SFWPA and CONTRACTOR from claims under Worker's Compensation and Employers' Liability Acts; such insurance to be maintained as to the type and amount in strict compliance with State statutes.

b. General Liability. CONTRACTOR shall obtain and keep in full force and effect general liability insurance including provisions for contractual liability, personal injury, independent contractors and broad form property damage coverages. This insurance shall be

on a comprehensive occurrence basis form with a standard cross-liability clause or endorsement. The limit for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage.

c. Automobile Liability. CONTRACTOR shall maintain automobile liability insurance with coverage for any vehicle including those owned, leased rented or borrowed. This insurance shall have a standard cross-liability clause or endorsement. The limit amount for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage. d. "Builder's Risk" (All Risk). Coverage for the full insurable value of CONTRACTOR's materials and improvements at the worksite.

e. Certificate of Insurance. Promptly upon execution of this Agreement and prior to commencement of any work, CONTRACTOR shall provide SFWPA with certificates of insurance evidencing that all insurance and/or endorsements required by this Agreement have been obtained and are in full force and effect. Approval of the insurance by SFWPA shall not relieve or decrease any liability of CONTRACTOR. The certificates and policies shall provide that thirty (30) days written notice of any material change, reduction in coverage or cancellation of the insurance policies will be provided to SFWPA. In addition, in the event any change is made in the insurance carrier, policies or nature of coverage required under this Agreement, CONTRACTOR shall notify SFWPA prior to making such changes.

8. Indemnification and Hold Harmless. CONTRACTOR shall protect, indemnify, hold

harmless and defend SFWPA, its Directors, officers, employees and agents, from any and all claims, fines, demands, costs, expenses (including but not limited to attorney's fees and costs of litigation or arbitration), liability, losses, penalties, causes of action, awards, suits or judgments for damages of any nature whatsoever (hereinafter collectively referred to as “Claims”) to the extent arising out of the breach of this agreement in whole or in part by, or willful or fraudulent misconduct or negligent acts, errors or omissions by CONTRACTOR, its employees, agents or contractors, or the agent, employee or contractor of any one of them in the performance of their duties or in their operations under this Agreement, but not including the sole or active negligence or the willful misconduct of SFWPA.

Neither termination of the Agreement nor completion of the acts to be performed under this Agreement shall release CONTRACTOR from its obligations to indemnify as to any Claims so long as the event upon which such Claim is predicated shall have occurred prior to the effective date of any such termination or completion and arose out of or was in any way connected with performance or operations under this Agreement by CONTRACTOR, its employees, agents or consultants, or the employee, agent or CONTRACTOR of any one of them.

Submission of insurance certificates or other proof of compliance with the insurance requirements in the Agreement does not relieve CONTRACTOR from liability under this indemnification and hold harmless clause. The obligation of this indemnity article shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

9. Warranties: CONTRACTOR warrants all work performed under this Agreement to be free from defects in materials and workmanship for a period of one (1) year from the date of acceptance. In addition, all manufacturers' warranties shall enure to SFWPA. These warranty

provisions are negotiated and supersede the provisions in CONTRACTOR's quotation attached hereto as Exhibit "B".

10. Exhibits Incorporated. Exhibits “A," and "B" attached to this Agreement are incorporated by reference as though fully set forth herein.

11. Miscellaneous: This Agreement constitutes the entire agreement of the parties hereto and shall be binding on their successors and assigns. However, CONTRACTOR will not assign this Agreement without the written consent of SFWPA. No modification of this Agreement shall be binding unless in writing signed by both parties. A waiver of any term, or any breach, of this Agreement shall not be deemed a waiver of any other term or breach. If any provision of this Agreement is held to be unenforceable, the remainder shall be severable and not affected thereby. Time is of the essence of this Agreement.

12. Notices: Insofar as this Agreement requires or contemplates the giving of notices, such notices shall be deemed given when personally delivered in writing or email transmission, or deposited in the United States mail, postage prepaid, as follows:

To SFWPA: Michael C. Glaze, General Manager South Feather Water and Power Agency 2310 Oro Quincy Highway Oroville, CA 95966 Email: [email protected]

To CONTRACTOR:

Hayden Leen, Owner Truitt Group 417 Stimpson Road Oroville, CA 95965 Telephone: 530-521-6449 Email: [email protected]

IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. South Feather Water and Power Agency

By Michael C. Glaze, General Manager

Truitt Group

By Hayden Leen, Owner

CALIFORNIA CONTRACTOR’S LICENSE

No. 771326 (Class B and C6)

EXHIBIT “B” GENERAL CONDITIONS 1. Independent Contractor: CONTRACTOR's relationship to SFWPA is that of an

independent contractor. All persons hired by CONTRACTOR and performing the work shall be Contractor's employees or agents. SFWPA shall not be obligated in any way to pay any wages or other claims by any such employees or agents or any other person by reason of this Agreement. CONTRACTOR shall be solely liable for losses, costs, damage or injuries by said employees or agents during the course of the work. CONTRACTOR shall not delegate any of the work to subcontractors without advance written approval of SFWPA.

2. Labor; Wages; Safety:

a. All work shall be performed by skilled trade persons qualified to perform the required work in a manner comparable with the best standards of practice.

b. The CONTRACTOR, and any subcontractor, shall pay not less than the general

prevailing rate of wages and the general prevailing rate for holiday and overtime work in the locality in which the public work is to be performed for each craft, classification, or type of worker needed to perform the public work. The prevailing rates on wages shall be as determined by the Director of the Department of Industrial Relations of the State of California. Copies of the published prevailing rates are on file at SFWPA's main office.

c. The CONTRACTOR shall be subject to all applicable provisions of the Labor Code,

including, but not limited to, Section 1775 (forfeitures for failure to pay prevailing wages), Section 1776 (payroll records), Section 1777.5 (apprentices), and Sections 1810-1815 (working hours).

d. In accordance with generally accepted practices and in accordance with California

State Safety Orders, the CONTRACTOR will be solely and completely responsible for conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours.

3. Drug-Free Workplace: CONTRACTOR shall ensure that its employees on the work, and

the employees of its subcontractors, if any, conform to SFWPA's policies regarding a drug-free workplace and comply with all state and federal laws and regulations governing maintenance of a drug-free workplace.

4. Laws and Regulations; Permits:

a. CONTRACTOR shall ensure compliance with all applicable federal and state laws, federal and state safety orders, local ordinances, and the rules and regulations of all authorities having jurisdiction over construction of the project, and they will be deemed to be included in the contract the same as though herein written out in full.

b. Any and all permits from local government entities shall be the responsibility of the

CONTRACTOR. 5. Underground Facilities: SFWPA is unaware of any underground facilities within the

worksite. CONTRACTOR shall be solely responsible for locating and identifying any underground facilities before conducting any trenching or excavation, and for ensuring the protection of any such facilities during construction. Contractor shall comply with the provisions of Labor Code Section 6705 regarding trench safety.

6. Unforeseen Conditions. Contractor shall promptly, and before such conditions are

disturbed, notify SFWPA in writing of (1) any hazardous waste, (2) any subsurface or latent conditions differing from those indicated, or (3) any unknown and unusual conditions not ordinarily encountered or inherent in the work.

7. Storage of Equipment and Materials; Cleanup: CONTRACTOR’s equipment and materials

stored in the work area must not block SFWPA's access to its facilities. CONTRACTOR shall be solely responsible for any equipment or materials wherever they may be stored, and SFWPA will bear no responsibility, nor accountability whatsoever, for any damages or losses. CONTRACTOR shall keep the worksite in a neat and orderly condition and, upon completion, shall thoroughly clean the site and remove and dispose of all debris.

8. Extra Work:

a. Although the work is intended to be a turn-key project, SFWPA reserves the right at any time during the course of the contract to order the CONTRACTOR to perform extra work, furnish extra material or equipment, or to make changes altering, adding to, or deducting from the work, without invalidating the contract or bonds. Changes shall not be binding upon either SFWPA or the CONTRACTOR unless made in writing in accordance with this section.

b. Changes shall originate with SFWPA who will transmit to the CONTRACTOR a

written request for a proposal covering the requested change, setting forth the work in detail. Upon receipt of such request, the CONTRACTOR shall promptly submit in writing to SFWPA a proposal offering to perform such change, a request for any required extension of time caused by such change, and an itemized statement of the cost or credit for the proposed change. Failure of the CONTRACTOR to include a request for extension of time in the proposal shall constitute conclusive evidence that such extra work or revisions will entail no delay and that no extension of time will be required.

c. If the CONTRACTOR's proposal is accepted and authorized by SFWPA, a written

Change Order will be issued by SFWPA stating that the extra work or change authorized, and granting any required adjustments of contract price and of time of completion.

d. SFWPA may order the CONTRACTOR, by a written Change Order, to perform extra

work or to make changes on a cost-plus basis. Such Change Order shall specify the estimated amount of the payment to be made and the time extension to be allowed for such work or changes. The CONTRACTOR shall perform such work and shall furnish the District with itemized bills only for the actual cost of labor, materials, equipment use, transportation, tools, necessary incidentals, and insurance, plus a charge not exceeding 15 percent (15%) of the actual cost of the foregoing items to

cover all other expenses and profit of the CONTRACTOR and subcontractors for such work or changes.

e. The performance of extra work or changes pursuant to Change Order shall be in

accordance with this Agreement (and any bonds). No extra work shall be performed and no change shall be made unless pursuant to such written Change Order, and no claim for an addition to the contract price shall be valid unless so ordered.

f. If CONTRACTOR has any claims for extra work, delays, disruption or damages

against SFWPA, such claims shall be made in writing, with supporting data, to SFWPA within ten (10) days of the first occurrence or condition giving rise to the claim. Such claims shall be processed by SFWPA as requests for change orders under this General Condition 8. Failure of CONTRACTOR to give written notice as provided in this paragraph shall be deemed a waiver of such claim.

9. Dispute Resolution; Venue: To the extent that they are applicable, the provisions of Public

Contract Code Section 20104-20104.6 shall govern the resolution of claims under this Agreement. Said provisions, which call for written claims, responses, negotiations, mediation and arbitration, are incorporated by reference as though fully set forth herein. Venue for any arbitration or action to enforce this Agreement shall be in the County of Butte, State of California.

10. Termination: SFWPA may terminate this Agreement at any time and for any reason upon

fourteen (14) days advance written notice. In the event of such termination, CONTRACTOR is to be compensated for all work performed to the date of termination based upon Article 4 of this Agreement, including non-cancelable purchases of materials and equipment, provided that such compensation shall not exceed the contract price set forth in Article 2 hereof. Compensation under this paragraph shall not include costs related to lost profit associated with the expected completion of the work or other such payments relating to the benefit of the bargain.

11. Assignment: CONTRACTOR hereby offers and agrees to assign to SFWPA all rights,

title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C Sec. 15) or under the Cartwright Act (Chapter 2 [commencing with Section 1670] of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to this Agreement. This assignment shall be made and become effective at the time the SFWPA tenders final payment to the CONTRACTOR, without further acknowledgement by the parties.

12. Noncollusion Affidavit: In accordance with Section 7106 of the California Public Contract

Code, the bidder declares under penalty of perjury that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any matter, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are

true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or of the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

13. Workers' Compensation Certificate: By signing this Agreement, CONTRACTOR certifies

as follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”


TO: Board of Directors FROM: Matt Colwell, Water Division Manager DATE: April 18, 2013 RE: Automated Network Controls Contract for Services Agenda Item for 4/23/13 Board of Directors Meeting The 2013 Budget includes $28,000 for upgrading and modernizing telemetry and automation controls at Bangor and Miners Ranch treatment plants. Most of the project’s communication and automation components have been purchased and staff is currently working on the installation and preparing for inter-connection of the upgraded control system. Considering the importance of maintaining treatment operations and minimizing potential outages, the project includes professional assistance for communication and control integration. Assistance from consultants who specialize in the design and operation of this type of telemetry will also enhance staff’s ability to self-perform future communication and controls projects. Attached is a proposed consulting services agreement and a detailed scope of work that was collaboratively developed by Automated Controls Network and Agency staff. The knowledgeable staff at Automated Network Controls has provided specialized services on other Agency projects by providing procurement and integration support at reasonable and competitive rates and is highly recommended by the vendor, REXEL Datacom. The work is to be completed on a time and materials basis with a total not-to-exceed price of $5,000. The recommended form of action is:

“I move approval of, and authorization for the General Manager to execute, the Consulting Services Agreement with Automated Network Controls to provide treatment plant communication and control integration services for a not-to-exceed cost of $5,000.”

CONSULTING SERVICES AGREEMENT THIS AGREEMENT is entered into effective as of April 23, 2013 by Automated Network Controls (“Consultant”) and South Feather Water and Power Agency (“Agency”). ARTICLE 1 SCOPE Consultant shall perform the technical support services (the “Services”) described generally in the Consultants Proposal and Rate Schedule Dated April 18, 2003 attached hereto as Appendix A. This Agreement shall become effective as of the date shown above and shall remain in effect unless amended in writing or terminated pursuant to Article 8 herein. Agency may engage other consultants as Agency deems necessary to timely and efficiently carry out tasks required, and this Agreement shall not be considered an exclusive engagement by Agency of Consultant for Agency’s requirements. ARTICLE 2 COMPENSATION For performance of the Services, Agency shall pay Consultant according to the Consultants Proposal and Rate Schedule Dated April 18, 2013 attached hereto as Appendix A. This compensation shall be paid to Consultant paid on a time and materials basis for Services with a total not to exceed of $5000.00. ARTICLE 3 REPRESENTATIVES Consultant will function in cooperation with and subject always to the direction and control of Agency’s authorized officers or designated representatives. Consultant shall also designate a representative for the execution of the Services. Consultant’s and Agency’s representatives are: Consultant: Agency: Automated Network Controls South Feather Water and Power Agency Jeff Peck, Automation Controls Engineer Matt Colwell, Water Division Manager 9995 Cortino Way 2310 Oro-Quincy Highway Elk Grove, California 95757 Oroville, California 95966 Telephone (916) 205-1829 Telephone: (530) 534-2238 [email protected] [email protected] Additional contact information can be found under Article 15. ARTICLE 4 PERSONNEL All Consultant’s staff, and its subcontractors’ staff, assigned to these Services shall be approved by the Agency prior to their assignment to task activities. Consultant shall confirm that the technical qualifications of all personnel assigned to these tasks meet the applicable industry standards. In the event that the individuals who are initially assigned by Consultant to perform Services under this Agreement are removed, replaced or reassigned by Consultant, such removal, replacement or reassignment may result in harm and costs to Agency. Consultant agrees not to remove, replace or reassign any such individuals without the approval of Agency. Such approval shall not be unreasonably withheld or delayed. Consultant shall make reasonable efforts to maintain continuity in its staffing and

Automated Network Controls Consulting Services Agreement Page1 of 5

will provide Agency ample notification if any such changes are made. Notwithstanding the foregoing, it is agreed by Consultant that Agency is relying on the expertise and experience of Consultant as well as Consultant’s subcontractors, and therefore Consultant shall not terminate the services of a subcontractor employed for the benefit of Agency without the prior approval of Agency, which approval shall not be unreasonably withheld. Agency may, in its discretion, direct Consultant to replace subcontractors that Agency reasonably believes are not performing in a satisfactory manner. Consultant shall ensure that subcontracts contain express acknowledgement by subcontractors of Agency’s right to replace them and shall require the subcontractors to waive any claims or damages in connection therewith, save and except for costs and fees incurred to the date of said termination, plus reasonable costs incurred as a result of said termination. ARTICLE 5 RECORDS At Agency’s request Consultant will deliver to Agency a copy of any or all working papers, logs, downloads, field notes, investigative notes, tests, photographs, records, measurements, calculations, details, drawings, specifications, summaries, results and reports (hereafter collectively referred to as “reports”) produced and/or collected in the course of Services performed under this Agreement. To the extent Agency does not otherwise specifically request delivery of records, Consultant agrees to retain all records related to the Services performed under this Agreement for a period of not less than four years after completion of the Services. Reports maintained in digital/electronic format shall be made available, in such format and in hard copy, unless otherwise directed by Agency. ARTICLE 6 OWNERSHIP OF DOCUMENTS Agency shall own all data, reports, information, manuals, drawings, or other written, electronic, recorded, photographic or visual materials, or other deliverables produced in the performance of this Agreement for use by Agency. Consultant shall retain no ownership interest in any of the foregoing described deliverables except as may be described herein, and such deliverables, including those retained by Consultant in the normal course of Consultant’s business, may not be reused, sold, transferred or conveyed without Agency’s permission. Any reuse of Consultant prepared documents, except for the specific purpose intended hereunder, will be at Agency's sole risk and without liability or legal exposure to Consultant or its subconsultants. ARTICLE 7 CONFLICT OF INTEREST/BUSINESS ETHICS Consultant shall exercise reasonable care and diligence to prevent any actions or conditions that would result in a conflict with Agency’s interest. During the term of this Agreement, neither Consultant nor its subcontractors shall accept employment or engage in any work that creates a conflict of interest between Consultant and Agency, or in any way compromises the interest of Agency for which Contractor’s services are being retained. Consultant shall immediately notify Agency of any and all such violations of this clause, by Consultant, its agents or subcontractors, immediately upon becoming aware of such violations. Failure of such notification or lack of knowledge of a violation by Consultant or its subcontractors shall not excuse the performance hereunder.


ARTICLE 8 TERMINATION Agency may suspend or terminate this Agreement by giving thirty days prior written notice to Consultant, but such termination shall not relieve Agency of its obligation to pay Consultant for expenses incurred and Services performed up to the date of termination and all reasonable expenses that Consultant incurs by reason of such termination. Any reports, drawings or other documents prepared for Agency prior to the effective date of such termination shall be delivered to Agency by Consultant prior to Agency’s release of its final payment to Consultant. However, in no event shall the Consultant be liable for use of partially completed work by the Agency or a third party. ARTICLE 9 WARRANTY Consultant warrants that its Services are performed with the degree of skill and care that is required by current, good and sound professional procedures and practices, and in conformance with generally accepted professional standards prevailing at the time the Services are performed so as to ensure that the Services performed are correct and appropriate for the purposes contemplated in this Agreement. ARTICLE 10 LIMITATION OF LIABILITY Consultant’s total cumulative liability for any claims of any kind, whether based on contract, tort (including negligence and strict liability), under any warranty or otherwise, for any loss or damage relating to this Agreement or the performance of the Services, shall not exceed the insurance coverage specified in this Agreement, and Agency hereby releases Consultant from any liability in excess of such amount. This monetary limitation shall survive the failure of any exclusive remedy. Neither Agency nor Consultant shall be liable, whether based on contract, tort (including negligence and strict liability), under any warranty or otherwise relating to the Services or this Agreement, for any consequential, indirect, special, punitive or incidental loss or damage, any damage or loss of any property or equipment, or any loss of use of property or equipment, and Agency and Consultant mutually release the other from any liability for all such losses and damages. All of the provisions of this Agreement providing for limitation or protection against liability of Consultant and Agency shall also protect their directors, officers and employees, and affiliated entities of Consultant and their directors, officers, employees and affiliates, and shall apply regardless of the fault, negligence or strict liability of Consultant, its directors, officers, employees or affiliates. ARTICLE 11 INSURANCE Consultant shall provide and continue to maintain during the performance of this Agreement insurance coverage as follows:

i. Workers’ Compensation insurance in compliance with statutory limits. ii. Employers’ Liability with the following limits:

Each Accident $1,000,000 iii. Business Automobile Liability with the following limits:

Combined Single Limit $1,000,000


iv. Commercial General Liability with the following limits: Each Occurrence $500,000 General Aggregate $1,000,000

v. Professional Liability Insurance with the following limits: Any One Claim $500,000 Policy Aggregate $1,000,000

ARTICLE 12 SAFETY Consultant shall plan and conduct its work to safeguard persons and property from injury. Consultant shall direct performance of the work in compliance with reasonable safety and work practices and applicable federal, state and local laws, rules and regulations. Agency may designate safety precautions in addition to those in use or proposed by Consultant. Agency reserves the right to inspect the work and to halt work to ensure compliance with reasonable and safe work practices and with applicable federal, state, and local laws, rules and regulations. ARTICLE 13 DELAYS Neither party shall be considered in default in the performance of its obligations hereunder, except obligations to make payments for Services previously performed, to the extent that the performance of any such obligation is prevented or delayed by any cause that is beyond the reasonable control of the affected party. In the event either party claims that such performance of its obligations was prevented or delayed by any such cause, that party shall promptly notify the other party of that fact, and of the circumstances preventing or delaying performance. Such party claiming a cause-delayed performance shall endeavor, to the extent reasonable, to remove the obstacles which preclude performance. ARTICLE 14 DISPUTES Any dispute, controversy or claim arising out of or relating to this Agreement or the breach thereof, shall be subject to mediation under the guidelines of the American Arbitration Association in Sacramento, California, as a condition precedent to the institution of arbitration. If any dispute, controversy or claim cannot be resolved through mediation, it shall be resolved through binding arbitration under the commercial arbitration rules of the American Arbitration Association in Sacramento, California. The Arbitrator shall give full effect to Articles 8 and 9 and shall not deviate therefrom. ARTICLE 15 NOTICES Any notice related to this Agreement shall be in writing and shall be considered duly made if delivered to the other party at the following addresses: Consultant: Agency: Automated Network Controls South Feather Water and Power Agency Jeff Peck, Automation Controls Engineer Michael C. Glaze, General Manager 9995 Cortino Way 2310 Oro-Quincy Highway Elk Grove, California 95757 Oroville, California 95966 Telephone (916) 205-1829 Telephone: (530) 534-4624 [email protected] [email protected]


Either party may change its address or numbers for receiving notices by giving written notice of such change to the other party. ARTICLE 16 SURVIVAL The provisions of this Agreement which by their nature should survive expiration, cancellation or termination of this Agreement, including but not limited to provisions regarding warranty and liability, shall survive such expiration, cancellation or other termination. ARTICLE 17 LAW This Agreement shall be governed by and interpreted in accordance with the laws of the State of California, excluding its conflicts of law principles. ARTICLE 18 INTEGRATION These terms and conditions are intended by Consultant and Agency to constitute the final and complete statement of their agreement, and all prior proposals, communications and understandings related to the subject matter of this Agreement are hereby superseded. No modification or amendment of this Agreement shall be effective unless the same is in writing and signed by both parties. CONSULTANT: Automated Network Controls SOUTH FEATHER WATER AND POWER AGENCY By: __________________________________ By:_______________________________ Michael C. Glaze, General Manager Title: Date: ________________________________ Date: April 23, 2013


AUTOMATED NETWORK CONTROLS

April 18, 2013

MRTP/BTP Ethernet Communications Upgrade Appendix A: Consultants Proposal and Rate Schedule

Programming & System Modification

BANGOR TREATMENT PLANT TASKS:

1. Modify current MicroLogix1500 PLC program to work with the new MicroLogix1400. 2. Modify current MicroLogix1500 PLC program and configure new MicroLogix1400 PLC to work

with the new radio system. 3. Provide consulting services for PLC radio communication hardware 4. Develop Input/Output mapping for MicroLogix1500 to land on new MicroLogix1400.

BANGOR WATER TANK TASKS:

1. Program new MicroLogix1100 PLC to monitor tank level and communicate to Bangor Treatment Plant.

2. Configure the new radio. 3. Assist in design and specification of parts required to build new communications panel to be

installed at the Bangor water tank site MINERS RANCH TREATMENT PLANT:

1. Modify program in existing PLC5 to communicate with Bangor Treatment Plant and Bangor Tank 2. Configure the new radio. 3. Coordinate addressing with South Feather Water personal for points that need to be monitored by

Wonderware.

South Feather Water and Power Agency will provide all hardware and labor required to install or modify any equipment or panels needed to complete these tasks.

COST PROPOSAL; Compensation will be time and materials basis with a not to exceed price of $5,000 Billing rates for Automation Controls Engineer @ $120/hour Vehicle Mileage for Onsite Work will be billed at $0.55/mile

This quote for service is valid for 20 days upon submittal to the end-user for review and approval.


TO: Public Recipients of Agenda Information FROM: Michael Glaze, General Manager DATE: April 17, 2013 RE: Pending and Existing Litigation Closed Session Agenda Item for 4/23/13 Board of Directors Meeting The information provided to Directors for this agenda item is not available to the public. The purpose for this item is to give the Board an opportunity to confer with legal counsel about litigation in which the Agency is already involved. The Board is permitted by law (Brown Act) to confidentially discuss information that might prejudice its legal position and is exempt in such situations from the Brown Act’s requirement that matters before the Board be discussed in public. Attendance during this closed-session item will be limited to Directors, support staff, and legal counsel.