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Home My WebLink AboutFin SRSD Second AmendmentAgenda Item No: 3.d CITY OF Meeting Date: August 1, 2016 SAN RAFAEL CITY COUNCIL AGENDA REPORT Department: FINANCE Prepared by: Mark Moses City Manager Approval: - Finance Director TOPIC: SAN RAFAEL SANITATION DISTRICT AGREEMENT UPDATE SUBJECT: RESOLUTION APPROVING A SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND THE SAN RAFAEL SANITATION DISTRICT RECOMMENDATION: ADOPT RESOLUTION BACKGROUND: The City of San Rafael and the San Rafael Sanitation District (SRSD) entered into an agreement in 1987 (Agreement) governing the ownership, management and responsibility for the sanitary sewer gravity collection system within the City. One of the terms of the Agreement is that SRSD reimburses the City for all contractual administrative, operational, and maintenance costs for the sanitary sewer gravity collection system. The Agreement does not make specific reference to defined benefit pension and other post -employment benefits (OPEB) or to any unfunded or accrued liabilities associated with these benefits. The implementation of Governmental Accounting Standards Board (GASB) Statement No. 68 required that the City report its net pension liability beginning with its financial statements for the period ending June 30, 2015. The City will be implementing similar GASB reporting requirements for OPEB obligations beginning with its financial statements for the fiscal year ending June 30, 2017. SRSD's financial reporting requirements include the full accrual of all measurable liabilities. These conditions have prompted the City to allocate the portion of its liabilities that are directly attributable to staff assigned to SRSD. At its September 2015 Board meeting, the SRSD Board directed its staff to work with the District's legal counsel and the City of San Rafael on an addendum to the 1987 Agreement, which would clarify the Agreement and state that reimbursements due the City are inclusive of pension and other post -employment benefit -related obligations. The clarification of the language will also allay the concerns of the financial auditors of both the City and SRSD, who expressed concerns regarding the continued reliance on the general language contained in the Agreement. FOR CITY CLERK ONLY File No.: 4-12-6 Council Meeting: 08/01/2016 Disposition: Resolution 14165 SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2 This item was discussed at the City Council Finance Committee meeting of July 5, 2016, and the amendment was approved by the Board of the San Rafael Sanitation District shortly thereafter. ANALYSIS: The attached "Second Amendment to the Agreement Between the City of San Rafael and the San Rafael Sanitation District for the Transfer of City's Sanitary Sewer Gravity Collection System to the District" clarifies the scope of operational costs to be borne by SRSD with the following additional language: For the purpose of this agreement, operational costs shall include all personnel and benefit costs, including unfunded pension and OPEB (retiree medical) obligations. The mutual acceptance of an actuarial or accounting methodology for the purpose of allocating such obligations for the purpose of financial reporting shall not prejudice the selection of a methodology that governs the payment of these obligations. Neither City nor SRSD staff is recommending any other changes to the Agreement. FISCAL IMPACT: There is no direct fiscal impact from this contract amendment. The amendment clarifies the financial reporting of liabilities that stem from employee/retiree benefits attributed to those City employees assigned to SRSD and neither generates additional nor relieves the existing contractual obligations of SRSD. RECOMMENDATION: Accept this report and adopt the Resolution as presented. ATTACHMENT Resolution with attachment W:\\Council Material\Staff Reports\2016\SRSD-Amendment-to-Agreement.doc RESOLUTION NO. 14165 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPROVING A SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND THE SAN RAFAEL SANITATION DISTRICT FOR THE TRANSFER OF CITY'S SANITARY SEWER GRAVITY COLLECTION SYSTEM TO THE DISTRICT WHEREAS, the City of San Rafael (City) and the San Rafael Sanitation District (District) entered into an Agreement Between the City of San Rafael and the San Rafael Sanitation District for the Transfer of City's Sanitary Sewer Gravity Collection System to the District dated July 1, 1987, and amended said Agreement on August 26,1987 (hereinafter, the "Amended Agreement"); and WHEREAS, the Amended Agreement governs the terms of ownership, maintenance and liability, and responsibility for the sanitary sewer gravity collection system serving the City; and WHEREAS, the Amended Agreement governs the terms by which the City provides services on a contractual basis to the District; and WHEREAS, the Amended Agreement provides for the District's compensation to the City for all administrative, operational, and maintenance costs associated with the City's contractual maintenance of the facilities; and WHEREAS, new financial reporting requirements have prompted a need for additional specificity regarding the definition of operating costs subject to measurement and reporting; and WHEREAS, the City and District have prepared, for consideration by the City Council and the San Rafael Sanitation District Board, a new amendment to the Amended Agreement that addresses the financial reporting considerations, hereinafter referred to as the Second Amendment, which Second Amendment is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of San Rafael hereby approves and authorizes the Mayor to execute the Second Amendment to the Amended Agreement in the form attached hereto. I, ESTHER C. BEIRNE, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting on the City Council of said City held on Monday, the 1 st day of August, 2016, by the following vote to wit: AYES: COUNCILMEMBERS: Bushey, Colin, Gamblin, McCullough & Mayor Phillips NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None ESTHER C. BEIRNE, City Clerk SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND THE SAN RAFAEL SANITATION DISTRICT FOR THE TRANSFER OF CITY'S SANITARY SEWER GRAVITY COLLECTION SYSTEM TO THE DISTRICT THIS AGREEMENT is entered into this day ofuyLr 2016, by and between the City of San Rafael ("City") and the San Rafael Sanitation District ("District") with reference to the following facts: WHEREAS, the City and the District entered into an "Agreement Between the City of San Rafael and the San Rafael Sanitation District for the Transfer of City's Sanitary Sewer Gravity Collection System to the District" dated July 1, 1987, and amended said Agreement on August 26, 1987 (hereinafter, the "Amended Agreement"); and WHEREAS, the Amended Agreement governs the terms of ownership, maintenance and liability, and responsibility for the sanitary sewer gravity collection system serving the City; and WHEREAS, the Amended Agreement governs the terms by which the City provides services on a contractual basis to the District; and WHEREAS, the Amended Agreement provides for the District's compensation to the City for all administrative, operational, and maintenance costs associated with the City's contractual maintenance of the facilities; and WHEREAS, new financial reporting requirements have prompted a need for additional specificity in the Amended Agreement regarding the definition of operating costs subject to measurement and reporting; NOW, THEREFORE, the parties agree as follows: 1. Section 13 of the Amended Agreement is hereby revised and restated to read in its entirety as follows: 13. District agrees to pay City all administrative, operational, and maintenance costs associated with City's continued contractual maintenance of the facilities described in paragraph 12 herein. For the purpose of this agreement, operational costs shall include all personnel and benefit costs, including unfunded pension and OPEB (retiree medical) obligations. The mutual acceptance of an actuarial or accounting methodology for the purpose of allocating such obligations for the purpose of financial reporting shall not prejudice the selection of a methodology that governs the payment of these obligations. 2. Except as otherwise provided herein, all other terms stated in the Amended Agreement remain in effect and unchanged. WHEREFORE, the parties have executed this agreement on the date first set forth above. SAN RAFAEL SANI TION DISTRICT BY,1%vV GAR �O. PHIL IPS District Chairm ATTEST C THIA HER NANDEZ District Secretary APPROVED AS TO FORM: Uj -1--)� ,k JAC . GOVI is ct Counsel CITY OF SAN RAFAEL BY (YA%W O. Mayor ATTEST G . %� 7-,. ESTHER C. BEIRNE City Clerk LL/ ROBERT F. EPSTE City Attorney San Rafael Sanitation District 111 Morphew Street PO Box 151560 San Rafael, CA 94915-1560 Telephone 415 454-4001 Facsimile 415 454-2270 TO: City of San Rafael Attn: Esther Beirne, City Clerk 1400 Fifth Avenue San Rafael, CA 94901 Board of Directors Gary O. Phillips, Chairman Maribeth Bushey, Secretary/Director Katie Rice, Director District Manager/District Engineer Doris Toy, P.E. Date: July 19, 2016 SUBJECT: Second Amendment to the Agreement with the City of San Rafael for the Transfer of the City's Sanitary Sewer Gravity Collection System to the District WE ARE SENDING: THE FOLLOWING: FOR: Attached Under Separate Cover Hand Delivered Other: Four (4) Copies of the Subject Agreement Action Review Revision Approval V Signature File COMMENTS: Attached please find four (4) copies of the subject Agreement. Please be advised that this item is proposed to be on the August 1, 2016, City Council Agenda. This Agreement has been signed by the District and is now being submitted to the City for the remaining signatures. Please obtain these signatures and then keep two (2) fully -executed copies of the Agreement for the City and return two (2) fully -executed copies to the District. Thank you for your help with this matter. Please contact me at Ext. 3484 if you have any questions. Doris Toy, P.E. District Manager/District Engineer Attachments ROUTING SLIP / APPROVAL FORM INSTRUCTIONS: Use this cover sheet with each submittal of a staff report before approval by the City Council. Save staff report (including this cover sheet) along with all related attachments in the Team Drive (T:) --> CITY COUNCIL AGENDA ITEMS 4 AGENDA ITEM APPROVAL PROCESS 4 [DEPT - AGENDA TOPIC] Agenda Item # Date of Meeting: 8/1/2016 From: Mark Moses Department: Finance Date: 8/1/2016 Topic: AMEND AGREEMENT WITH SAN RAFAEL SANITATION DISTRICT Subject: RESOLUTION APPROVING A SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND THE SAN RAFAEL SANITATION DISTRICT Type: ® Resolution ❑ Ordinance ❑ Professional Services Agreement ❑ Other APPROVALS ® Finance Director Remarks: approved ® City Attorney Remarks: LG -Approved 7/22/16 ® Author, review and accept City Attorney / Finance changes Remarks: done ® City Manager Remarks: