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CC 2020-07-14_10b Approval of 3rd Amendment to FCFA JPA MEMORANDUM TO: CITY COUNCIL FROM: WHITNEY McDONALD, ACTING DEPUTY CITY MANAGER SUBJECT: CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY DATE: JULY 14, 2020 SUMMARY OF ACTION: Adopt a Resolution approving the proposed Third Amendment to the Joint Exercise of Powers Agreement for the Five Cities Fire Authority IMPACT ON FINANCIAL AND PERSONNEL RESOURCES: Under the terms proposed in the Third Amendment to the Joint Exercise of Powers Agreement, costs to the City of Arroyo Grande for fire service will remain the same, $2,580,955 per fiscal year, through at least June 30, 2022. The proposed Third Amendment to the Joint Exercise of Powers Agreement would require the Oceano Community Services District (OCSD) to place a new special tax measure on the ballot for the primary elections occurring in 2022. If that measure passes, the new funding formula set forth in the Second Amendment to the Joint Exercise of Powers Agreement will take effect on July 1, 2022. This new funding formula will result in a slight decrease in costs to the City based on increases to OCSD’s contribution rate. If the 2022 ballot measure fails, the City’s costs will remain at their current levels through a one-year wind down period that will end on June 30, 2023. RECOMMENDATION: It is recommended that the City Council adopt the Resolution approving the Third Amendment to the Joint Exercise of Powers Agreement for the Five Cities Fire Authority. BACKGROUND: The Five Cities Fire Authority (FCFA) was formed July 9, 2010, through a Joint Exercise of Powers Agreement (JPA) entered into by the City of Arroyo Grande (City), the City Grover Beach, and the Oceano Community Services District (OCSD). The FCFA is a consolidation of three individual fire departments, operating out of the three existing member community fire stations. Together, the FCFA provides integrated and efficient fire and emergency medical services to the three communities, serving approximately 40,000 residents. Item 10.b. - Page 1 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 2 In 2017, the FCFA Board of Directors adopted a five-year Strategic Plan. The Strategic Plan outlines the investments that were deemed necessary to replace obsolete capital equipment, including fire engines and self-contained breathing apparatus, and to provide the staffing levels needed to ensure appropriate levels of service for the three member communities. Due to both the need to reevaluate the existing JPA provisions and the increased investment in the fire department, the member communities approved an initial Memorandum of Agreement (MOA) amending the FCFA JPA in May 2018. The intent of this amendment was to facilitate a negotiation of the existing cost sharing methodology and to consider changes to specific language in the existing agreement. Following additional negotiations, the member communities approved a Second Amendment to the JPA in June 2019 (Second Amendment). The Second Amendment altered the funding formula used to determine each member community’s share of the FCFA’s costs. Alterations to the funding formula adjust the weighting of the four funding criteria, (1) population, (2) calls for service, (3) assessed valuation of property within each jurisdiction, and (4) fire stations, including weighted consideration of staffing at each station. Under the final revised formula, assessed valuation will no longer be included as a criteria and the fire stations criteria will be adjusted to remove considerations of staffing levels. The Second Amendment provides that this final revised formula will go into effect if OCSD is successful in passing a special tax measure to raise additional revenue for fire and emergency service costs. To account for the time that was necessary for OCSD to seek additional revenue through a special tax measure, the Second Amendment included a “transitional” funding formula to be used through at least June 30, 2020. This formula includes some consideration of staffing levels at each of fire stations as part of the fire station criteria. While all three communities have a stated goal of consistent station staffing of three personnel daily, the “transitional” model for Fiscal Year 2019-20 reflects current staffing levels at the three stations, where the two cities have three personnel and OCSD has two personnel. Table 1, below, identifies the original, transitional, and final funding formulas as agreed upon in the Second Amendment. Applying this transitional formula to FCFA’s Fiscal Year 2019-20 budget, the Second Amendment then identifies specific funding amounts required of each party for Fiscal Year 2019-20. Each party’s allocation is identified as follows: A. City of Arroyo Grande $2,580,955 45.01% B. City of Grover Beach $2,015,115 35.14% C. Oceano Community Services District $1,138,148 19.85% Item 10.b. - Page 2 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 3 Table 2, below, illustrates the contribution amounts for each agency under the original, transitional, and final revised formulas using the FCFA’s Fiscal Year 2019-20 budget as an example. The Second Amendment also required the OCSD to place a special tax measure on the March 2020 ballot to provide the OCSD with additional long-term funding for fire and emergency medical services. The Second Amendment states that “[s]hould the March Original Transitional  (Current ) Final Revised Population 25%33.3% 33.3% Calls for Service 25%33.3% 33.3% Assessed Valuation 25%N/A N/A Stations 25%   33.3% * 33.3%  *Transitional Station Weighting (Based on Full Time Staffing) Arroyo Grande 37.5% Grover Beach 37.5% Oceano 25.0% Original Transitional  (Current) Final Revised Arroyo Grande $2,728,142 $2,580,955 $2,501,964 Grover Beach $1,943,693 $2,015,115 $1,936,123 Oceano $1,062,383 $1,138,148 $1,296,131 Total $5,734,218 $5,734,218 $5,734,218 Percentage Allocation Arroyo Grande 47.6%45.0% 43.6% Grover Beach 33.9%35.1% 33.8% Oceano 18.5%19.9% 22.6% TABLE 1 – Funding Formulas per Second Amendment TABLE 2 – Example Funding Amounts Using FY19‐20 Budget Item 10.b. - Page 3 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 4 2020 ballot measure fail, the funding obligations set forth … above for the Fiscal Year 2019/ 20 FCFA Budget, shall be the same in Fiscal Year 2020- 21.” (Section 5.B.) Finally, the Second Amendment identified a future funding formula (should the OCSD ballot measure succeed), along with a defined “wind-down” process timeline should the OCSD ballot measure fail or should a member community leave the JPA or the JPA be dissolved. ANALYSIS OF ISSUES: As required under the Second Amendment, OCSD placed a special tax measure on the March 2020 ballot. Although over 66% of Oceano voters supported the measure, it fell 10 votes short of the 66.67% necessary to enact the special tax and the measure failed. As proposed, the special tax measure would have raised approximately $422,000 annually for the OCSD to use for emergency and fire services to the Oceano community. The measure would have imposed a special tax of $180 per parcel per fiscal year, and this amount would have been allowed to increase up to 2% annually. Under the terms of the Second Amendment, the results of the March 2020 ballot measure mean that, as of June 30, 2021, OCSD will no longer be a member of the FCFA. The parties have officially entered the “wind-down period” described in the Second Amendment and are required to undertake certain steps to assess and fairly remove the OCSD and its assets and liabilities from the FCFA. The Second Amendment further provides that, following the failure of the March 2020 special tax measure, funding for the FCFA will remain fixed at the same amount that was planned for Fiscal Year 2019-20. Each member jurisdiction will contribute the same amounts in Fiscal Year 2020-21 as they paid in Fiscal Year 2019-20, and the FCFA’s overall budget will not increase as the wind-down process unfolds through June 30, 2021. Shortly after the results of the election were announced, the FCFA Managers working group, consisting of the city and district managers, along with the FCFA Treasurer and Fire Chief, met later in March to discuss the defined “next steps” in the wind-down process. The timing of this meeting was in the midst of the response to the COVID-19 pandemic and its related financial impacts to the economy. Following the departure of the Arroyo Grande City Manager, the Managers working group, including the Acting Deputy City Manager for Arroyo Grande, then reconvened in May. During that discussion in May, the managers reached consensus to propose a third amendment to the JPA to provide OCSD another opportunity to obtain special tax revenue to support its ongoing contributions to the FCFA. Reasons for this consensus included the following:  Although OCSD’s March 2020 measure failed, the results indicate that over 66% of Oceano voters desired to remain as part of the FCFA and were willing to pay more to fund their fire and emergency services.  The OCSD’s March 2020 revenue measure was defeated by a very slim margin of ten votes. Item 10.b. - Page 4 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 5  Allowing the three member communities to extend their current contribution amounts for an additional two years will provide certainty and stability for the agencies when planning for fire service costs in light of the economic challenges associated with COVID-19.  The OCSD is able to continue funding its share of the FCFA’s costs under the current “transitional” formula in effect under the Second Amendment. The FCFA Managers working group then prepared a proposed Third Amendment to the JPA, which was reviewed and approved as to form by each agency’s counsel. The terms of the proposed Third Amendment include the following:  The three communities will continue to contribute the same funding at the same funding levels identified in the Second Amendment to the JPA. This funding is calculated using the “transitional” funding formula included in the Second Amendment and applying that formula to the FCFA’s Fiscal Year 2019-20 budget. The end result is that the City’s funding obligations will remain static, at $2,580,955 per fiscal year, through at least June 30, 2022.  OCSD will undertake the legally required procedures to place a special tax on the 2022 primary ballot.  Should the 2022 ballot measure pass, the same modified funding formula identified in the Second Amendment will be implemented beginning July 1, 2022. This formula is identified in Tables 1 and 2 above as the “Final Revised” formula. Should the 2022 ballot measure fail, the same “transitional” funding formula and fixed cost allocation will apply through June 30, 2023, continuing the City’s fixed contribution of $2,580,955 per fiscal year through this time.  Should the ballot measure fail, a wind-down period (and related work program) will result in the OCSD no longer being part of the JPA effective June 30, 2023.  Work program elements of the wind-down process include: o A determination as to the distribution of equipment and physical assets by October 1, 2022 (effective June 30, 2023). o An estimate as to the distribution of debt, employment liability, pension/PERS and other post-employment obligations by February 1, 2023 (effective June 30, 2023). The FCFA Board has allocated $25,000 out of the FCFA’s Fiscal Year 2020-21 budget to perform the actuarial analysis required as part of this work element. o An estimate as to the distribution of all other assets by March 1, 2023 (effective June 30, 2023).  Because the contribution amounts of each member agency are fixed through Fiscal Years 2020-21 or 2021-22, the FCFA’s budget will be effectively flat during this time. The Third Amendment, therefore, proposes language that would acknowledge that use of Fund Balance may be necessary to offset unanticipated or increased costs and that, in the event of significant emergency costs or purchases during these fiscal years, the Parties will consider contributing Item 10.b. - Page 5 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 6 additional funding, subject to FCFA Board budgetary approval. The Third Amendment further acknowledges that any such additional contributions may require the approval of the parties’ governing bodies. In order for the Third Amendment to go into effect, it must be unanimously approved by all three member agencies to the FCFA. The FCFA Board reviewed the proposed Third Amendment at its meeting on June 19, 2020. The City of Grover Beach then approved the Third Amendment at its regular City Council meeting held on June 22, 2020, and the OCSD Board of Directors approved the Third Amendment at its meeting on June 24, 2020. Next Steps - Review of Additional Options for Fire Service If the Third Amendment is approved by all three member communities, the wind-down period will be halted, allowing the Fire Chief and the Managers working group to further evaluate a variety of options for the future delivery of fire and emergency services. Continuation of the current three-party JPA will be just one of a number of options that will be explored in detail. Ultimately, each jurisdiction will determine the model that works best for their community considering operational efficiencies, costs, and effective delivery of services. The Fire Chief will be working with the FCFA Treasurer (Arroyo Grande’s Administrative Services Director) and Grover Beach’s Administrative Services Director during this upcoming Fiscal Year 2020-21 to analyze the estimated costs, and the associated operational impacts, of the options outlined below. The analysis will include consideration of any upgrades, equipment, and staffing needs to ensure effective operations into the future. The findings of these analyses will be reviewed with the Managers working group and the FCFA Board. City staff will also bring the full analysis to the City Council for discussion at a future Council meeting. Five Cities Fire Authority Potential Options for Service Delivery Current JPA Structure (3 Communities) Amended JPA Structure (3 Communities)  New JPA (i.e. 2 Communities)  New JPA with “Contract Customer” Individual Fire Departments Contract with County / CAL FIRE Creation of Fire District (Long Term) Item 10.b. - Page 6 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 7 Fiscal Impact Approval of the Third Amendment will ensure that the City’s costs for fire and emergency services will remain fixed at $2,580,955 per fiscal year, through at least June 30, 2022. The Third Amendment requires the OCSD to place a new special tax measure on the primary ballot in 2022. If that measure passes, the new funding formula set forth in the Second Amendment would take effect on July 1, 2022. This new funding formula will result in a slight decrease in costs to the City based on increases to OCSD’s contribution rate. If the 2022 ballot measure fails, the City’s costs will remain at their current levels through a one-year wind down period that will end on June 30, 2023. ALTERNATIVES: The following alternatives are provided for the Council’s consideration: 1. Adopt the Resolution approving the Third Amendment to the Joint Exercise of Powers Agreement; 2. Modify and approve the Third Amendment to the Joint Exercise of Powers Agreement, which would need to then be approved by the City of Grover Beach and OCSD before it would become effective; or 3. Do not approve the Third Amendment to the Joint Exercise of Powers Agreement, in which case the wind-down process outlined in the Second Amendment will proceed and the OCSD will be removed as a party to the FCFA by June 30, 2021; or 4. Provide direction to staff. ADVANTAGES: Approval of the Third Amendment will ensure the continued provision of fire and emergency services without increases in costs to the City through at least June 30, 2022. The Third Amendment will also provide an additional opportunity to the OCSD to raise revenue through a special tax measure to pay for its share of the FCFA’s costs, taking into account the indication by over 66% of voters in the OCSD of their desire to stay in the FCFA and pay more for their fire and emergency services. Approval of the Third Amendment will also allow City staff, FCFA staff, and the Managers working group to reallocate resources from the wind-down work program to the analysis of the full range of options available to all parties for the delivery of fire and emergency services in their communities. This analysis will be presented to the City Council within Fiscal Year 2020- 21. DISADVANTAGES: Approval of the Third Amendment will require the FCFA to retain a flat budget through at least Fiscal Year 2021-22. As a result, the FCFA may be required to utilize Fund Balance to pay for unanticipated expenses. If Fund Balance is insufficient the FCFA Board may request additional contributions from the member communities to cover these costs. ENVIRONMENTAL REVIEW: No environmental review is required for this item. Item 10.b. - Page 7 CITY COUNCIL CONSIDER APPROVAL OF THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY JULY 14, 2020 PAGE 8 PUBLIC NOTIFICATION AND COMMENTS: The Agenda was posted at City Hall and on the City’s website in accordance with Government Code Section 54954.2. ATTACHMENTS: 1. Joint Exercise of Powers Agreement 2. Memorandum of Agreement (First Amendment to the Joint Exercise of Powers Agreement) 3. Second Amendment to the Joint Exercise of Powers Agreement Item 10.b. - Page 8 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARROYO GRANDE APPROVING THE THIRD AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT FOR THE FIVE CITIES FIRE AUTHORITY WHEREAS, the City of Arroyo Grande ("City") is a member agency of the Five Cities Fire Authority (“FCFA”), which was created in 2010 upon approval of a Joint Exercise of Powers Agreement (“JPA”) by the City, the City of Grover Beach (“Grover Beach”), and the Oceano Community Services District (“OCSD”); and WHEREAS, the City, Grover Beach, and the OCSD entered into a Memorandum of Agreement in May 2018, operating as a First Amendment to the JPA; and WHEREAS, the City, Grover Beach, and the OCSD executed a Second Amendment to JPA in June 2019; and WHEREAS, the City, Grover Beach, and the OCSD now desire to execute a Third Amendment to the JPA, as reflected in Exhibit A attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Arroyo Grande that the Third Amendment to the Joint Exercise of Powers Agreement for the Five Cities Fire Authority, attached hereto as Exhibit A and incorporated herein by reference, is hereby approved and the Mayor is authorized to execute the same on behalf of the City. On motion of Council Member , seconded by Council Member , and on the following roll call vote, to wit: AYES: NOES: ABSENT: The foregoing Resolution was passed and adopted this 14th day of July 2020.    Item 10.b. - Page 9 RESOLUTION NO. PAGE 2 _________________________________________ CAREN RAY RUSSOM, MAYOR ATTEST: ________________________________________ KELLY WETMORE, CITY CLERK APPROVED AS TO CONTENT: ________________________________________ BILL ROBESON, ACTING CITY MANAGER APPROVED AS TO FORM: ________________________________________ TIMOTHY J. CARMEL, CITY ATTORNEY Item 10.b. - Page 10 THIRD AMENDMENT TO FIVE CITIES FIRE AUTHORITY JOINT EXERCISE OF POWERS AGREEMENT This Third Amendment to the Five Cities Fire Authority (“FCFA”) Joint Exercise of Powers Agreement, dated June 7, 2010 (“JPA”) (“Third Amendment”), is made and entered into as of July 1, 2020, by and between the cities of Arroyo Grande and Grover Beach, and the Oceano Community Services District (“Oceano”), which are hereinafter referred to as “Party” and “Parties.” WHEREAS, on June 7, 2010, the Parties entered into a JPA pursuant to Section 6500 et seq. of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, for the purpose of allowing the Parties to share a combined fire department in order to provide efficient and economical fire protection services; and WHEREAS, in or about May of 2018, the Parties executed a Memorandum of Agreement Amending the FCFA JPA (“First Amendment”) in order to provide an opportunity for the Parties to meet and confer for the purpose of considering amendments to the JPA including, but not limited to, modifications to the funding formula contained in Exhibit B of the JPA (“Funding Formula”), the provisions regarding member withdrawal, and future staffing levels beyond Fiscal Year 2018/19; and WHEREAS, the First Amendment required the Parties to agree upon amendments to the JPA by April 1, 2019 or the JPA would terminate as of December 31, 2019; and WHEREAS, in March of 2019, the Parties executed an extension of the First Amendment, which extended the time for the Parties to mutually agree upon JPA Amendments to October 1, 2019; and WHEREAS, the Parties executed the Second Amendment to the JPA as of July 1, 2019 which required Oceano to undertake the legally required procedures to place a special tax on the March 2020 ballot in accordance with Government Code Section 61121; and WHEREAS, Oceano did undertake the legally required procedures to place a special tax on the March 2020 ballot which resulted in ballot Measure A-20 falling short of passage by 10 votes (66.1% compared to the required 66.67%); and WHEREAS, the possibility of a citizen’s initiative to place a special tax measure on the November 2020 ballot was prevented by the COVID-19 pandemic and related statewide shelter at home order; and WHEREAS, the economic situation of all Parties has drastically changed due to the COVID-19 pandemic and related statewide shelter at home order; and WHEREAS, the Parties recognize it is in the economic best interests of all Parties to allow additional time for the community of Oceano to place another special tax measure on the ballot; and EXHIBIT A Item 10.b. - Page 11 WHEREAS, the parties have met in good faith and now desire to amend the JPA. NOW THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the Parties agree as follows: 1. Recitals. The above recitals are true and correct and incorporated herein. 2. Fiscal Year 2020/21 and 2021/22. Each Parties’ contributions for funding the Fiscal Year 2020/21 and 2021/22 FCFA Budget shall be: A. City of Arroyo Grande $2,580,955 45.01%______________ B. City of Grover Beach $2,015,115 35.14%______________ C. Oceano Community Services District $1,138,148 19.85%______________ D. The Fire Chief will make every effort to maintain a flat budget through the fiscal years that the funding contributions set forth in this Section 2 apply. The Parties acknowledge that use of Fund Balance may be necessary to offset unanticipated or increased costs. In the event of significant emergency costs or purchases necessary during the fiscal years during which this Section 2 applies, the Parties will consider contributing additional funding, subject to FCFA Board budgetary approval. It is acknowledged that any such additional contributions may require the approval of the governing body of one or more Party. 3. Funding Formula. A. The Funding Formula contained in Attachment 1 to the Second Amendment to the JPA is hereby amended and replaced in its entirety as set forth in Attachment 1 to this Amendment. All references in the JPA to Attachment 1 shall refer to Attachment 1 of the Third Amendment. B. The funding contributions specified in Section 2 were determined using a transitional formula that modified component 3 of the Funding Formula related to fire stations to reflect current staffing levels. The funding contributions specified in Section 2 will be used for Fiscal Years 2020/21 and 2021/22 and possibly Fiscal Year 2022/23 as provided in Section 4B. C. The Funding Formula will be reviewed by the Jurisdiction every three years in the month of January, commencing 2024. 4. Ballot Measure. Item 10.b. - Page 12 A. Oceano agrees to undertake the legally required procedures to place a special tax on the 2022 primary ballot in accordance with Government Code Section 61121 or Elections Code 9300-9323. Oceano will seek a special tax amount sufficient to enable Oceano to be able to fund its share of the Funding Formula taking into account the priorities of the Strategic Plan as determined by the Five Cities Fire Authority Board of Directors. B. If the Oceano ballot measure does not pass and Oceano is unable to fund its share of the Funding Formula, by operation of this Third Amendment and subject to the Wind Down Period (identified below), Oceano will automatically and without further action cease to be a member of the JPA on June 30, 2023. The time between when the County Clerk Recorder concludes that the Oceano ballot measure has failed and June 30, 2023 will be known as the “Wind Down Period.” Oceano agrees that should it no longer be a member agency of the FCFA, the cities of Arroyo Grande and Grover Beach may continue to operate under the trademark name of Five Cities Fire Authority with no further rights of Oceano to that name. Should the ballot measure fail, the funding obligations set forth in Section 2 above for the Fiscal Year 2021/2022 FCFA Budget, shall be the same in Fiscal Year 2022/2023. C. If the Oceano ballot measure passes, the Funding Formula set forth in Attachment 1 of the Third Amendment shall apply beginning in Fiscal Year 2022/23. Item 10.b. - Page 13 5. Wind Down Period. A. During the Wind Down Period, the Parties shall establish the distribution of assets currently owned and/or in the possession of the JPA, including but not limited to major pieces of apparatus and capital equipment. B. During the Wind Down Period, the Parties will establish the obligations of the Parties to pay future obligations that were incurred by the FCFA prior to June 30, 2022, including, but not limited to the following: a. Lease payments on Engine 2 and 3; however, the Parties mutually agree and understand that as a result of the dissociation and/or withdrawal of Oceano or any other Party, no Party will be obligated for future payment lease obligations for any Engine that does not remain in the custody, control, and possession of that Jurisdiction. b. Withdrawal and/or dissociation of Oceano or any other Party shall not absolve such Party of liabilities arising out of the participation in the JPA incurred in the ordinary course of business. The Parties mutually agree and understand that as a result of the dissociation and/or withdrawal of Oceano or any other Party, all Parties will remain obligated to pay future FCFA employment related obligations incurred prior to June 30, 2023, including but not limited to pension/PERS, accrued fringe benefits etc. c. During the Wind Down period, the FCFA will perform an unfunded actuarial accrued liability analysis to calculate Oceano or any other dissociating and/or withdrawing Parties’ share of unfunded PERS liability, which will be due to the remaining JPA Parties or the City of Arroyo Grande should the JPA be dissolved. d. During the Wind Down Period, the Parties will meet and confer in good faith in regard to the distribution of assets and liabilities as follows: a. A determination as to the distribution of equipment and physical assets by October 1, 2022 (effective June 30, 2023). b. An estimate as to the distribution of debt, employment liability, pension/PERS and other post-employment obligations by February 1, 2023 (effective June 30, 2023). c. An estimate as to the distribution of all other assets by March 1, 2023 (effective June 30, 2023). e. The parties mutually agree and understand that any liability related to unresolved claims or litigation existing prior to June 30, 2023 will remain the obligation of all Parties whether remaining members of the FCFA or not. f. Prior to October 1, 2023, the Parties shall complete a post-dissociation reconciliation of all assets and liabilities incurred prior to June 30, 2023. Any party owing funds shall pay such funds to the other immediately upon determination. The parties agree to cooperate in completing this post closing reconciliation. Item 10.b. - Page 14 6. Effect of Amendment. All other provisions of the JPA shall remain unchanged and in full force and affect. To the extent there is inconsistency between this Amendment and the JPA, the terms of this Amendment shall control, including but not limited to JPA Sections 6.B, 8.B(3), and 17. 7. Counterparts. This Amendment may be executed in any number of counterparts and by the Parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. 8. Severability. If any part of this Amendment is found to be in conflict with applicable laws, that part will be inoperative, null and void insofar as it is in conflict with any applicable laws, but the remainder of the Amendment will remain in full force and effect. Item 10.b. - Page 15 IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed by their proper officers hereunto duly authorized. CITY OF ARROYO GRANDE CITY OF GROVER BEACH ________________________ _______________________ Caren Ray Russom, Mayor Jeff Lee, Mayor ATTEST: ATTEST: ________________________ _______________________ Kelly Wetmore, City Clerk Wendi Sims, City Clerk APPROVED AS TO FORM: APPROVED AS TO FORM: ________________________ _______________________ Tim Carmel, City Attorney David Hale, City Attorney OCEANO COMMUNITY SERVICES DISTRICT ________________________ Linda Austin, President ATTEST: ________________________ By: APPROVED AS TO FORM: ________________________ Jeff Minnery, District Counsel Item 10.b. - Page 16 ATTACHMENT 1 FUNDING FORMULA Should the ballot measure pass, effective July 1, 2022, the Parties shall bear the costs of the Five Cities Fire Authority according to the following formula, to be calculated every three years when the budget is prepared. If the ballot measure fails, the funding will be in accordance with Section 4.B of this Third Amendment. 1. 33.33% of costs shall be assessed among the Parties in proportion to the population of each Jurisdiction as most recently determined by the U.S. Census and any intervening estimates prepared by the California Department of Finance when the Fire Chief prepares each annual budget. 2. 33.33% of costs shall be assessed among the Parties in proportion to the number of annual service calls, calculated on a three-year rolling average in each Jurisdiction as most recently determined when the Fire Chief prepares each annual budget. 3. 33.33% of costs shall be assessed among the Parties in proportion to the number of fire stations and personnel located in each Jurisdiction. Item 10.b. - Page 17 ATTACHMENT 1 Item 10.b. - Page 18 JOINT EXERCISE OF POWERS AGREEMENT BETWEEN THE CITY OF ARROYO GRANDE, CITY OF GROVER BEACH AND THE OCEANO COMMUNITY SERVICES DISTRICT CREATING THE FIVE CITIES FIRE AUTHORITY Item 10.b. - Page 19 JOINT EXERCISE OF POWERS AGREEMENT This Agreement, dated June 7 , 2010, is between the City of Arroyo Grande, a general law city ("Arroyo Grande"), the City of Grover Beach, a general law city ("Grover Beach"), and the Oceana Community Services District, a California special district ("OCSD"), also collectively and individually referred to as "Jurisdiction(s)". WITNESSETH Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of State of California (the "Act") authorize Arroyo Grande, Grover Beach and OCSD to create a joint exercise of powers entity (the "Five Cities Fire Authority" or the "Authority") which has the power to jointly .exercise any powers common to Arroyo Grande, Grover Beach and OCSD and to exercise the powers granted to it under the Act. Arroyo Grande, Grover Beach and OCSD are each authorized to create and maintain a fire department. In July 2004, Arroyo Grande and Grover Beach entered into an agreement to provide joint administration of fire services for both jurisdictions. In March 2008 the agreement was amended to include OCSD. Arroyo Grande, Grover Beach and OCSD continue to recognize the benefits of combining their respective fire service providers into one provider. By this Agreement, Arroyo Grande, Grover Beach and OCSD desire to create and establish the Authority for the purposes set forth herein and to exercise the powers described herein. NOW, THEREFORE, Arroyo Grande, Grover Beach and OCSD, for and in consideration of the mutual promises and agreements herein contained, do agree as follows: Item 10.b. - Page 20 SECTION 1. DEFINITIONS Unless the context otherwise requires, the terms defined in Section 1 shall for all purposes of this Agreement have the meanings herein specified. Act The term "Act" means Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, as they now exist or may hereafter be amended. The term "Area" means the combined aggregate jurisdictional service areas of the Jurisdictions as they now exist and as they may hereafter be modified by annexation of territory to or exclusion of territory from the boundaries of the Jurisdictions. The combined aggregate service areas of the Jurisdictions as they now exist are delineated on the map attached hereto as Exhibit D and hereby made a part of this Agreement. Arroyo Grande The term "Arroyo Grande" means the existing municipal corporation known as the City of Arroyo Grande, a general law city duly organized and existing under and by virtue of the laws and the constitution of the State of California. Authority The term "Authority" means the Five Cities Fire Authority created by this Agreement. Board The term "Board" means the governing board of the Authority. 2 Item 10.b. - Page 21 Employee of Authority The term Employee of Authority or Employee, means (i) those individuals employed by Arroyo Grande, but assigned to the Authority (as of the effective date of this Agreement or at a future time) under the agreement between Authority and Arroyo Grande referenced in Exhibit A of this Agreement; and (ii) those individuals employed directly by the Authority after the effective date of this Agreement. Grover Beach The term "Grover Beach" means the existing municipal corporation known as the City of Grover Beach, a general law city duly organized and existing under and by virtue of the laws and the constitution of the State of California. Jurisdiction The term "Jurisdiction" shall mean a general law City or Community Services District that is a signatory to this Joint Exercise of Powers Agreement. OCSD The term "OCSD" means the existing district known as the Oceana Community Services District, a California special district duly organized and existing under and by virtue of the laws and the constitution of the State of California. SECTION 2. PURPOSE This Agreement is made pursuant to the Act and for the purpose of allowing the Jurisdictions to share a combined fire department in order to provide an efficient and economical fire protection service. 3 Item 10.b. - Page 22 SECTION 3. TERM This Agreement shall become effective as of the date hereof and shall continue in full force and effect until terminated. SECTION 4. AUTHORITY A. Creation of Authority B. There is hereby created pursuant to the Act an agency and public entity to be known as the "Five Cities Fire Authority." As provided in the Act, the Authority shall be a public entity separate from the Jurisdictions. The debts, liabilities and obligations of the Authority shall not constitute debts, liabilities or obligations of the Jurisdictions. Within 30 days after the effective date of this Agreement or any amendment hereto, the Authority will cause a notice of this Agreement or amendment to be prepared and filed with the Office of the Secretary of State of the State of California in the manner set forth in Section 6503.5 of the Act. Governing Board The Authority shall be administered by the Board, whose members shall be, at all times, one Councilmember or an alternate from Arroyo Grande, one Councilmember or an alternate from Grover Beach, and one Boardmember or an alternate from OCSD. The Counc~members and Boardmember and alternates shall be appointed as determined by the respective City Councils and Board of Directors under their respective Council and Board policies. The alternates must be elected officials of their respective Jurisdictions. C. Meeting of Board (1) Regular Meetings. During the first year of Authority's existence, the Board shall hold at least bi-monthly meetings. Thereafter, the Board shall hold at least quarterly meetings and may hold additional meetings as necessary. 4 Item 10.b. - Page 23 D. (2) Legal Notice. All meetings of the Board shall be called, noticed, held and conducted subject to the provisions of the Ralph M. Brown Act (Chapter 9 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (Sections 54950-54961 )) or any successor legislation hereinafter enacted. (3) Minutes. The Secretary of the Authority shall cause minutes of all meetings of the Board to be kept and shall, as soon as possible after each meeting, cause a copy of the minutes to be forwarded to each member of the Jurisdictions' governing Board of Directors or Council. (4) Quorum. All three voting members (or their alternates) of the Board shall constitute a quorum for the transaction of business, except that less than a quorum may adjourn meetings from time to time. (5) Voting. All decisions made by the Board related to the Authority require a majority vote of the Board, except for decisions relating to the budget, labor relations agreements, and any unbudgeted non-emergency contract for services that exceeds $75,000, which decisions shall require a unanimous vote of the Board for approval. Board Referral to Jurisdiction Governing Councils and Board of Directors. (1) In order to refer a matter to the Jurisdictions' governing Councils and Board of Directors, a majority of Board members must vote to do so; provided, however, that the Board may reconsider at any time any matter not receiving majority votes to refer. Referred matters shall be approved by a majority of the member Jurisdictions. (2) The Board shall annually consider the following: the budget which shall consist of the cost allocation plan, service goals, and performance standards. From time to time the Board shall consider any labor relations agreement. (3) The Board shall adopt as necessary Employer-Employee Relations Procedures and Personnel Rules and Regulations applicable to the Authority. City of Arroyo Grande Personnel Regulations and other policies and procedures shall apply to the Authority and its employees until replacement regulations, policies and procedures are adopted by the Authority. 5 Item 10.b. - Page 24 (4) For "meet and confer'' purposes, notwithstanding the fact that Authority's employees are City of Arroyo Grande employees, the Board's members may consult with their respective Jurisdiction governing Councils and Board of Directors throughout the meet and confer process. The Board and its designated staff negotiators shall negotiate with exclusively recognized employee organizations. (5) As part of approving an overall compensation plan for its management employees, the Arroyo Grande City Council, after receiving the decision of the Board, shall approve that portion of the Authority management compensation plan that includes the Fire Department management employees. The Jurisdictions' governing Councils and Board of Directors may meet in closed sessions for the purpose of providing input to the Board regarding the terms of Compensation for Authority employees. (6) Governing Councils and Board of Directors must approve addition of any new members to the Authority. E. Officers of the Board (1) The officers of the Authority shall be the Chair and Vice-Chair and Secretary. (2) The Fire Chief shall be the Executive Officer of the Authority and shall be responsible for implementing the decisions of the Board and shall be responsible for the operations and general management of the Authority. The Fire Chief will be appointed by the Board and be responsible to the Board. The Fire Chief will be an at will employee of the Authority and shall: (a) Direct all subordinate employees; (b) Be responsible for the appointment and removal of Authority employees; (c) Attend all meetings of the Board unless excused there from; (d) Develop and distribute to the Board, agendas for all Board meetings; (e) Promulgate and implement administrative regulations; (f) Perform such other duties and exercise such other powers as may be delegated by the Authority Board. 6 Item 10.b. - Page 25 (g) Have authority to approve expenditures of up to $50,000, without Board's approval. (3) The Fire Chief may consult with the managers of the City of Grover Beach, the City of Arroyo Grande and the Oceano Community Services District The Managers may meet from time to time, at their own volition or at the request of the Board, to consult and discuss matters that are of importance to the administration and operation of the Authority. The Managers may make recommendations to the Board regarding these matters. . (4) The Director of Administrative Services of Arroyo Grande is hereby designated as Treasurer of the Authority. The Treasurer is designatecl as the depositary of the Authority to have custody of all the money of the Authority, from whatever source, and, as such, shall have the powers, duties ahd responsibilities specified in Section 6505.5 of the Act. (5) The Treasurer of the Authority is designated as the public officer or person who has charge of, handles, or has access to any property of the Authority, and such officer shall file an official bond in the amount of $25,000 as required by Section 6505.1 of the Act; provided, that sµch bond shall not be required if the Authority does not possess or own property or funds with an aggregate value of greater than $500.00. (6) The Fire Chief or his/her designee shall serve as Secretary to the Board. (7) The City Attorney of Grover Beach is designated primary legal counsel to the Authority, and by executing this Agreement, all of the Jurisdictions on behalf of the Authority and City of Grover Beach on its own behalf, acknowledge that they have been advised of the nature and consequences of a potential conflict of interest inherent in representation of more than one client and have agreed to wave such potential conflict. The City Attorney of Grover Beach will also serve as the General Counsel for the Authority, thus representing two clients connected by this Agreement. In the event that a situation arises where a conflict becomes potential or actual, the City Attorney/General Counsel will advise both clients of such conflict and withdraw from representing either in connection with the situation giving rise to the conflict. 7 Item 10.b. - Page 26 SECTION 5. GENERAL POWERS The Authority is authorized, in its own name, to do all. acts necessary for the exercise of said powers for said purposes. Except as otherwise provided herein, such power shall be exercised subject only to such restrictions upon the manner of exercising such power as are imposed upon Arroyo Grande in the exercise of similar powers, as provided in Section 6509 of the Act. The Authority shall have the power in its own name to exercise any and all common powers of its Members reasonably related to the purposes of the Authority, including, but not limited to, the powers to: A. Seek, receive and administer funding from any available public or private source, including grants or loans under any available federal, state and local programs for assistance in achieving the purposes of the Authority. B. Set fees and collect and maintain fee revenue for services provided by the Authority such services may include but are not inclusive of apartment inspections, firework permits or weed abatement. C. Contract for the services of engineers, attorneys, planners, financial and other necessary consultants. D. Make and enter into any other contracts, including to provide services outside of its Jurisdictions' boundaries, if otherwise allowed by law. E The authority may enter into a supplemental agreement to provide services to a member agency that is not provided to all Authority members for an agreed upon fee. Such services may include but are not exclusive of code enforcement, fire protection services and plan check services. F. Employ agents, officers and employees. 8 Item 10.b. - Page 27 G. Acquire, lease, construct, own, manage, maintain, dispose of or operate (subject to the limitations herein) any buildings, works or improvements. H. Acquire, hold, manage, maintain, or dispose of any other property by any lawful means, including without limitation gift, purchase, eminent domain, lease, lease- purchase, license or sale. I. Incur all authorized debts, liabilities, and obligations, including issuance and sale of bonds, notes, certificates of participation, bonds authorized pursuant to the Marks- Roos Local Bond Pooling Act of 1985, California Government Code Sections 6584 et seq. (as it now exists or may hereafter be amended) or any other legal authority common to the Members and such other evidences of indebtedness, subject to the limitations herein. J. Receive gifts, contributions and donations of property, funds, services and other forms of financial or other assistance from any persons, firms, corporations or governmental entities. K. Sue and be sued in its own name. L. Seek the adoption or defeat of any federal, state or local legislation or regulation necessary or desirable to accomplish the stated purposes and objectives of the Authority. M. Adopt rules, regulations, policies, bylaws and procedures governing the operation of the Authority. N. Invest any money in the treasury pursuant to California Government Code Section 6505.5 that is not required for the immediate necessities of the Authority, as the Authority determines is advisable, in the same manner and upon the same conditions as local agencies, pursuant to Section 53601 of the California Government Code as it now exists or may hereafter be amended. 9 Item 10.b. - Page 28 0. Carry out and enforce all the provisions of this Agreement. P. Exercise • all other powers not specifically mentioned herein, but common to Members, and authorized by California Government Code Section 6508 as it now exists or may hereafter be amend. Notwithstanding the foregoing, the Authority shall have any additional powers conferred under the Act or under applicable law, insofar as such additional powers may be necessary to accomplish the purposes set forth in Section 2 hereof. SECTION 6. TERMINATION OF POWERS AND AGREEMENT A. The Authority shall continue to exercise the powers herein conferred upon until the termination of the Agreement or until the Jurisdictions have mutually rescinded this Agreement. B. All assets of the Authority shall be divided as may be mutually agreed upon by the parties or according to the basic allocation formula used for budgeting purposes by the parties to the Agreement who are parties at the time of termination of the Agreement. If the parties cannot agree upon a distribution, then the distribution formula shall be determined by an outside third-party neutral , who shall be mutually chosen. If the parties cannot agree upon such neutral party, then the State Mediation and Conciliation Services or their designee shall determine the formula for the distribution of assets. SECTION 7. FISCAL YEAR Unless and until changed by resolution of the Board, the fiscal year of the Authority shall be the period from July 1 of each year to and including the following June 30, except for the first fiscal year which shall be the period from the date of this Agreement to June 30, 2011. 10 Item 10.b. - Page 29 SECTION 8. OWNERSHIP OF BUILDINGS. APPARATUS AND EQUIPMENT A. B. Buildings. The Authority itself is not intended to directly own, maintain, or insure any existing building, structure, or facility that is owned at the time of the activation of the Joint Powers Authority, maintained, or insured by any individual Jurisdiction. Such building structures or facilities owned at the time of activation by each individual Jurisdiction shall remain the full responsibility of each Jurisdiction, unless a Jurisdiction offers to give the building, structure, or facility to the Authority and the Authority agrees to accept, own, and take responsibility for the maintenance and insurance of such building, structure, or facility. Any building constructed or owned by the Authority after activation shall become the property of the Authority and in the event of dissolution of the Authority shall be disposed of in the same manner as equipment owned by the Authority. Major Pieces of Apparatus and Capital Equipment. (1) All major pieces of apparatus and capital equipment shall become the property and responsibility of the Authority, including but not limited to maintenance, insurance and replacement. (2) Replacement of major apparatus and capital equipment shall generally be accomplished as a part of the budget and shall be in keeping with the allocation formula. (3) In the event that a Jurisdiction withdraws from the Agreement per Section 17, all major apparatus and capital equipment shall be returned to that Withdrawing Jurisdiction owned by the Jurisdiction at the time of activation per the listing in Exhibit C. However, once the major apparatus and capital equipment is replaced, such replaced apparatus is the sole and exclusive property of the Authority and there is no obligation, duty or requirement that such replaced apparatus or capital equipment be returned to any withdrawing Jurisdiction. The withdrawing Jurisdiction shall have the right to negotiate with the remaining Authority members for additional equipment and the remaining Authority members shall take reasonable steps to ensure the withdrawing 11 Item 10.b. - Page 30 member has sufficient apparatus and capital equipment to establish an independent fire service. C. Clothing. Tools and Equipment. All clothing (personal protective equipment). tools. machines. parts, supplies, communication devices, computers, office equipment, supplies and furnishings; and each and every item of fire equipment not listed in Exhibit C shall become the sole and exclusive property of the Authority. SECTION 9. COSTS AND ADMINISTRATION A. Operation and Capital Improvement Costs Operation and capital improvements costs shall be allocated among the jurisdictions in accordance with the cost-sharing formula in Exhibit B adopted by the Board and the respective Jurisdiction's governing Councils and Board of Directors. B. Administrative Services Administrative services shall be provided by, and allocated between, Arroyo Grande, Grover Beach and OCSD as shown on Exhibit A to this Agreement, attached and incorporated by reference. C. Invoicing and Payments Member agencies will be billed quarterly by the City of Arroyo Grande in accordance with the provisions of Exhibit A and B. Member agencies will be expected to pay the invoices also on quarterly basis. SECTION 10. AGREEMENT NOT EXCLUSIVE This Agreement shall not be exclusive and shall not be deemed to amend or alter the terms of other agreements among the Jurisdictions, except as the terms of this Agreement shall conflict therewith, in which case the terms of this Agreement shall prevail. The cooperative agreement existing between the Jurisdictions prior to the effective date of this Agreement shall terminate with the effective date of this Agreement. 12 Item 10.b. - Page 31 SECTION 11. ACCOUNTS AND REPORTS The Authority shall establish and maintain such funds and accounts as may be required by good accounting practice. The books and records of the Authority shall be open to inspection at all reasonable times by the Jurisdictions and their representatives. SECTION 12. CONFLICT OF INTEREST CODE The Authority, to the extent required by law, hereby adopts as its Conflict of Interest Code the Fair Political Practices Commission Model Conflict of Interest Code with appropriate substitution regarding references to the governing body and the officers. SECTION 13. BREACH If default shall be made by a Jurisdiction or Authority in any covenant contained in this Agreement, such default shall not excuse either of the other the Jurisdictions from fulfilling their respective obligations under this Agreement and each Jurisdiction shall continue to be liable for the payment of contributions and performance of all conditions herein contained. Each Jurisdiction hereby declares that this Agreement is entered into for the benefit of the Authority created hereby and each Jurisdiction hereby grants to the Authority the right to enforce by whatever lawful means the Authority deems appropriate all of the obligations of each of the parties hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or hereafter enacted are cumulative and the exercise of one right or remedy shall not impair the right of the Authority to any or all other remedies. SECTION 14. SEVERABILITY Should any part, term, or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining part, terms or provisions hereof shall not be affected thereby. 13 Item 10.b. - Page 32 SECTION 15. SUCCESSORS: ASSIGNMENT This Agreement shall be binding upon and shall insure to the benefit of the successors of the parties. Except to the extent expressly provided herein, no Jurisdiction may assign any right or obligation hereunder without the consent of the other Jurisdictions. The Authority may not assign its rights or obligations without the consent of the Jurisdictions. SECTION 16. AMENDMENT OF AGREEMENT This Agreement may be amended, and the Authority may be terminated or its powers may be changed, restricted or eliminated by supplemental Agreement executed by the Jurisdictions at any time. SECTION 17. WITHDRAWAL FROM AGREEMENT A. Any Jurisdiction may withdraw from the Agreement by giving twelve (12) months notice of intent to do so. The withdrawing Jurisdiction shall continue to be responsible and accountable for any and all obligations per this Agreement incurred prior to the withdrawal date. Such withdrawing Jurisdiction shall no longer be a party to the Agreement as of withdrawal date, and have no future obligations or liabilities, nor any future or further rights under the Agreement. The withdrawal date shall be defined as that day which is twelve (12) months to the day from the date of the notice to withdraw, or later date designated by the withdrawing Jurisdiction B. Any apparatus listed in Exhibit C previously belonging to the withdrawing Jurisdiction will be returned on the withdrawal date, if and only if, such apparatus has not been replaced per Section BB. The Authority has no obligation, duty, or requirement to return any apparatus in any pre-determined condition of operation. All returned apparatus to any withdrawing Jurisdiction will be in "as-is" condition. C. Except as set forth in Section 8B(1,2,3) and 17B above, the withdrawing Jurisdiction forfeits and waives any and all rights and claims to any share of any and all assets, 14 Item 10.b. - Page 33 regardless of the ultimate disposition or status or existence of the Authority at any given time or place. SECTION 18. FORM OF APPROVALS Whenever an approval by the Jurisdictions is required in this Agreement, unless the context specifies otherwise, it shall be given, in the case of Arroyo Grande, by resolution duly adopted by the City Council of Arroyo Grande, in the case of Grover Beach, by resolution duly adopted by the City Council of Grover Beach, and in the case of OCSD, by resolution duly adopted by the Board of Directors of OCSD. Whenever such approval is required in the case of the Authority, it shall be given by resolution duly adopted by the Board. SECTION 19. NOTICES Notices to Arroyo Grande and Grover Beach shall be sufficient if delivered to the City Clerk of each City, and Notices to OCSD shall be sufficient if delivered to the Board Secretary of the District. SECTION 20. INDEMNIFICATION The Authority shall acquire such insurance protection as is necessary to protect the interest of the Authority and its member Jurisdictions. The Authority shall assume the defense of and indemnify and hold harmless the Jurisdictions and their governing bodies, officers, agents, and employees from all claims, losses, damages, costs, injury, and liability of every kind, nature, and description directly or indirectly arising from the performance of any of the activities of the Authority or the activities under taken pursuant to this Agreement. SECTION 21. SECTION HEADINGS All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of this Agreement. 15 Item 10.b. - Page 34 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed · and attested by their proper officers hereunto duly authorized, and their official seals to be hereto affixed, as of the day and year first above written. CITY OF ARROYO GRANDE CITY OF GROVER BEACH B Attest: Attest: Donal. McMaf!-Ori;. _Gtty _ C!_,erk _.,. . . . - Approved As To Form: Attorney OCEANO COMMUNITY SERVICES DISTRICT Attest: Approved As To Form: A~~alCo"asel 16 Item 10.b. - Page 35 EXHIBIT A ADMINISTRATIVE SERVICES Administrative services shall be provided to the Authority by the Jurisdictions as follows: 1. 2. Personnel. All personnel working for the Authority will be employed by the City of Arroyo Grande. Personnel benefits payroll and workers compensation matters shall be administered by Arroyo Grande subject to a written agreement between the Authority and the City of Arroyo Grande. The City of Arroyo Grande shall assign all fire service employees on a full time basis to carry out the functions of this Agreement. Furthermore under such written agreement, the City of Arroyo Grande will assign all of its responsibilities of the appointment, promotion, management, training, supervision, evaluation, discipline, and termination of employees as well as labor negotiations with represented employees to the Authority under the Authority's chain of command and decision making process. Legal Services a. For purposes of attorney-client privilege, the Authority shall have an attorney- client relationship with the City Attorney's office of both Arroyo Grande and Grover Beach and with the District Legal Counsel's office of OCSD, but the Grover Beach City Attorney's office shall be designated as the General Counsel for the Authority and handle legal issues for the Authority, including those related to personnel matters (including the decision to hire outside counsel). b. For purposes of work distribution, the Arroyo Grande City Attorney's office shall handle legal issues related to Arroyo Grande ordinances, the Grover Beach City Attorney's office shall handle legal issues related to Grover Beach ordinances, and the OCSD Legal Counsel shall handle legal issues related to OCSD ordinances. 17 Item 10.b. - Page 36 3. Finance. The City of Arroyo Grande shall provide financial services. Financial services shall include the provision of payroll and accounts payable and accounts receivable services as well any financial reporting and auditing services that may be required. 4. Indirect Contribution Payment for the services as described in Exhibit A shall be the responsibility of the Jurisdiction providing the services as referenced in Exhibit A. The payment for such services by said agencies shall be recognized as an indirect contribution made by the respective agency. All indirect contributions shall be recognized in the Authority's budget as a contribution from the respective agency and shall be deducted from the contributing agency's proportional allocation of costs for the operation of the Authority. 18 Item 10.b. - Page 37 EXHIBIT B FUNDING FORMULA Prior to the funding effective date, the Jurisdictions shall bear the costs of the Five Cities Fire Authority. From and after the funding effective date, each Jurisdiction-shall pay for the ongoing costs of the Five Cities Fire Authority according to the following formula, to be calculated annually when the budget is prepared. 1. Twenty-five percent (25%) of costs shall be assessed among the.Jurisdictions in proportion to the population in each Jurisdiction as most recently determined by the U.S. Census and any intervening estimates prepared by the California Department of Finance when the Fire Chief prepares each annual budget; 2. Twenty-five percent (25%) of costs shall be assessed among the Jurisdictions in proportion to the assessed value of property in each Jurisdiction as most recently determined by the County Assessor when the Fire Chief prepares each annual budget; 3. Twenty-five percent (25%) of costs shall be fixed and shall be based on the following formula: Stations Percentage Staffing Percentage Total Arroyo Grande 1 33% 6 40% 37% Grover Beach 1 33% 6 40% 37% OCSD 1 33% 3 20% 27% The fixed base is assessed according to each Jurisdiction's proportional share of the Authority's full membership total of Full Time Equivalent Personnel and fire stations existing as of the effective date of the Joint Powers Agreement as noted above. 19 Item 10.b. - Page 38 4. Twenty-five percent (25%) of costs shall be assessed among the Jurisdictions in proportion to the number of annual service calls in each Jurisdiction as most recently determined when the Fire Chief prepares each annual budget. 20 Item 10.b. - Page 39 EXHIBITC INVENTORY OF APPARATUS, CLOTHING, TOOLS AND EQUIPMENT The following inventory of each jurisdiction will become the property and responsibility of the Authority, including but not limited to maintenance, insurance and replacement: APPARATUS Arroyo Grande Truck 66 1987 Van Pelt BSU66 1995 E-ONE Utilitv 66 1995 Ford 4x4 Pickuo Brush 66 1996 International Ford SUV 1998 Explorer Ford SUV Command Vehicle 2006 Expedition Enaine 66 2007 Pierce Liahtina 66 1978 Ford Truck Sedan 2000 Ford Taurus LX Mass Casualty Trailer Inventory List Available Grover Beach Enaine68R 1996 Hi Tech Rescue 68 2001 Hacknev EnQine 68 2004 American LaFrance Ford SUV 1999 Exolorer Utilitv 68 1996 Ford 4x4 Pickuo ShorinQ 68 1994 Pace CarQo Trailer Oceano EnQine 261 1987 Pierce Enaine 61 1996 Hi-Tech Brush 61 2000 International 4800 Chevv SUV 2001 Tahoe Patrol 61 2002 Ford F-550 AUDIO / VISUAL EQUIPMENT Arroyo Grande Overhead Proiector 1 PowerPoint Projector 1 Televisions 12 Televisions (Bia Screen) 1 Stereo Svstem 1 21 Item 10.b. - Page 40 Grover Beach Overhead Proiector 1 PowerPoint Proiector 1 Televisions 6 Televisions (Bia Screen) 1 Stereo System 1 Oceana Overhead Proiector 1 PowerPoint Proiector 0 Televisions 1 Televisions /Bia Screen) 0 Stereo Svstem 0 BAUER BREATHING AIR COMPRESSOR Arrovo Grande Stationary Unit 1 Mobile Unit 1 Grover Beach Stationary Unit 1 Oceano Stationarv Unit 1 EMERGENCY MEDICAL SUPPLIES (EMS) Arroyo Grande ' . Automatic Defibrillators 4 EMS Baa 4 Trauma Baa 6 Slinas 6 Grover Beach Automatic Defibrillator 4 EMS Baa 4 Suooort Baa 5 KED 3 Hare Traction Solint 2 Backboards 5 Sunnlv Cabinet 1 Oceano Heart Start Defibrillator 1 Zoll Defibrillator 2 EMS Baa 4 Trauma Baa 4 22 Item 10.b. - Page 41 EMERGENCY OPERATIONS CENTER lEOCl SUPPLIES Arrovo Grande Laptop 5 Printer (Laser) 5 Printer /Color Laser) 1 Radios 21 Wireless Connector 1 Phone 10 Red Phone 1 Fax Machine 1 Plastic Tubs and Supplies 6 EQUIPMENT Arrovo Grande Generator /Mobile) 6 Generator /Stationary) 1 Smooth Nozzle 7 Combo Nozzle 33 Wildland Nozzle 27 Adacters 115 Wildland T's 32 Smooth Bore Tics 10 Halioan 5 McLeod 8 Pulaski 8 Siamese 4 Gated Wve 34 Trimese 11 Colorado Belts 2 Chain Saws 7 Rotorv Saws 4 . Gas Detectors 2 Thermal lmaaina Camera 2 Bolt Cutters 2 Salvaoe Covers 2 Hall Runners 1 Carrv All 1 Tool Box 3 Wildland Hose Packs 15 · Back Pack Pumas 2 Infrared Thermometers 2 Pike Pole 22 Gatorback Pike Pole (5') 3 23 Item 10.b. - Page 42 Rubbish Hook 3 Flashliqhts 20 Radios /Portable) 69 Radios /Mobile) 11 Radios (Base Station) 6 Paqers 49 Reoeaters 2 Floto Pumo 1 Positive Pressure Fans 3 Exhaust Fans 2 RIC Baqs 0 Nozzles 40 Axes 21 Sledae Hammers 5 Shovels 16 Grover Beach Generator (Mobile) 4 Generator (Stationary) 1 Smooth Nozzle 3 Combo Nozzle 19 Wildland Nozzle 3 Adaoters 56 Wildland T's 8 Smooth Bore Tics 4 Sledqe Hammer #10 5 Sledae Hammer #4 17 Haliaan 4 McLeod 5 Pulaski 3 Flat Head Axe 4 Shovels /Half Soade/Round) 6 Siamese 3 Gated Wve 6 Manifold 1 Colorado Belts 10 Chain Saw 3 Circular Saw 2 Gas Fan 2 RIC Baqs 2 Bolt Cutters 4 Salvaae Covers 6 Hall Runners 5 Carrv All 5 24 Item 10.b. - Page 43 Tool Box 3 Wildland Hose Packs 6 Back Pack Pumps 2 Infrared Thermometers 3 Thermal lmaQina Camera 1 Gas Detector 2 Pike Pole 10') 1 Pike Pole 8') 1 Gatorback Pike Pole 110') 1 Gatorback Pike Pole 15') 1 Rubbish Hook 2 Flashliahts 18 Boxliahts 6 Oceano Generator Mobile) 2 Generator Stationarv) 3 McLeod 5 Pulaski 5 Shovels 7 Rhino 1 Pike Poles 4 Gatorback 2 Rubbish Hook 7 Flathead Axe 5 Pickhead Axe 5 A Tool 2 KTool 2 Smooth Nozzle 2 Combo Nozzle 19 Wildland Nozzle 30 Adapters 65 Wildland T's 34 Smooth Bore Tios . 10 Haliaan 4 FIRE HOSE Arroyo Grande 1" 5,200feet 1.5" 6,400 feet sinQle jacket 1.5" 1,400 feet double iacket 1.75" 4,025feet 2.5" 4,750feet 4" 3,280 feet 25 Item 10.b. - Page 44 Grover Beach 1" 1,400 feet 1.5" 1,800 feet 1.75" 1,350 feet 2.5" 2,600 feet 4" 2,115 feet Oceano 1" 3,400 feet 1.5" 7,650 feet 1.75" 100 feet 2.5" 3,800 feet 4" 2,700 feet IT EQUIPMENT Arroyo Grande Computers 8 Laptops 4 Printers 4 Grover Beach Computers 5 Laotoos 1 Printers 5 Oceano Computers 2 Printers 2 KITCHEN APPLIANCES Arrovo Grande Stove I Oven (Industrial) 1 Refriqerator 2 Dishwasher 1 Microwave 1 Coffee Machine 1 Coffee Maker 1 Toaster Oven 1 Grover Beach Stove I Oven 1 Refriqerator 1 Dishwasher 1 Microwave 1 Coffee Maker 1 26 Item 10.b. - Page 45 Toaster Oven 1 Blender 1 Toaster 1 Crock Pot 1 Foreman Grill 1 Oceano Stove I Oven 1 Refrigerator 1 Dishwasher 1 Microwave 1 Coffee Maker 1 Toaster Oven 1 Toaster 1 LADDERS Arrovo Grande 10' Attic 1 12' Attic 1 14' Roof 1 16' Roof 1 18' Roof 2 14' Extension 2 24' Extension 1 28' Extension 2 35' Extension 1 40' Extension 1 Grover Beach 8' Attic 2 10' Attic 4 14' Combination 1 14' Roof 2 24' Extension 1 35' Extension 2 Oceano 10' Attic 2 14' Roof 2 14' Extension 1 18' Extension 1 24' Extension 2 35' Extension 1 27 Item 10.b. - Page 46 LIVING QUARTERS Arroyo Grande Sofa 1 Love Seat 1 Recliner 3 Kitchen Table 1 Kitchen Table Chair 4 TV Snack Tray 4 Grover Beach Sofa 2 Recliner 1 Table 2 Lamp 2 Sofa /Front Office) 1 Chair /Front Office) 1 Oceano Sofa 1 Recliner 2 Kitchen Table 1 Kitchen Table Chair 6 MECHANIC'S SHOP Arrovo Grande Tool Box /Blue) 1 (Hand Tools) Mechanic's Creeper 2 Air Compressor 1 Floor Jack 3 (1 ½ ton; 5 ton; 22 ton) Hand Truck /Liaht Dutv) 3 Refriaerator Dollv 1 Miscellaneous Nuts, Bolts, Etc. 1 Lot Battery Charger 3 Miller Wire Feed Welder 1 Arc Welder 1 Drill Press 1 (Jet) Jack Stand 10 Lubricant (Miscellaneous) 100 Gallons Drills, Saws, Solderina Iron 1 Lot Oxy Acetvlene Torch 1 Fuel Pumo (Hand Operated) 1 Hand Tools Lighting 6646 Miscellaneous Parts Lighting 6646 28 Item 10.b. - Page 47 MISCELLANEOUS Arroyo Grande Podium 1 Classroom Tables 17 Classroom Chairs 51 Chairs Chiefs Office} 3 Executive -1; Stationary -2) Chairs Administration Office) 4 Task -2; Stationarv -2) Chairs Operations Office) 5 Task) Chairs Front Office) 3 Stationary} Chairs Communications} 2 Task} Informational Sign w/ Stand 3 American Flag w/ Stand 1 American Flaa (20' x 30') 1 California Flaa w/ Stand 1 Grover Beach Podium 1 Classroom Tables 6 Classroom Chairs 32 Office Chairs 8 Oceano None MUL Tl CASUAL TY INCIDENT EMS Arroyo Grande Inventory List Available . Grover Beach EMS Baa 4 Tarps 1 box Oceano None OFFICE EQUIPMENT/ MACHINES Arrovo Grande Copy/ Fax Machine 1 Laminating Machine 1 Label Maker (Brother) 1 Digital Camera 2 Typewriter {Portable) 1 Suoolv Cabinet 5 29 Item 10.b. - Page 48 Grover Beach Copy Machine 1 Fax Machine 1 Diaital Camera 3 Label Maker (Brother) 1 Typewriter (Portable) 1 Suoolv Cabinet 3 Oceano Fax Machine 1 Digital Camera 3 PERSONAL PROTECTIVE EQUIPMENT (PPE) Arroyo Grande Turnout Coats 63 Turnout Pants 80 EMS Jackets 12 Helmets 54 Grover Beach Turnouts /Structure) 30 Turnouts /Wildland 24 EMS Jackets 32 Helmets 52 Oceano Turnouts (Structure 50 Turnouts /Wildland 40 EMS Jackets 7 Helmets 41 SELF CONTAINED BREATHING APPARATUS ISCBA\ Arrovo Grande SCBA Units 30 SCBA Bottles 65 Voice Proiection Units 3 Masks 60 PosiCheck/AnnualTestl 1 Fit Tester 1 Grover Beach SCBA Units 17 SCBA Bottles 38 (30 min.); 4 (10 min.); 2 /45 min.) Voice Proiection Units 16 Masks 36 30 Item 10.b. - Page 49 Oceano SCBA Units 21 SCBA Bottles 42 Voice Proiection Units 6 Masks 22 SLEEPING QUARTERS Arrovo Grande Bed 12 Desk 6 Task Chair 6 Locker/ Closet Grover Beach Bed 6 Locker / Closet 9 Bookshelves 3 Lamp 3 Oceano Bed 4 Bookshelves 2 STATION EQUIPMENT Arrovo Grande Extractor (Industrial Washer\ 1 Dryer (Industrial\ 1 Washer (Domestic) 1 Dryer (Domestic) 1 Grover Beach Extractor /Industrial Washer) 1 Washer (Domestic) 1 .. Drver (Domestic) 1 Oceano Washer (Domestic) 1 Dryer (Domestic) 1 Turnout Rack (6x3) 18 TECHNICAL RESCUE EQUIPMENT Arroyo Grande Hydraulic Rescue Tools 3 power units with tools Air Baqs 1 set with 5 baas Rope Rescue Eauioment 2 sets of basic complement Stokes Basket w/ Haul Eauioment 2 Grover Beach 31 Item 10.b. - Page 50 Rone: Truck Cache Bags 2 Saddle Bags 3 (300 feet) Pig Rig 1 (300 feet) Rope Bag 1 (300 feet) Rooe Baa 1 (150 feet) Side Edae Roller Set 1 Rescue: Class 1 Rescue Harnesses 8 Rescue Helmets 4 Class 3 Rescue Harnesses 2 Tri Pod 1 Stokes Basket w/ Haul Eauipment 2 Small Rescue 42 Struts 3 Lan:ie Rescue 42 Struts 2 Rescue 42 Eauioment Tool Box 2 Pry Bars 4 Pickets 21 Confined Soace: Air Manifold Unit 1 Rescue Air Suooly Hose 800 feet Hard-line Communication Unit 1 Rescue Communication Line 800 feet SAR Rescue Escape Units 4 Entry Blower 1 Air Bans: Air Baa Control Unit 2 Air Baa (Small) 1 Air Baa (Medium) 2 Air Baa (Larae) 3 Rectangle Air Baa (Larae) 1 Air Baa Hoses 4 (15 feet each) Air Baa Hoses 2 (30 feet each l Hvdraulics: Battery Combo Unit /Homatrol 1 Spreader Unit (Homatro) 1 Cutter Unit (Homatro) 1 Ram Unit (Homatro) 1 Ram Suooort 1 Power Unit (Homatrol 1 Hvdraulic Lines 100 feet 32 Item 10.b. - Page 51 Miscellaneous: Anchor Hitches 2 USAR Marking Kit 1 Lock Out/ Tag Out Kit 1 Oceano Hvdraulic Rescue Tools 1 power unit with tools Batterv Rescue Equipment 2 cower units with tools Rope Rescue Eauioment 1 full comolement olus extra Stokes Basket w/ Haul Equipment 1 33 Item 10.b. - Page 52 EXHIBITD AREA The following map identifies the original service areas of the Jurisdictions for the JPA. Contractual services provided to areas outside of these Jurisdictions are not depicted on this map. JPA • • Item 10.b. - Page 53 EXHIBIT D AREA The following map identifies the original service areas of the Jurisdictions for the JPA. Contractual services provided to areas outside of these Jurisdictions are not depicted on this map. JPA • Memorandum of Agreement (MOA) Amending the Five Cities Fire Authority Joint Exercise of Powers Agreement This agreement is entered into by the Cities of Arroyo Grande and Grover Beach, and the Oceano Community Services District, which are hereinafter referred to as the Parties. This amendment to the Joint Exercise of Powers Agreement, dated June 7, 2010 (“Amendment”), includes the following terms and provisions relating to the operations of the Five Cities Fire Authority (“FCFA”), which operations shall continue as provided in the Joint Exercise of Powers Agreement (“JPA” or “JPA Agreement”). 1. Each Parties’ contributions for funding the Fiscal Year 2018/19 FCFA budget shall be: a.City of Arroyo Grande $ 2,523,661 b. City of Grover Beach $ 1,798,108 c.Oceano Community Services District $ 987,362 2.For Fiscal Year 2018/19, staffing shortages shall be operationally managed by the Fire Chief with updates provided to the Board of Directors. Such staffing shortages may result in temporary closure or reduced staffing at fire stations. 3.During Fiscal Year 2018/19, the Parties shall act in good faith to meet and confer for the purpose of considering amendments to the JPA including, but not limited to, modifications to the funding formula contained in Exhibit B of the JPA Agreement (“Funding Formula”), the provisions regarding member withdrawal, and future staffing levels beyond Fiscal Year 2018/19, so that the JPA may be amended to meet the needs of each of the Parties. If the Parties cannot agree upon amendments and a restructured JPA by April 1, 2019, then any member agency may withdraw pursuant to the terms of this Amendment. Notwithstanding the potential withdrawal of a member agency, if the remaining Parties cannot agree upon amendments and a restructured JPA by April 1, 2019, the JPA shall be terminated as of December 31, 2019, and assets and liabilities shall be distributed by and among the Parties pursuant to Sections 4 and 5 below. 4.During Fiscal Year 2018/19, the Parties shall also act in good faith to meet and confer in order to do the following by April 1, 2019, in preparation for the potential withdrawal of a member agency and/or termination of the JPA: a.Establish a distribution of assets currently owned and/or in the possession of the JPA, including, but not limited to major pieces of apparatus and capital ATTACHMENT 2 Item 10.b. - Page 54 equipment, which will allow all three Parties to maintain sufficient apparatus and capital equipment to establish an independent fire service; and b. Establish the obligations of the Parties to pay future obligations that were incurred by the FCFA prior to July 1, 2019, including, but not limited to, those future obligations related to lease payments on Engine 2 and 3 and future pension/PERS obligations. c.Notwithstanding the forgoing, the Parties mutually agree and understand that as a result of the withdrawal of a member agency or the termination of the JPA, no Party shall be obligated to future payment lease obligations for any Engine that does not remain in the custody, control, and possession of that agency. 5. If the Parties are unable to agree upon amendments and a restructured JPA by April 1, 2019, then the Parties shall act in good faith to meet and confer to finalize the distribution of all assets currently owned and/or in the possession of the JPA not established for distribution in accordance with Section 4.a above, such as additional tools, machines, parts, supplies, communication devices, computers, office equipment supplies and furnishings, by December 31, 2019. 6. Upon mutual agreement of the City Manager of Grover Beach, the City Manager of Arroyo Grande, and the General Manager of Oceano CSD that the Parties are making progress towards JPA amendments and working in good faith, the April 1 deadlines contained within this Amendment will be extended for a period not to exceed six (6) months and will result in a corresponding extension of time of the December 31, 2019 deadline so as to always allow an eight month wind down for distribution of assets and establishment of new services. This extension may be handled administratively with no requirement of board approval from any of the Parties. 7. Upon termination of the JPA or the withdrawal of an agency, any two agencies subject to the JPA Agreement may agree, without consent of the third agency, to continue operating under the FCFA name and branding and/or reestablish the FCFA under a new agreement and operate under the FCFA name and branding. 8. The Parties understand and acknowledge that consistent with the Joint Exercise of Powers Agreement and the conflict waivers contained therein, dated June 7, 2010 and the signed waiver agreement, dated May 18, 2018, between the FCFA Board, the City Council of the City of Grover Beach, the City Council of the City of Arroyo Grande and Board of Directors of the Oceano Community Services District, the Grover Beach City Attorney, David Hale is representing the Five Cities Fire Authority as General Counsel and the City of Grover Beach as City Attorney in regards to the performance of the tasks identified in this Amendment. To the Item 10.b. - Page 55 extent said representation may result in a potential or actual conflict of interest pursuant to Section 4. E. (7) of the JPA Agreement, the Parties hereby waive the requirement that Mr. Hale withdraw from representing either Party and agree to sign the conflict waiver agreement, attached as Exhibit “A”, manifesting the subject waiver to the JPA Agreement Section 4. E. (7) and that the signing by the parties herein of the subject conflict waiver agreement is a representation by the parties the subject conflict waiver is in compliance with the California Rules of Professional Conduct, section 3-310 and has adequately advised them of the potential conflicts contained within the subject representation. Moreover, the City of Arroyo Grande and Oceano Community Services District are represented by independent legal counsel which has reviewed the conflict waiver and advised them regarding said agreement. 9. To the extent there is inconsistency between this Amendment and the JPA, the terms of this Amendment shall control, including but not limited to JPA Sections 4.E.(7), 6.B, 8.B.(3), and Section 17. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their proper officers hereunto duly authorized, and their official seals to be hereto affixed, as of the day and year first above written. CITY OF ARROYO GRANDE CITY OF GROVER BEACH By: __________________________ By: __________________________ _______________, Mayor _______________, Mayor Attest: Attest: _____________________________ ______________________________ _______________, City Clerk _______________, City Clerk OCEANO COMMUNITY SERVICES DISTRICT Attest: By: ___________________________ ______________________________ _________________, President ______________, Board Secretary Item 10.b. - Page 56 ATTACHMENT 3 Item 10.b. - Page 57 SECOND AMENDMENT TO FIVE CITIES FIRE AUTHORITY JOINT EXERCISE OF POWERS AGREEMENT This Second Amendment to the Five Cities Fire Authority ("FCFA") Joint Exercise of Powers Agreement, dated June 7, 2010 ("JPA") ("Second Amendment"), is made and entered into as of July 1, 2019, by and between the cities of Arroyo Grande and Grover Beach, and the Oceano Community Services District ("Oceano"), which are hereinafter referred to as "Party" and "Parties." WHEREAS, on June 7, 2010, the Parties entered into a JPA pursuant to Section 6500 et seq. of Chapter 5 ofDivision 7 ofTitle I ofthe Government Code ofthe State of California, for the purpose of allowing the Parties to share a combined fire department in order to provide efficient and economical fire protection services; and WHEREAS, in or about May of 2018, the Parties executed a Memorandum of Agreement Amending the FCF A JP A ("First Amendment") in order to provide an opportunity for the Parties to meet and confer for the purpose of considering amendments to the JP A including, but not limited to, modifications to the funding formula contained in Exhibit B of the JPA ("Funding Formula"), the provisions regarding member withdrawal, and future staffing levels beyond Fiscal Year 2018/19; and WHEREAS, the First Amendment required the Parties to agree upon amendments to the JPA by April 1, 2019 or the JPA would terminate as of December 31, 2019; and WHEREAS, in March of 2019, the Parties executed an extension of the First Amendment, which extended the time for the Parties to mutually agree upo11 JPA Amendm~nts to October 1, 2019;and WHEREAS, the parties have met in good faith and now desire to amend the JP A. NOW THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the Parties agree as follows: 1. Recitals. The above recitals are true and correct and incorporated herein. 2. Strategic Plan. The Parties agree to fund the following priorities of the five-year Strategic Plan, which was adopted by the FCF A Board of Directors in 2017 for the Fiscal Year 2019/20 budget: Continued transition to Career Firefighter position with hiring of three (3) full-time positions to be assigned to the Grover Beach fire station. 3. Fiscal Year 2019/2020. Each Parties' contributions for funding the Fiscal Year 2019/20 FCFA Budget shall be: A. City of Arroyo Grande $2,580,955 45.01% ------ Item 10.b. - Page 58 B. City of Grover Beach 35.14% ------c. Oceano Community Services District 19.85% ------ 4. Funding Formula. $2,015,115 $1,138,148 A. The Funding Formula contained in Exhibit B to the JPA is hereby amended and replaced in its entirety as set forth in Attachment 1 to this Amendment. All references in the JPA to Exhibit B shall now refer to Attachment 1. B. For Fiscal Year 2019-20, a transitional formula is used to determine the funding contributions specified in Section 3. This transitional formula modifies component 3 of the Funding Formula related to fire stations to reflect current staffing levels. This transitional formula may be used for the subsequent Fiscal Year 2020-21 as noted in Section 5B. C. The Funding Formula will be reviewed by the Jurisdiction every three years in the month of January, commencing 2023. 5. Ballot Measure. A. Oceano agrees to undertake the legally required procedures to place a special tax on the March 2020 ballot in accordance with Government Code Section 61121. Oceano will seek a special tax amount sufficient to enable Oceano to be able to fund its share of the Funding Formula taking into account the priorities of the Strategic Plan as determined by the Five Cities Fire Authority Board of Directors. B. If the March 2020 Oceano ballot measure does not pass and Oceano is unable to fund its share of the Funding Formula, by operation of this Second Amendment and subject to the Wind Down Period (identified below), Oceano will automatically and without further action cease to be a member of the JPA on June 30, 2021. The time between when the County Clerk Recorder concludes that the 2020 Oceano ballot measure has failed and June 30, 2021 will be known as the "Wind Down Period." Oceano agrees that should it no longer be a member agency of the FCFA, the cities of Arroyo Grande and Grover Beach may continue to operate under the trademark name of Five Cities Fire Authority with no further rights of Oceano to that name. Should the March 2020 ballot measure fail, the funding obligations set forth in Section 3 above for the Fiscal Year 2019/20 FCF A Budget, shall be the same in Fiscal Year 2020/2021. 2 Item 10.b. - Page 59 6. Wind Down Period. A. During the Wind Down Period, the Parties shall establish the distribution of assets currently owned and/or in the possession of the JPA, including but not limited to major pieces of apparatus and capital equipment, which will allow Oceana to maintain sufficient apparatus and capital equipment in order to establish an independent fire service and will allow Arroyo Grande and Grover Beach to continue to operate as the FCF A. B. During the Wind Down Period, the Parties will establish the obligations of the Parties to pay future obligations that were incurred by the FCFA prior to April 1, 2020, including, but not limited to the following: a. Lease payments on Engine 2 and 3; however, the Parties mutually agree and understand that as a result of the dissociation and/or withdrawal of Oceana or any other Party, no Party will be obligated for future payment lease obligations for any Engine that does not remain in the custody, control, and possession of that Jurisdiction. b. Withdrawal and/or dissociation of Oceana or any other Party shall not absolve such Party of liabilities arising out of the participation in the JP A incurred in the ordinary course of business. The Parties mutually agree and understand that as a result of the dissociation and/or withdrawal of Oceana or any other Party, all Parties will remain obligated to pay future FCF A employment related obligations incurred prior to June 30, 2021, including but not limited to pension/PERS, accrued fringe benefits etc. c. During the Wind Down period, the FCF A will perform an unfunded actuarial accrued liability analysis to calculate Oceana or any other dissociating and/or withdrawing Parties' share of unfunded PERS liability, which will be due to the remaining JP A Parties or the City of Arroyo Grande should the JPA be dissolved. d. During the Wind Down Period, the Parties will meet and confer in good faith in regards to the distribution of assets and liabilities as follows: a. A determination as to the distribution of equipment and physical assets by October 1, 2020 (effective June 30, 2021). b. An estimate as to the distribution of debt, employment liability, pension/PERS and other post-employment obligations by February 1, 2021 (effective June 30, 2021). c. An estimate as to the distribution of all other assets by March 1, 2021 (effective June 30, 2021). e. The parties mutually agree and understand that any liability related to unresolved claims or litigation existing prior to June 30, 2021 will remain the obligation of all Parties whether remaining members of the FCFA or not. f. Prior to October 1, 2021, the Parties shall complete a post-dissociation reconciliation of all assets and liabilities incurred prior to June 30, 2021. Any party owing funds shall pay such funds to the other immediately upon 3 Item 10.b. - Page 60 determination. The parties agree to cooperate in completing this post closing reconciliation. 7. Effect of Amendment. All other provisions of the JPA shall remain unchanged and in full force and affect. To the extent there is inconsistency between this Amendment and the JPA, the terms of this Amendment shall control, including but not limited to JPA Sections 6.B, 8.B(3), and 17. 8. Counterparts. This Amendment may be executed in any number of counterparts and by the Parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. 9. Severability. If any part of this Amendment is found to be in conflict with applicable laws, that part will be inoperative, null and void insofar as it is in conflict with any applicable laws, but the remainder of the Amendment will remain in full force and effect. 4 Item 10.b. - Page 61 IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed by their proper officers hereunto duly authorized. CITY OF ARROYO GRANDE CITY OF GROVER BEACH c~ · ims Ci · rk ;::. APPROVED AS TO FORM: -~;c~ ~ ,,;:;. r 0 FGRM}~~~ .. ~~_ .. ·, " ..._r ,. ~--~ ,. - Heather K. Whitham, City Attorney OCEANO COMMUNITY SERVICES DISTRICT ~,~id~ .. ~ --,, 5 Item 10.b. - Page 62 ATTACHMENT 1 FUNDING FORMULA Should the ballot measure pass, effective July 1, 2020, the Parties shall bear the costs of the Five Cities Fire Authority according to the following formula, to be calculated every three years when the budget is prepared. If the ballot measure fails, the funding will be in accordance with Section 5.B of this Second Amendment. 1. 3 3 .3 3 % of costs shall be assessed among the Parties in proportion to the population of each Jurisdiction as most recently determined by the U.S. Census and any intervening estimates prepared by the California Department of Finance when the Fire Chief prepares each annual budget. 2. 33.33% of costs shall be assessed among the Parties in proportion to the number of annual service calls, calculated on a three-year rolling average in each Jurisdiction as most recently determined when the Fire Chief prepares each annual budget. 3. 33.33% of costs shall be assessed among the Parties in proportion to the number of fire stations located in each Jurisdiction. 6