WESTERN MUNICIPAL WATER DISTRICT 14205 Meridian Parkway, Riverside, CA 92518

REGULAR BOARD MEETING -AGENDA-

9:30 a.m., November 4, 2015 ......

CALL TO ORDER/PLEDGE OF ALLEGIANCE

1. ORAL COMMUNICATIONS Any person may address the Board upon any subject within Western's jurisdiction, which is not on the agenda, at this time. However, any non-agenda matter that requires action will be referred to staff for a report and action at a subsequent Board meeting. Any person may also address the Board on any agenda matter at the time that matter is discussed, prior to Board Action.

2. PRESENTATIONS None

3. CONSENT CALENDAR Consent Calendar items are expected to be routine and non-controversial and are to be acted upon by the Board at one time without discussion. If any Board member, staff member, or interested person requests that an item be removed from the Consent Calendar, it will be moved to the first item on the Action Agenda.

ADMINISTRATION A) Approve Director’s Requests for Compensation B) Approve Regular Board Meeting Minutes, October 21, 2015, and Special Board Meeting Minutes, October 28, 2015

FINANCE C) Authorize the Transfer of Unclaimed Monies to the District’s General Fund and to Community Facilities District No. 88-1’s Special Tax Fund D) Receive and File Government Code Section 53065.5 Disclosure Report, September 2015 E) Receive and File Cash Disbursements Report, September 2015 F) Receive and File Investment Report, September 2015 G) Consider Approval of Financial System Upgrade (Lawson Version 10.x)

Regular Board Meeting Agenda November 4, 2015 Page 2

4. ITEMS TO BE ADDED TO THE AGENDA (If any) In accordance with Section 54954.2 of the Government Code, upon determination by a two-thirds vote of the legislative body, or, if less than two- thirds of the members are present, a unanimous vote of those members present that there is a need to take action, and the need to take action arose after the agenda was posted.

5. ACTION AGENDA The following items on the Action Agenda call for discussion and action by the Board. All items are placed on the Agenda so that the Board may discuss and take action on the item if the Board is so inclined.

A) Consider Adoption of Resolution 2927, Approving the Joint Exercise of Powers Agreement Creating the Santa Rosa Regional Resources Authority and Appointing a Primary Director and Alternate Director

6. REPORTS The following agenda items are reports. They are placed on the Agenda to provide information to the Board and the public. There is no action called for in these items.

A) Staff Reports 1. Report of General Counsel 2. General Manager and Staff Reports a) Update on Drought Issues

B) Directors Reports and Requests 1. Report of SAWPA Commissioners 2. Report of MWD Representative 3. Report of WRCOG Representative 4. Report of CBWM Representative 5. Report of CDA Representative 6. Directors’ Comments 7. Request for Future Agenda Items

7. REPORTS

A) Labor and Benefits Expense Budget vs. Actual Report, September 2015

8. CLOSED SESSION

A) CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Government Code Section 54956.9 One potential case

Regular Board Meeting Agenda November 4, 2015 Page 3

B) CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) and (4) of subdivision (d) of Government Code Section 54956.9 One potential case

9. ADJOURNMENT Upon request, this agenda will be made available in appropriate alternative formats to persons with disabilities, as required by Section 202 of the Americans with Disabilities Act of 1990. Any person with a disability who requires a modification or accommodation in order to participate in a meeting should direct such request to Jean Perry at (951) 571-7224 at least 48 hours before the meeting, if possible.

Pursuant to Government Code Section 54957.5, any writing that (a) is a public record; (2) relates to an agenda item for an open session of a regular meeting of the Board of Directors; (3) is distributed less than 72 hours prior to that meeting, will be made available for public inspection at the time the writing is distributed to the Board of Directors. Any such writing will be available for public inspection at the District offices located at 14205 Meridian Parkway, Riverside, CA 92518. In addition, such writing may also be posted on the District's website.

MINUTES REGULAR MEETING OF THE BOARD OF DIRECTORS OF THE WESTERN MUNICIPAL WATER DISTRICT

October 21, 2015

CALL TO ORDER / PLEDGE OF ALLEGIANCE

The Regular Meeting of the Board of Directors of Western Municipal Water District was called to order at 9:30 a.m. and Assistant General Manager/COO Jeff Sims led the Pledge of Allegiance to the flag.

Directors Present Donald D. Galleano, Presiding S. R. “Al” Lopez, Vice President Thomas P. Evans, Secretary-Treasurer Brenda Dennstedt Robert Stockton

Others Present John Rossi, General Manager Jeff Sims, Assistant General Manager/COO Derek Kawaii, Director of Engineering Kevin Mascaro, Director of Finance Paul Rugge, Director of Operations Tim Barr, Deputy Director of Water Resources Veronica Zheng, Accounting Manager Lana Haddad, Government Affairs Liaison II Michele McKinney, Director of Community Affairs Anna Briones, Accountant Sr. Lisa Dougherty, Accountant Sr. Steve Gustafsson, IT Specialist III Jean Perry, Executive Assistant Jeff Ferre, Best Best and Krieger Greg Yanagihara, AECOM Robert Perez, Box Springs Mutual Water Company

ORAL COMMUNICATIONS

Any person may address the Board upon any subject within Western’s jurisdiction, which is not on the agenda, at this time. However, any non-agenda matter that requires action will be referred to staff for a report and action at a subsequent Board meeting. Any person may also address the Board on any agenda matter at the time that matter is discussed, prior to Board Action.

There were no members of the public who wished to speak during Oral Communications.

October 21, 2015 - 2

M-6513 – Approval of Consent Calendar

It was moved by Director Lopez, seconded by Director Evans to approve the Consent Calendar. As a result, the following Consent Calendar items were approved:

A) Approve Directors’ Requests for Compensation B) Approve Regular Board Meeting Minutes, October 7, 2015 C) Receive and File the Report of Closure of Projects Over Budget D) Receive and File Investment Report, August 2015 E) Labor and Benefits Expense Budget vs. Actual Report, August 2015 F) Write-off of Accounts Receivable Deemed Uncollectible

Motion carried 5-0. - END OF CONSENT CALENDAR –

Consider Adoption of Resolution 2927, Approving the Joint Exercise of Powers Agreement Creating the Santa Rosa Water Resources Recovery Authority and Appointing a Primary Director and an Alternate Director

President Galleano explained that this item would be pulled and brought back to the Board at a later date.

M-6514 – Consider Receiving and Filing the 2015-18 Western Business Plan

General Manager John Rossi explained that this item was to receive and file the 2015-18 Western Municipal Water District Business Plan which highlights key issues, strategies, goals, and milestones necessary to carry out the District’s Strategic Plan. He then introduced Management Analyst Susie Aguilar who made a presentation on Western’s 2015-18 Business Plan. Following a full discussion and consideration of this matter by the Board, a motion was made by Director Lopez, seconded by Director Evans to receive and file the 2015-18 Western Business Plan. Motion carried 5-0.

M-6515 – Budget vs. Actual Report through June 30, 2015

Assistant General Manager/CFO Rod LeMond explained that this item is to receive and file the Budget vs. Actual Report through June 30, 2015. He then introduced Accounting Manager Veronica Zheng who made a presentation on the Report. Following a full discussion and consideration of this matter by the Board, a motion was made by Director Lopez, seconded by Director Dennstedt to receive and file the Budget vs. Actual Report through June 30, 2015. Motion carried 5-0.

Consider Approval of Financial System Upgrade (Lawson Version 10)

Legal Counsel Jeff Ferre noted that staff requested that this item be pulled and brought back to the Board at a later date.

October 21, 2015 - 3

General Counsel Reports

Legal Counsel Jeff Ferre provided an update on Assembly Bill 1390 relating to determining rights to extract groundwater in a basin, and Assembly Bill 401 addressing Low-Income Water Rate Assistance Programs. Mr. Ferre also noted that the Association of California Water Agencies is working on a ballot measure dealing with Article 10 of the California Constitution, regarding water being used for reasonable and beneficial use.

Staff Reports

General Manager John Rossi and staff reported on the following:

 Provided an update on Drought matters  Announced that David Aladjem of Downey Brand LLP will be representing the District on CDA matters  Will be participating in a State Water Resources Control Board Working Group to assess concepts for potential modifications to the existing emergency drought regulations.

SAWPA Report

Director Evans provided a summary report of the meeting and noted that on November 3rd SAWPA will having a Special Board meeting and taking a tour of the Mission Linen facility located in Chino, California.

MWD Report

President Galleano provided a brief report on the recent MWD/Western Central Valley Inspection Trip.

WRCOG Report

Director Dennstedt stated that there was nothing to report today.

CBWM Report

President Galleano provided an update of Chino Basin Watermaster matters.

CDA Report

Director Lopez provided a summary report of the meeting noting that there were approved changes to employee benefits.

October 21, 2015 - 4

Directors Reports

Director Stockton reported that he and Director Evans attended the Riverside Public Utilities Board meeting on October 16, 2015 to support an action item for a proposed amendment to the 2009 Water Production and Conveyance Agreement with Western Municipal Water District. Director also requested that there be discussion regarding water that is purchased from the City of Riverside at a future board meeting.

Director Evans reported that he and Director Lopez attended the Riverside Community College District Board meeting on October 20, 2015 to present the Western Municipal Water District Scholarship Fund at the Riverside Community College Riverside District.

Closed Session

The Board did not go in to Closed Session on the following matters:

A) CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Government Code Section 54956.9 One potential case

B) CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) and (4) of subdivision (d) of Government Code Section 54956.9 One potential case

Adjourn

There being no further business to come before the Board, at 10:16 a.m. President Galleano adjourned the Regular Board Meeting of Western Municipal Water District.

______DONALD D. GALLEANO THOMAS P. EVANS President Secretary-Treasurer

MINUTES SPECIAL MEETING OF THE BOARD OF DIRECTORS OF THE WESTERN MUNICIPAL WATER DISTRICT

October 28, 2015

CALL TO ORDER / PLEDGE OF ALLEGIANCE

The Special Meeting of the Board of Directors of Western Municipal Water District was called to order at 10:00 a.m.

Directors Present Donald D. Galleano, President S. R. “Al” Lopez, Vice President Thomas P. Evans, Secretary-Treasurer Brenda Dennstedt Robert Stockton

Others Present John Rossi, General Manager Robert Perez, Box Springs Mutual Water District Joseph T. Ortiz, Best Best and Krieger

ORAL COMMUNICATIONS

Any person may address the Board upon any subject within Western’s jurisdiction, which is not on the agenda, at this time. However, any non-agenda matter that requires action will be referred to staff for a report and action at a subsequent Board meeting. Any person may also address the Board on any agenda matter at the time that matter is discussed, prior to Board Action.

There were no members of the public who wished to speak during Oral Communications.

Non-Discrimination and Sexual Harassment Prevention Training

Joseph T. Ortiz of Best Best and Krieger made a PowerPoint presentation and provided Non-Discrimination and Sexual Harassment Prevention Training to the Board, staff and attendees. There was further discussion regarding this matter.

October 28, 2015 - 2

Adjourn

There being no further business to come before the Board, at 12:00 p.m. President Galleano adjourned the Special Board Meeting.

______DONALD D. GALLEANO THOMAS P. EVANS President Secretary-Treasurer

November 4, 2015

TO THE BOARD OF DIRECTORS:

Donald D. Galleano, President S. R. “Al” Lopez, Vice President Thomas P. Evans, Secretary-Treasurer Brenda Dennstedt Robert Stockton

FROM: John V. Rossi, General Manager Rod LeMond, Assistant General Manager, CFO

AUTHORIZE THE TRANSFER OF UNCLAIMED MONIES TO THE DISTRICT’S GENERAL FUND AND TO COMMUNITY FACILITIES DISTRICT (CFD) NO. 88-1’S SPECIAL TAX FUND

RECOMMENDATION: Finance Committee and staff recommend that the Board of Directors approve the transfer of unclaimed monies from calendar year 2011 to the District’s General Fund and to Community Facilities District (CFD) No. 88-1’s Special Tax Fund.

BUDGET IMPACT: There is no impact to the budget. However, miscellaneous revenue will increase by $38,543.95 from the unclaimed monies for Western and special tax assessments revenue will increase by $8,632.91 for CFD No. 88-1.

BUSINESS PLAN REFERENCE: No specific Business Plan reference; this action is part of the District’s and the CFD’s routine business activities.

DETAIL: Government Code Sections 50050-50056 allow the District to make unclaimed monies (uncashed checks) available for general use after the monies have remained unclaimed on the District’s books for a period of three years or more. The District has accumulated these monies primarily as a result of refunds related to the closing of water accounts and developer deposits. For the CFD, these monies relate to the refund of special taxes.

These amounts remained outstanding due to undeliverable mail, business closing, bankruptcies, and other reasons. The payments were researched to determine if the Board of Directors November 4, 2015 Page 2

payee was a current customer of the District, or known by our Development Services department.

The Government Code specifies that before a transfer for general use can take place, appropriate notice must be given in a local newspaper, and the Board of Directors must authorize the transfer. The notice to the public included a listing of the payee and dollar amount for each unclaimed check, and was published on June 8, 2015, and on June 15, 2015, in the Press-Enterprise newspaper. Claimants had 45 days from the first publication to file a verifiable claim. All valid claims have been paid and were removed from the attached listing.

JOHN V. ROSSI General Manager

JVR/RL/ab

Attachment: 1. Unclaimed Monies Listing

Attachment 1 Unclaimed Money Calendar Year 2011

Name Amount 215 RIVERSIDE LLC 5,300.31 ALPHA BORDEN 76.71 AMANDA SALIZAR 29.82 ARMANDO BELTRAN 26.99 BILL AUVIL JR 16.24 BLANCA ORDONES 47.95 CATHLEEN DISERIO 62.53 CHAUNCUI CHEN 56.09 CHRISTINA WOJTO 252.39 COMMUNITIES SOUTHWEST 17,351.11 DAMIR POFECK 194.67 DAVID RAWLEY 35.42 DAVID TORRES 67.00 DEBRA BLAIR 83.85 DEBRA METZKE 40.27 DON LUGINBILL 1,872.66 ERIK ALVAREZ 89.12 GATEWAY STONE ASSOCIATES 11,090.09 JAMES TAFT 37.35 JENNIFER MASON 60.88 JOANA GARONG 44.75 JUANITA COVARRUBIAS 18.73 KRISTIN RAWLEY 77.50 LIONEL SILVA 147.19 LIYANG ZHANG 20.60 LUIS GARCIA 111.81 MARIA AGUILAR 47.46 MARISOL CUEVAS 78.80 MARSHALL MAXWELL 28.98 MARTHA LARAMIE 94.12 MIYUNG HONG 24.37 MODGLIN FAMILY LIMITED PARTNERSHIP 347.87 PENNIE SIMS 18.34 PREMIER ASSET SERVICES 81.02 RAFAEL CORELLA 34.69 RICARDO RIVAS 43.42 ROBERT BLANCO 140.00 ROD CAMARGO 69.66 SEAN DURHAM 53.99 SHANNON MUNRO 118.12 VALERIE ROBERTS 17.94

Unclaimed Money Name Calendar Year 2011 Amount VICTORIA PARTNERS C/O CB RICHARD ELLIS INVESTMENTS 97.07 WILLIAM GAUL 113.46 WON CHOI 62.61 $ 38,683.95 Community Facilities District (CFD) No. 88-1 Unclaimed Money Calendar Year 2011

Name Amount ADAM D GULBRANSON 3,046.00 AGUSTIN SANCHEZ 2,309.05 FRANCES B PEREZ 231.86 JOANNA MATLOCK 231.86 JOHN DAVID HART 2,814.14 LOPEZ FAMILY INV 3,046.00 $ 11,678.91

DISCLOSURE REPORT SEPTEMBER 2015 Western Municipal Water District Government Code Section 53065.5 Disclosure Report Payments or Reimbursements for Individual Charges of $100 or More for Services or Product Received For the Period September 2015

Date of Amount of Name Title Event Date(s) Business Purpose Payment Payment Chris Fike Deputy Director of Operations 9/7/15 9/21/15 - 9/25/15 $ 336.00 4 nights stay to attend Tri-State Seminar for Water Professionals in Las Vegas, NV. Chris Otjen Operations Technician IV 9/7/15 8/17/15 - 8/21/15 $ 194.51 Airfare to attend Ignition Core Training in Folsom, CA. Chris Otjen Operations Technician IV 9/7/15 8/17/15 - 8/21/15 $ 479.36 4 nights stay to attend Ignition Core Training in Folsom, CA. Registration fee to attend Association of California Water Agencies 2015 Fall Craig Miller Deputy General Manager 9/7/15 11/30/15 - 12/4/15 $ 695.00 Conference & Exhibition in Indian Wells, CA. Dean Standing Operations Supervisor 9/7/15 8/17/15 - 8/21/15 $ 194.51 Airfare to attend Ignition Core Training in Folsom, CA. Warrior Dean Standing Operations Supervisor 9/7/15 8/17/15 - 8/21/15 $ 479.36 4 nights stay to attend Ignition Core Training in Folsom, CA. Warrior Fred Ochoa Senior Operations Technician I 9/7/15 9/21/15 - 9/24/15 $ 218.50 Airfare to attend Tri-State Seminar for Water Professionals in Las Vegas, NV. Fred Ochoa Senior Operations Technician I 9/7/15 9/21/15 - 9/24/15 $ 252.00 3 nights stay to attend Tri-State Seminar for Water Professionals in Las Vegas, NV. Jason Baringer Senior Operations Technician II 9/7/15 9/21/15 - 9/24/15 $ 218.50 Airfare to attend Tri-State Seminar for Water Professionals in Las Vegas, NV. Jason Baringer Senior Operations Technician II 9/7/15 9/21/15 - 9/24/15 $ 252.00 3 nights stay to attend Tri-State Seminar for Water Professionals in Las Vegas, NV. Cancelled flight to attend State Water Resources Control Board Long Term John Rossi General Manager 9/7/15 8/26/15 $ (246.00) Conservation Working Group Meeting in Sacramento, CA. Airfare to attend State Water Resources Control Board Long Term Conservation John Rossi General Manager 9/7/15 8/26/15 $ 459.50 Working Group Meeting in Sacramento, CA. John Rossi General Manager 9/7/15 9/13/15 - 9/16/15 $ 450.00 Registration fee to attend WateReuse Symposium in Seattle, WA. Kim Gugliotta Human Resources Specialist II 9/7/15 10/25/15 - 10/28/15 $ 399.00 Registration fee to attend CalPERS 2015 Educational Form in San Jose, CA. Kim Gugliotta Human Resources Specialist II 9/7/15 10/25/15 - 10/28/15 $ 165.49 Airfare to attend CalPERS 2015 Educational Form in San Jose, CA. 1 night stay to attend California Association of Sanitation Agencies in San Diego, Lana Haddad Government Affairs Liaison II 9/7/15 8/19/15 - 8/20/15 $ 152.51 CA. Airfare to attend California Municipal Utilities Association Legislative Committee Lana Haddad Government Affairs Liaison II 9/7/15 8/21/15 $ 459.50 meeting in Sacramento, CA. Airfare to attend California Municipal Utilities Association Legislative Committee Lana Haddad Government Affairs Liaison II 9/7/15 9/3/15 $ 459.50 meeting in Sacramento, CA. Airfare to attend California Special Districts Association Annual Conference in Lana Haddad Government Affairs Liaison II 9/7/15 9/21/15 - 9/24/15 $ 459.50 Monterey, CA. Michele McKinney 2 nights stay to attend California Association of Sanitation Agencies 2015 Annual Director of Community Affairs 9/7/15 8/19/15 - 8/20/15 $ 527.77 Underwood Conference in San Diego, CA. Michele McKinney Airfare to attend Association of California Water Agencies Communications Director of Community Affairs 9/7/15 9/15/15 $ 138.00 Underwood Committee in Sacramento, CA. William Musgraves Operations Technician II 9/7/15 8/31/15 - 9/4/15 $ 120.50 Airfare to attend Noria Machinery Lubrication Training in Las Vegas, NV. William Musgraves Operations Technician II 9/7/15 8/31/15 - 9/4/15 $ 1,295.00 Registration to attend Noria Machinery Lubrication Training in Las Vegas, NV. William Musgraves Operations Technician II 9/7/15 8/31/15 - 9/4/15 $ 353.92 4 nights stay to attend Noria Machinery Lubrication Training in Las Vegas, NV.

CASH DISBURSEMENT REPORT SEPTEMBER 2015 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127791 CHK 9/1/15 4578 A & H RENTALS, INC $145.00 Invoice Date Description Amount 01-073629-07 8/14/15 TABLE RENTAL $145.00 127792 CHK 9/1/15 2983 ACE HARDWARE $633.62 Invoice Date Description Amount 193175/1 8/13/15 60LB Q-5000 REDI MIX CONCRETE $633.62 127793 CHK 9/1/15 7267 AIR CONTROL SYSTEMS, INC. $6,704.45 Invoice Date Description Amount 0000053780 7/31/15 PERFORM PREVENTATIVE $1,459.45 MAINTENANCE 0000053784 7/31/15 PERFORM PREVENTATIVE $2,620.00 MAINTENANCE 0000053921 8/12/15 PERFORM PREVENTATIVE $2,625.00 MAINTENANCE 127794 CHK 9/1/15 5897 AKLUFI & WYSOCKI $6,240.00 Invoice Date Description Amount 124 7/31/15 LEGAL SERVICES $6,240.00 127795 CHK 9/1/15 1158 ALBERT A WEBB ASSOCIATES $80,066.25 Invoice Date Description Amount 153377 8/10/15 PROFESSIONAL SERVICE $43,685.51 153384 8/10/15 PROFESSIONAL SERVICE $1,822.50 153393 8/10/15 CONSTRUCTION SUPPORT $2,624.15 153400 8/10/15 SPECIAL STUDIES $19,125.00 153406 8/10/15 DESIGN/COORDINATION $2,839.00 153412 8/10/15 PROFESSIONAL SERVICE $3,244.02 153759 8/10/15 PROFESSIONAL SERVICE $6,726.07 127797 CHK 9/1/15 7123 AMERIPRISE FINANCIAL $988.77 Invoice Date Description Amount 082615 8/26/15 401A $988.77 127798 CHK 9/1/15 5580 APPLIED COMPUTER $4,286.00 Invoice Date Description TECHNOLOGIES Amount 2614 8/26/15 ONSITE CONSULTING SERVICE $4,286.00 127799 CHK 9/1/15 999002653 ARACELLY BETANCO $98.83 Invoice Date Description Amount 21619763 8/27/15 Cust Refund 020601/0 $98.83 127800 CHK 9/1/15 999002664 ASSURANT FIELD ASSET $222.23 Invoice Date Description SERVICES Amount 21619785 8/27/15 Cust Refund 009516/0 $222.23 127801 CHK 9/1/15 1309 AT&T BUSINESS SERVICE $200.23 Invoice Date Description Amount 0815-3022 8/18/15 TELEPHONE $37.34 0815-6925 8/18/15 TELEPHONE $80.56 0815-7667 8/21/15 TELEPHONE $7.65 0815-7918 8/18/15 TELEPHONE $37.34 0815-8456 8/18/15 TELEPHONE $37.34 127802 CHK 9/1/15 6568 AT&T CALNET $899.03 Invoice Date Description Amount 000006913160 8/11/15 TELEPHONE $19.84 000006919622 8/13/15 TELEPHONE $658.38 000006919624 8/13/15 TELEPHONE $18.19 000006936897 8/14/15 TELEPHONE $202.62

10/8/15 12:08:34PM Page 1 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127803 CHK 9/1/15 5988 BARRY'S SECURITY SERVICE INC $963.50 Invoice Date Description Amount 71737 8/10/15 SECURITY SERVICE $840.50 71738 8/10/15 SECURITY SERVICE $123.00 127805 CHK 9/1/15 5286 BLANCHARD SIGN CO $506.00 Invoice Date Description Amount 15-428 8/13/15 36"X96" BANNERS $506.00 127806 CHK 9/1/15 6305 C WELLS PIPELINE MATERIALS INC $55,852.55 Invoice Date Description Amount INV000049583 8/10/15 MISC MATERIALS $33,380.64 INV000049584 8/10/15 MISC MATERIALS $13,968.73 INV000049618 8/13/15 MISC SUPPLIES $183.06 INV000049619 8/13/15 REPAIR CLAMP, POLYMER METER $8,295.92 BOX, POLYMER LID T/R INV000049661 8/14/15 MISC SUPPLIES $24.20 127807 CHK 9/1/15 6586 CANON SOLUTIONS AMERICA, INC $46.00 Invoice Date Description Amount 4016751353 8/14/15 COPIER MAINTENANCE $23.00 4016752373 8/14/15 COPIER MAINTENANCE $23.00 127808 CHK 9/1/15 2997 PETTY CASH $2,068.02 Invoice Date Description Amount 082415-HDQ 8/26/15 PETTY CASH $2,068.02 127809 CHK 9/1/15 999002666 CF/CDG LAKE RANCH VENTURE $680.50 Invoice Date Description LLC Amount 21619790 8/27/15 Cust Refund 020915/0 $680.50 127810 CHK 9/1/15 1112 CITY OF RIVERSIDE $28,873.19 Invoice Date Description Amount 0815-0160758000 8/21/15 PUBLIC UTILITY $6,568.26 0815-0160907000 8/21/15 PUBLIC UTILITY $6,282.22 0815-0161356000 8/21/15 PUBLIC UTILITY $5,296.11 0815-0161357000 8/21/15 PUBLIC UTILITY $5,611.71 0815-0161377000 8/21/15 PUBLIC UTILITY $5,114.89 127811 CHK 9/1/15 1519 COSTCO WHOLESALE CREDIT $37.79 Invoice Date Description CARD Amount 057471 8/13/15 KITCHEN MAT $37.79 127812 CHK 9/1/15 8413 COVERED IN INK $335.52 Invoice Date Description Amount 71 8/10/15 PESTICIDE USE LOG FORMS $74.40 72 8/10/15 HEAT ILLNESS CRIB SHEET $193.20 73 8/10/15 BUSINESS CARDS $67.92 127813 CHK 9/1/15 6422 CROWN PRINTERS $1,040.58 Invoice Date Description Amount 159891 8/6/15 DOOR HANGERS $1,040.58 127814 CHK 9/1/15 6050 CRWA $350.00 Invoice Date Description Amount 082715 8/27/15 D1-D2 CLASS REGISTRATION FOR $350.00 H. HERNANDEZ 127815 CHK 9/1/15 6754 CYBEX SECURITY SOLUTIONS $880.19 Invoice Date Description Amount 2020189 9/1/15 MONITOR/INTRUSION $880.19

10/8/15 12:08:34PM Page 2 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127816 CHK 9/1/15 999002655 DAVID EBBERT $68.04 Invoice Date Description Amount 21619773 8/27/15 Cust Refund 013894/0 $68.04 127817 CHK 9/1/15 8495 DEAN STANDING WARRIOR $74.81 Invoice Date Description Amount 082115 8/26/15 EXPENSE REIMBURSE $74.81 127818 CHK 9/1/15 999002661 DEDRICK BLUE $73.31 Invoice Date Description Amount 21619782 8/27/15 Cust Refund 013828/0 $73.31 127819 CHK 9/1/15 1043 EASTERN MWD $13,149.40 Invoice Date Description Amount 23757 8/18/15 OUTSIDE SEWER $13,149.40 127820 CHK 9/1/15 1043 EASTERN MWD $87,252.36 Invoice Date Description Amount 0815-041042812 8/25/15 LOS ALAMOS RD WATER $79,996.91 0815-9316910 8/25/15 WEST GATE DR WATER $1,685.05 0815-947 8/25/15 FESTIVAL RD WATER $5,570.40 127821 CHK 9/1/15 1017 ES BABCOCK & SONS INC $10,591.00 Invoice Date Description Amount BH50557-7135 8/10/15 WATER TESTING $90.00 BH50582-7136 8/10/15 WATER TESTING $45.00 BH50583-7135 8/10/15 WATER TESTING $30.00 BH50584-7135 8/10/15 WATER TESTING $45.00 BH50604-7137 8/10/15 WATER TESTING $30.00 BH50616-7135 8/10/15 WATER TESTING $210.00 BH50693-7138 8/11/15 WATER TESTING $401.00 BH50697-7138 8/11/15 WATER TESTING $446.00 BH50747-7136 8/11/15 WATER TESTING $30.00 BH50748-7137 8/11/15 WATER TESTING $145.00 BH50749-7135 8/11/15 WATER TESTING $180.00 BH50767-7135 8/11/15 WATER TESTING $30.00 BH50768-7135 8/11/15 WATER TESTING $30.00 BH50769-7135 8/11/15 WATER TESTING $15.00 BH50772-7135 8/11/15 WATER TESTING $15.00 BH50832-7137 8/12/15 WATER TESTING $200.00 BH51049-7135 8/14/15 WATER TESTING $120.00 BH51050-7135 8/14/15 WATER TESTING $15.00 BH51051-7135 8/14/15 WATER TESTING $15.00 BH51116-7138 8/14/15 WATER TESTING $93.00 BH51127-7135 8/14/15 WATER TESTING $30.00 BH51143-7135 8/14/15 WATER TESTING $90.00 BH51158-7137 8/14/15 WATER TESTING $30.00 BH51164-7136 8/14/15 WATER TESTING $45.00 BH51165-7135 8/14/15 WATER TESTING $30.00 BH51168-7135 8/14/15 WATER TESTING $45.00 BH51169-7137 8/14/15 WATER TESTING $60.00 BH51182-7135 8/14/15 WATER TESTING $30.00 BH51183-7135 8/14/15 WATER TESTING $15.00 BH51184-7135 8/14/15 WATER TESTING $210.00 BH51842-7137 8/20/15 WATER TESTING $358.00 CY-BG50048-BG5304 8/12/15 WATER TESTING $6,152.00 1 PY-BG50048-BG5304 8/12/15 WATER TESTING $1,311.00 1

10/8/15 12:08:34PM Page 3 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127822 CHK 9/1/15 2828 FEDEX $38.23 Invoice Date Description Amount 5-135-23593 8/21/15 SHIPPING FOR SPRAY NOZZLE $24.52 PROGRAM 5-142-63857 8/28/15 SHIPPING FOR SPRAY NOZZLE $13.71 PROGRAM 127823 CHK 9/1/15 999002659 FEN LI $136.35 Invoice Date Description Amount 21619779 8/27/15 Cust Refund 016428/0 $136.35 127824 CHK 9/1/15 999002663 FRANCISCO CRUZ $297.07 Invoice Date Description Amount 21619784 8/27/15 Cust Refund 043280/0 $297.07 127825 CHK 9/1/15 999002657 FRED HUNTER $177.11 Invoice Date Description Amount 21619776 8/27/15 Cust Refund 022598/0 $177.11 127826 CHK 9/1/15 7293 FRED OCHOA $273.00 Invoice Date Description Amount 082615 8/26/15 PER DIEM EXPENSES FOR 3-NIGHT $273.00 TRIP TO TRI-STATE SEMINAR, ROUND-TRIP TAXI FARE TO HOTEL/AIRPORT 127827 CHK 9/1/15 999002662 GALLERY ESTATES MEMBERS LLC $660.00 Invoice Date Description Amount 21619783 8/27/15 Cust Refund 023403/0 $660.00 127828 CHK 9/1/15 1452 GRAINGER INC $2,047.74 Invoice Date Description Amount 9801767519-1 7/27/15 SUBMERSIBLE LEVEL $1,417.17 TRANSMITTER 9813599637 8/10/15 REPLACEMENT PUMP $202.55 PORTACOOL (R) 9814414265 8/11/15 BOILER DRAIN VALVE, GARDEN $221.92 HOSE CAP, INFRARED THERMOMETER 9816682547 8/13/15 GENERAL PURPOSE DOLLY $59.34 9817851414 8/14/15 TARP, POLYETHYLENE $146.76 127829 CHK 9/1/15 1329 GREATER RIVERSIDE CHAMBERS $1,250.00 Invoice Date Description OF Amount 82682 8/5/15 LEADERSHIP PROGRAM -TUITION $1,250.00 127830 CHK 9/1/15 7812 HIDDEN VALLEY PUMP SYS., INC. $7,026.13 Invoice Date Description Amount 000301520000 8/13/15 STATION 1945 PUMP #2 REBUILT $7,026.13 TURBINE BOWL ASSEMBLY. REPLACE BOTH OF THE COLUMN SHAFTS. 127831 CHK 9/1/15 4205 INLAND EMPIRE OCCUPATIONAL $126.00 Invoice Date Description MED Amount WESWM00013996 8/11/15 OSHA REQUIREMENT $93.00 WESWM00014012 8/13/15 OSHA REQUIREMENT $33.00 127832 CHK 9/1/15 999002652 J LOUGH $128.53 Invoice Date Description Amount 21619762 8/27/15 Cust Refund 016859/0 $128.53

10/8/15 12:08:34PM Page 4 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127833 CHK 9/1/15 7255 JASON BARINGER $273.00 Invoice Date Description Amount 082615 8/26/15 PER DIEM EXPENSES FOR 3-NIGHT $273.00 TRIP TO TRI-STATE SEMINAR, ROUND-TRIP TAXI TO HOTEL/AIRPORT 127836 CHK 9/1/15 5360 JOHN ROSSI $75.00 Invoice Date Description Amount 071315 8/19/15 EXPENSE REIMBURSEMENT $50.00 073115 8/19/15 EXPENSE REIMBURSEMENT $25.00 127837 CHK 9/1/15 999002660 KARISSA HALE $67.52 Invoice Date Description Amount 21619780 8/27/15 Cust Refund 000754/0 $67.52 127839 CHK 9/1/15 4419 KENNEDY JENKS CONSULTANTS $413.83 Invoice Date Description Amount 94509 8/11/15 PROFESSIONAL SERVICE FOR $413.83 WASHINGTON STREET PIPELINE ALIGNMENT STUDY 127840 CHK 9/1/15 1067 KH METALS & SUPPLY $148.94 Invoice Date Description Amount 0317140-IN 8/14/15 MISC SUPPLIES $148.94 127841 CHK 9/1/15 7557 KINETIC PERSONNEL GROUP INC $5,069.40 Invoice Date Description Amount 5127748 8/11/15 TEMP SERVICE $2,087.40 5127844 8/18/15 TEMP SERVICE $2,982.00 127842 CHK 9/1/15 8575 LEGAL SHIELD $752.40 Invoice Date Description Amount 082715 8/27/15 LEGAL SHIELD VOL $752.40 BENEFIT-AUGUST 2015 127843 CHK 9/1/15 8023 LINKO TECHNOLOGY INC. $12,370.00 Invoice Date Description Amount 4432 7/30/15 HOSTED SOFTWARE $12,370.00 SUBSCRIPTION 127844 CHK 9/1/15 999002651 LISA DECOUD $6.89 Invoice Date Description Amount 21619759 8/27/15 Cust Refund 012544/0 $6.89 127845 CHK 9/1/15 999002656 LJZ MURRIETA LLC $502.06 Invoice Date Description Amount 21619775 8/27/15 Cust Refund 040427/0 $502.06 127846 CHK 9/1/15 999002665 LS REAL ESTATE INC. $170.85 Invoice Date Description Amount 21619786 8/27/15 Cust Refund 012028/0 $170.85 127847 CHK 9/1/15 8399 LUBRICATION ENGINEERS, INC $190.83 Invoice Date Description Amount IN283989 8/12/15 3D SIGHT GLASS-I IN $190.83 127848 CHK 9/1/15 999002654 MARJORIE STEEVES $270.18 Invoice Date Description Amount 21619770 8/27/15 Cust Refund 000847/0 $270.18

10/8/15 12:08:34PM Page 5 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127849 CHK 9/1/15 8730 MEASUREMENT TECHNOLOGIES, $782.29 Invoice Date Description INC Amount 9970 8/12/15 35-1009SWL-02L 160 PSI, WITH $782.29 SWITCH 127850 CHK 9/1/15 8855 MICHAEL BAKER INTERNATIONAL $13,985.50 Invoice Date Description Amount 910933 6/26/15 PROFESSIONAL SERVICE $13,985.50 127851 CHK 9/1/15 7124 MORGAN STANLEY $923.08 Invoice Date Description Amount 082615 8/26/15 457-ACCTS-OTHER $923.08 127852 CHK 9/1/15 7121 MORGAN STANLEY & CO (457) $475.00 Invoice Date Description Amount 082615 8/26/15 457-ACCTS $475.00 127853 CHK 9/1/15 7122 MORGAN STANLEY & CO (401A) $373.48 Invoice Date Description Amount 082615 8/26/15 401A $373.48 127854 CHK 9/1/15 2134 OFFICE DEPOT $1,198.83 Invoice Date Description Amount 785800198001 8/10/15 SUPPLIES $363.59 786010322001 8/11/15 SUPPLIES $26.67 786314092001 8/12/15 SUPPLIES $283.82 786314496001 8/12/15 SUPPLIES $36.91 786314497001 8/12/15 SUPPLIES $55.02 786314503001 8/12/15 SUPPLIES $49.42 786785280001 8/13/15 SUPPLIES $88.33 786785446001 8/13/15 SUPPLIES $295.07 127855 CHK 9/1/15 999002658 OMAR DE OCA $148.21 Invoice Date Description Amount 21619778 8/27/15 Cust Refund 009845/0 $148.21 127856 CHK 9/1/15 8431 PANERA BREAD COMPANY $108.16 Invoice Date Description Amount 60150900498 8/14/15 MISCELLANEOUS SUPPLY $108.16 127858 CHK 9/1/15 7218 PLANET UNDERGROUND $2,016.25 Invoice Date Description INTERACTIVE Amount 1788 8/7/15 ON-SITE TRAINING $2,016.25 127859 CHK 9/1/15 6604 R & B AUTOMATION INC $2,940.00 Invoice Date Description Amount 10145679 8/14/15 FIELD SERVICE $2,940.00 127860 CHK 9/1/15 1132 RANCHO CALIFORNIA WATER $699.13 Invoice Date Description Amount 0815-09072923 8/26/15 PUBLIC UTILITIES $699.13 127861 CHK 9/1/15 1132 RANCHO CALIFORNIA WATER $4,872.57 Invoice Date Description Amount BL-373 8/11/15 IDA CONTRACT SERVICE $4,872.57 127863 CHK 9/1/15 6400 RICHARD'S MOBILE DETAILING $350.00 Invoice Date Description Amount 641019 8/12/15 VEHICLE WASH/DETAIL $350.00 127865 CHK 9/1/15 7003 ROGELIO MARTINEZ $1,286.45 Invoice Date Description Amount TUITION-082715 8/27/15 REIMBURSE TUITION $1,286.45

10/8/15 12:08:34PM Page 6 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127866 CHK 9/1/15 5009 RT LAWRENCE CORPORATION $791.79 Invoice Date Description Amount 39951 8/13/15 LOCKBOX PROCESSING $791.79 127867 CHK 9/1/15 8803 SAFE-ENTRY TECHNICAL, INC $4,288.20 Invoice Date Description Amount 9007 8/11/15 PARTS $4,288.20 127868 CHK 9/1/15 1127 SAWPA $2,451.26 Invoice Date Description Amount 8700 7/1/15 STRINGFELLOW MONITOR $2,451.26 127869 CHK 9/1/15 1131 SCE $25.14 Invoice Date Description Amount 0815-322010-396152 8/24/15 ELECTRICITY $25.14 127870 CHK 9/1/15 1419 SENSUS METERING SYSTEMS $1,784.47 Invoice Date Description Amount FM16000111 5/21/15 ANNUAL SUPPORT $1,784.47 127871 CHK 9/1/15 8396 SHAW HR CONSULTING $420.00 Invoice Date Description Amount 4288 8/12/15 CONSULTING SERVICE $420.00 127872 CHK 9/1/15 4555 SHELL ENERGY NORTH AMERICA $17,594.24 Invoice Date Description (US Amount 2670440 8/11/15 SOCAL RETAIL PIPELINE $17,594.24 127873 CHK 9/1/15 5161 SHRED-IT $145.76 Invoice Date Description Amount 9407026488 8/11/15 SHRED SERVICE $145.76 127874 CHK 9/1/15 8155 SJ WATER CONSERVATION CORP. $5,133.84 Invoice Date Description Amount WMWD082015 8/20/15 URINAL VALVE PROGRAM $4,773.84 WMWD082115 8/21/15 UCR CAMPUS SURVEY $360.00 127875 CHK 9/1/15 8097 SKYRIVER COMMUNICATIONS, INC. $429.00 Invoice Date Description Amount INV00049477 8/15/15 WIRELESS INTERNET $429.00

10/8/15 12:08:34PM Page 7 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127876 CHK 9/1/15 4279 SOUTHERN CALIFORNIA FLEET $6,193.19 Invoice Date Description SERV Amount RV717052 8/12/15 REPAIR TOOL BOX DOOR $437.00 RV717080 8/8/15 TEST NETWORK FLEET $55.00 RV717083 8/8/15 BIT INSPECTION, LUBE AND $110.00 ADJUST BARKES RV717085 8/8/15 DISABLE AIR BAG AND INSTALL $13.75 WARNING SIGN RV717086 8/11/15 PREVENT MAINTENANCE $68.75 RV717087 8/8/15 PAPERWORK/CLEAN SHOP $41.25 RV717089 8/11/15 RR MUD FLAPS $96.44 RV717091 8/11/15 RR 4 LINK SUSPENSION $253.84 RV717092 8/11/15 RR FRONT BRAKES RR OIL FILL $288.81 TUBE RV717093 8/11/15 RR LEFT LOW BEAM $17.25 RV717096 8/11/15 WELD & SEAMS CRACKS NONE $17.25 FOUND RV717097 8/11/15 PAPERWORK/CLEAN SHOP $51.75 ORGANIZE PARTS RV717098 8/11/15 RR RIGHT TIRE SENSOR $211.51 RV717099 8/11/15 SMOG INSPECTION $120.50 RV717102 8/11/15 RR WIPER BLADES $68.38 RV717103 8/11/15 FIX/REINSTALL TIRES, ADJUST $110.00 REAR SHOES, ADJUST TIRE SENSOR RV717104 8/11/15 CHECK ALL LIGHTS $13.75 RV717105 8/11/15 PAPERWORK/CLEAN SHOP/ $55.00 ORGANIZE PARTS ROOM RV717106 8/11/15 PAPERWORK/SCHEDULE RR $483.00 RV717107 8/12/15 RIGHT LIGHT BULB RR BRAKE $354.29 PADS/ROTORS RV717109 8/12/15 RR DRAIN PLUG $84.76 RV717110 8/14/15 RR VEHICLE 221 $213.20 RV717112 8/12/15 PREVENT MAINTENANCE $96.25 RV717113 8/12/15 PAPERWORK/CLEAN SHOP $41.25 RV717114 8/12/15 PAPERWORK/SCHEDULE $422.00 RV717115 8/13/15 RR WINDSHIELD #332 $109.50 RV717116 8/13/15 RR WINDSHIELD 347 $109.50 RV717118 8/13/15 PREVENT/MAINTAIN 330 $96.25 RV717119 8/13/15 RR WINDSHIELD 282 $109.50 RV717120 8/13/15 PREVENT/MAINTAIN 272 $96.25 RV717123 8/13/15 TIRE PATCH/MOUNT 222 $41.25 RV717124 8/13/15 PAPERWORK/CLEAN SHOP $41.25 RV717126 8/13/15 PAPERWORK/SCHEDULE/ ORDER $345.00 PARTS RV717127 8/14/15 RR TIRE/PATCH 304 $103.50 RV717129 8/14/15 DRAIN PLUG/PAPERWORK $94.43 SCHEDULE RV718641 8/11/15 RR COMPRESSOR ORIFIC $933.51 ACCUMULATOR SWITCH VALVE CORE, SEAL RV718731 8/12/15 PREVENT MAINTAINENCE $388.27 127877 CHK 9/1/15 1142 THE GAS COMPANY $2,922.60 Invoice Date Description Amount 0815-12885661 8/25/15 GAS CHARGES $2,455.31 0815-12905695 8/27/15 GAS CHARGES $437.72 0815-12993413 8/27/15 GAS CHARGES $14.30 0815-13983977 8/25/15 GAS CHARGES $15.27

10/8/15 12:08:34PM Page 8 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127878 CHK 9/1/15 8029 SUPERIOR WATER $139,600.00 Invoice Date Description TECHNOLOGIES Amount 2015-139 8/10/15 HYPOCHLOR GENERATORS INSTALL $129,600.00 2015-141 8/11/15 PILOP REVERSE OSMOSIS $10,000.00 127879 CHK 9/1/15 7800 UNIFIRST CORPORATION $768.06 Invoice Date Description Amount 325 0952559 8/5/15 UNIFORM SERVICE $109.50 325 0952583 8/5/15 UNIFORM SERVICE $33.03 325 0953745 8/10/15 UNIFORM SERVICE $441.17 325 0953757 8/10/15 UNIFORM SERVICE $30.09 325 0953758 8/10/15 UNIFORM SERVICE $40.22 325 0954603 8/12/15 UNIFORM SERVICE $33.03 325 0955256 8/14/15 UNIFORM SERVICE $35.14 325 0955276 8/14/15 UNIFORM SERVICE $45.88 127880 CHK 9/1/15 7126 UNITED WAY $159.50 Invoice Date Description Amount 082615 8/26/15 DONATIONS $159.50 127882 CHK 9/1/15 4569 VERIZON CALIFORNIA $382.18 Invoice Date Description Amount 0815-2582 8/19/15 TELEPHONE $211.57 0815-7667 8/19/15 TELEPHONE $170.61 127883 CHK 9/1/15 1217 WASTE MANAGEMENT OF THE $1,939.80 Invoice Date Description INLAND Amount 4267640-2371-6 9/1/15 COMMERCIAL WASTE $104.53 4356270-2371-4 9/1/15 COMMERCIAL WASTE $172.42 4356271-2371-2 9/1/15 COMMERCIAL WASTE $610.37 4356272-2371-0 9/1/15 COMMERCIAL WASTE $1,052.48 127884 CHK 9/1/15 1202 WESTERN REFINING WHOLESALE $2,667.51 Invoice Date Description Amount 249483 8/19/15 DIESEL/GASOLINE FUEL $2,667.51 127885 CHK 9/1/15 1315 WESTERN RIVERSIDE COUNTY $52,451.34 Invoice Date Description REGIO Amount IN1013 8/10/15 FLOW CHARGES-JULY $27,864.53 PY-IN1025 8/10/15 REPLACE SRPS METER, TREES $24,586.81 REHAB CLARIFER 127886 CHK 9/1/15 7127 WMWD EMPLOYEE ASSOCIATION $675.00 Invoice Date Description Amount 082615 8/26/15 DUES $675.00 127887 CHK 9/3/15 1043 EASTERN MWD $9,491.72 Invoice Date Description Amount PY-22749 4/13/15 EQUIPMENT RENTAL & LABOR- $9,491.72 EMWD ASSISTANCE WITH HIT FORCE MAIN IN RIVERSIDE, CA 127888 CHK 9/9/15 7447 ALPHA & OMEGA RESPIRATOR $240.00 Invoice Date Description Amount 201508-1377 8/16/15 QUANTITATIVE FIT TESTS $240.00 127889 CHK 9/9/15 8370 AMERICAN TRUCK & TRAILER $15,133.00 Invoice Date Description BODY Amount 3371 7/29/15 INSTALL SHORT BED $760.32 3403 8/11/15 INSTALL VALVE EQUIP $14,372.68

10/8/15 12:08:34PM Page 9 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127890 CHK 9/9/15 1111 ARC $64.47 Invoice Date Description Amount 8227146 8/21/15 COPY SERVICE $44.01 8227151 8/21/15 COPY SERVICE $20.46 127891 CHK 9/9/15 2760 ARROWHEAD MOUNTAIN SPRING $28.18 Invoice Date Description WATE Amount 05H0029289311 8/24/15 OFFICE SUPPLIES $17.39 05H0030280101 8/24/15 OFFICE SUPPLIES $10.79 127892 CHK 9/9/15 6568 AT&T CALNET $406.97 Invoice Date Description Amount 000006948645 8/20/15 TELEPHONE $406.97 127893 CHK 9/9/15 8589 BARRY E THURSTON $4,875.00 Invoice Date Description Amount 31541 9/2/15 TURF REPLACEMENT PROGRAM $4,875.00 INCENTIVE 127894 CHK 9/9/15 5988 BARRY'S SECURITY SERVICE INC $989.13 Invoice Date Description Amount 71829 8/17/15 SECURITY SERVICE $866.13 71830 8/17/15 SECURITY SERVICE $123.00 127895 CHK 9/9/15 8388 BLAIS & ASSOCIATES, INC $1,131.09 Invoice Date Description Amount 07-2015-WM1 8/17/15 CLEAN WATER STATE REVOLVING $527.14 FUND LOAN PROGRAM ADMINISTRATION 07-2015-WM2 8/17/15 PROPOSITION 1 SMALL $603.95 COMMUNITY GRANT PROGRAM RESEARCH AND SUPPORT 127897 CHK 9/9/15 6305 C WELLS PIPELINE MATERIALS INC $2,504.52 Invoice Date Description Amount INV000049669 8/17/15 MISC SUPPLIES $1,161.00 INV000049682 8/17/15 JONES 4" X2-1/2" 8H FH 1-1/2" PENT $1,306.80 YELL INV000049764 8/21/15 MISC SUPPLIES $36.72 127898 CHK 9/9/15 1198 CAL-OSHA REPORTER $395.00 Invoice Date Description Amount 456637 8/19/15 SUBSCRIPTION RENEWAL $395.00 127899 CHK 9/9/15 6586 CANON SOLUTIONS AMERICA, INC $39.77 Invoice Date Description Amount 4016761088 8/15/15 COPIER MAINTENANCE $39.77 127900 CHK 9/9/15 8415 CHIEF SWEEPING & STEAM $100.00 Invoice Date Description CLEANIN Amount 44830 8/20/15 SWEEPING SERVICE $100.00 127901 CHK 9/9/15 8583 CHRISTINA HUYETT $5,440.00 Invoice Date Description Amount 17603 9/2/15 TURF REPLACEMENT PROGRAM $5,440.00 INCENTIVE 127902 CHK 9/9/15 7056 CHUCK HUNT $140.34 Invoice Date Description Amount BOOTS-090115 9/1/15 BOOTS REIMBURSEMENT $140.34

10/8/15 12:08:34PM Page 10 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127903 CHK 9/9/15 1112 CITY OF RIVERSIDE $90,574.80 Invoice Date Description Amount 0815-0105311000 8/31/15 PUBLIC UTILITY $43.88 0815-0117432000 8/31/15 PUBLIC UTILITY $34.53 0815-0117434000 8/31/15 PUBLIC UTILITY $33.35 0815-0117435000 8/31/15 PUBLIC UTILITY $68.02 0815-0136386000 8/28/15 PUBLIC UTILITY $35.28 0815-0187070001 8/28/15 PUBLIC UTILITY $31,519.61 0815-0187071000 8/28/15 PUBLIC UTILITY $38,241.62 0815-0200353000 8/26/15 PUBLIC UTILITY $22.69 0815-0200354000 8/26/15 PUBLIC UTILITY $22.69 0815-0202401000 8/28/15 PUBLIC UTILITY $34.98 0815-0203437000 8/26/15 PUBLIC UTILITY $17.62 0815-0207939000 8/31/15 PUBLIC UTILITY $20,500.53 127904 CHK 9/9/15 1519 COSTCO WHOLESALE CREDIT $559.77 Invoice Date Description CARD Amount 270233548 7/31/15 OFFICE SUPPLIES $559.77 127905 CHK 9/9/15 8413 COVERED IN INK $509.40 Invoice Date Description Amount 77 8/20/15 18 PADS OF RESPIRATORY $187.80 INSPECTION FORM 78 8/20/15 18 PADS OF RESPIRATORY ISSUE $160.80 RECORD FORM 79 8/20/15 18 PADS OF RESPIRATORY $160.80 TERMINATION OF RESPIRATOR USE RECORD FORM 127906 CHK 9/9/15 6531 CV STRATEGIES, INC $4,240.04 Invoice Date Description Amount 2999 8/17/15 STRATEGIC COMMUNICATIONS $3,940.04 SERVICE 3000 8/17/15 COMMUNICATIONS SERVICE $300.00 127907 CHK 9/9/15 1038 DANIELS TIRE SERVICE $1,901.18 Invoice Date Description Amount 230086489 8/19/15 VEHICLE/TIRE SERVICE $1,901.18 127909 CHK 9/9/15 7050 DIRECTV $65.99 Invoice Date Description Amount 26600394051 8/31/15 SATELLITE SERVICE $65.99 127910 CHK 9/9/15 7323 DON W BUSWELL $102.59 Invoice Date Description Amount BOOTS-090115 9/1/15 BOOTS REIMBURSEMENT $102.59 127911 CHK 9/9/15 5268 DON'S LOCK & KEY INC $14.36 Invoice Date Description Amount 8681-1 8/19/15 RE-KEY SERVICE $14.36 127912 CHK 9/9/15 5456 DONALD GALLEANO $92.58 Invoice Date Description Amount 090515 9/5/15 MILEAGE REIMBURSEMENT $92.58 127913 CHK 9/9/15 1043 EASTERN MWD $123.74 Invoice Date Description Amount 23790 8/26/15 LABOR- JULY1, 2014- JUNE 30, 2015 $123.74 FOR MURRIETA COUNTY WATER DISTRICT-SEWER CONTRACT

10/8/15 12:08:34PM Page 11 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127914 CHK 9/9/15 1017 ES BABCOCK & SONS INC $5,724.00 Invoice Date Description Amount BH51371-7137 8/17/15 WATER TESTING $460.00 BH51381-7136 8/17/15 WATER TESTING $215.00 BH51383-7137 8/17/15 WATER TESTING $950.00 BH51403-7138 8/17/15 WATER TESTING $311.00 BH51405-7138 8/17/15 WATER TESTING $308.00 BH51446-7137 8/18/15 WATER TESTING $375.00 BH51448-7137 8/18/15 WATER TESTING $90.00 BH51486-7135 8/18/15 WATER TESTING $130.00 BH51491-7138 8/18/15 WATER TESTING $446.00 BH51504-7137 8/18/15 WATER TESTING $40.00 BH51522-7135 8/18/15 WATER TESTING $30.00 BH51711-7136 8/19/15 WATER TESTING $130.00 BH51713-7135 8/19/15 WATER TESTING $20.00 BH51716-7135 8/19/15 WATER TESTING $100.00 BH51717-7135 8/19/15 WATER TESTING $50.00 BH51721-7136 8/19/15 WATER TESTING $290.00 BH51863-7138 8/20/15 WATER TESTING $248.00 BH51916-7135 8/20/15 WATER TESTING $120.00 BH51917-7135 8/20/15 WATER TESTING $180.00 BH51920-7135 8/20/15 WATER TESTING $45.00 BH51921-7135 8/20/15 WATER TESTING $30.00 BH51995-7138 8/21/15 WATER TESTING $961.00 BH52030-7137 8/21/15 WATER TESTING $60.00 BH52033-7135 8/21/15 WATER TESTING $15.00 BH52038-7135 8/21/15 WATER TESTING $30.00 BH52042-7135 8/21/15 WATER TESTING $45.00 BH52047-7136 8/21/15 WATER TESTING $45.00 127915 CHK 9/9/15 8219 FRS ENVIRONMENTAL , INC $670.07 Invoice Date Description Amount 151721 7/17/15 DRUM-OIL & RAGS $257.41 151814 7/17/15 FRS PUMPING-NON HAZ WATER $155.25 FROM TANK 300- 600 151815 7/17/15 DRUM-OIL & RAGS $257.41 127916 CHK 9/9/15 1677 GENESIS CONSTRUCTION $66,592.14 Invoice Date Description Amount 5-W-186 8/12/15 W-186 BILL #5 $66,592.14 127917 CHK 9/9/15 1452 GRAINGER INC $4,470.12 Invoice Date Description Amount 9818398571-1 8/21/15 TOW WAY RADIO, GXT $258.85 RECHARGABLE BATTERIES 9822728177 8/20/15 HYDRAULIC PULLER SET $3,607.90 9823446324 8/21/15 EXTENSION CORD, WHISK BROOM, $586.21 RATCHET TIE-DOWN, CARGO STRAP, RATCHET, TARP, POLYETHYLENE 9823807186 8/21/15 SEAL PULLER $17.16 127919 CHK 9/9/15 8656 GREGORY J STEVENS $16,030.00 Invoice Date Description Amount 5138 8/27/15 TURF REPLACEMENT PROGRAM $16,030.00 INCENTIVE 127920 CHK 9/9/15 1633 HAAKER EQUIPMENT $1,570.95 Invoice Date Description Amount W38693 8/17/15 VACTOR PARTS AND SERVICE $1,570.95

10/8/15 12:08:34PM Page 12 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127921 CHK 9/9/15 5016 HD SUPPLY WATERWORKS, LTD $3,430.81 Invoice Date Description Amount E320977 8/21/15 1X60' SOFT COPPER TUBING $1,448.29 E325989 8/21/15 3/1X1/8 CLOTH INS. RUB. MTR. $3,173.04 GSKT, 1X 1/8 CLOTH INS RUBBER WASHER, ETC. SEE CM# E462448 E344254 8/17/15 MISC SUPPLIES $1,034.28 E462448 9/4/15 PRICE ADJUSTMENT FOR INV# $(2,224.80) E325989 127922 CHK 9/9/15 7947 HERTZ EQUIPMENT RENTAL $2,943.00 Invoice Date Description CORP. Amount 28081947-002 8/16/15 EQUIPMENT RENTAL $2,943.00 127923 CHK 9/9/15 2859 HOME DEPOT INCORPORATED $77.91 Invoice Date Description Amount 4391809 8/18/15 PUSHBROOM, TOROSUPBV $77.91 127924 CHK 9/9/15 4353 HOUSTON & HARRIS PCS INC $1,782.50 Invoice Date Description Amount 15-19139 8/20/15 VIDEO PIPE INSPECT: VARIOUS $1,782.50 127925 CHK 9/9/15 7449 INFOR PUBLIC SECTOR, INC. $7,781.25 Invoice Date Description Amount 35118-US06A 8/16/15 HANSEN CWMS PHASE II $7,781.25 127926 CHK 9/9/15 5629 INFOSEND INC $1,019.86 Invoice Date Description Amount 95911 8/21/15 INSERTS-HERO $1,019.86 127927 CHK 9/9/15 4205 INLAND EMPIRE OCCUPATIONAL $318.00 Invoice Date Description MED Amount WESWM00014035 8/16/15 OSHA REQUIREMENT $33.00 WESWM00014071 8/18/15 OSHA REQUIREMENT $60.00 WESWM00014082 8/19/15 OSHA REQUIREMENT $159.00 WESWM00014108 8/21/15 OSHA REQUIREMENT $66.00 127929 CHK 9/9/15 7255 JASON BARINGER $142.00 Invoice Date Description Amount 090315 9/3/15 PER DIEM EXPENSES TO ATTEND $142.00 CLA VAL TRAINING IN OCT. 2015 127930 CHK 9/9/15 5148 JCI JONES CHEMICAL INC $2,917.37 Invoice Date Description Amount 664541 8/17/15 HYPOCHLORITE SOL $2,917.37 127932 CHK 9/9/15 8601 JENNIFER ANN DIAZ $1,612.95 Invoice Date Description Amount 20107 9/2/15 TURF REPLACEMENT PROGRAM $1,612.95 INCENTIVE 127933 CHK 9/9/15 7984 JEREMY HOEL $146.85 Invoice Date Description Amount BOOTS-090115 9/1/15 BOOTS REIMBURSEMENT $146.85 127934 CHK 9/9/15 8393 JIMMY ALFRED CONTRERAS $11,020.00 Invoice Date Description Amount 24197 8/19/15 TURF REPLACEMENT PROGRAM $11,020.00 INCENTIVE

10/8/15 12:08:34PM Page 13 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127935 CHK 9/9/15 8821 JUDITH L COLBURN $3,660.00 Invoice Date Description Amount 24532 9/2/15 TURF REPLACEMENT PROGRAM $3,660.00 INCENTIVE 127937 CHK 9/9/15 8788 LANDY WANG $2,440.00 Invoice Date Description Amount 23169 8/27/15 TURF REPLACEMENT PROGRAM $2,440.00 INCENTIVE 127938 CHK 9/9/15 8087 LOR GEOTECHNICAL GROUP, INC. $7,570.00 Invoice Date Description Amount 15638 8/17/15 PHASE I SITE ASSESSMENT $2,500.00 15639 8/17/15 LIMITED SITE CHARACTERIZATION $2,570.00 15640 8/17/15 PHASE I ENVIRONMENTAL SITE $2,500.00 ASSESSMENT 127939 CHK 9/9/15 8399 LUBRICATION ENGINEERS, INC $528.01 Invoice Date Description Amount IN284431 8/18/15 STD 3-OZ OSG 0.5-IN NPT $528.01 127940 CHK 9/9/15 8500 MAILFINANCE INC $190.80 Invoice Date Description Amount N5490169 8/24/15 LEASE PAYMENT $190.80 127941 CHK 9/9/15 8859 MICHELE BLACK $2,890.00 Invoice Date Description Amount 41975 9/2/15 TURF REPLACEMENT PROGRAM $2,890.00 INCENTIVE 127942 CHK 9/9/15 6863 MJM MANAGEMENT $4,350.50 Invoice Date Description CORPORATION Amount 170 9/1/15 PROFESSIONAL SERVICE IN $4,350.50 FINANCIAL ANALYSIS, ACCOUNTING AND BUDGET ASSISTANCE 127943 CHK 9/9/15 4411 MURRIETA CHAMBER OF $650.00 Invoice Date Description COMMERCE Amount SPONSORSHIP-0826 8/26/15 SPONSORSHIP STUDENT OF THE $650.00 15 MONTH RECOGNITION 127944 CHK 9/9/15 8636 NEOFUNDS BY NEOPOST $228.95 Invoice Date Description Amount INV14663272 8/14/15 SUPPLY PURCHASE $228.95 127945 CHK 9/9/15 5408 NEXTEL COMMUNICATIONS INC $113.97 Invoice Date Description Amount 523692720-131 8/27/15 ACCESS/RELATED ITEMS $113.97 127946 CHK 9/9/15 8066 NORLAB INC $272.00 Invoice Date Description Amount 75218 8/17/15 TOILET DYE PACKETS $272.00 127947 CHK 9/9/15 6636 NORRIS CONSULTING INC $11,640.66 Invoice Date Description Amount 220 8/19/15 WUE SITE EVALUATION PROGRAM $11,640.66

10/8/15 12:08:34PM Page 14 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127948 CHK 9/9/15 2134 OFFICE DEPOT $2,021.48 Invoice Date Description Amount 787142776001 8/17/15 SUPPLIES $261.27 787823009001 8/18/15 SUPPLIES $1,468.37 788868074001 8/21/15 SUPPLIES $116.25 788868217001 8/21/15 SUPPLIES $175.59 127949 CHK 9/9/15 8787 PATRICIA A BOTTROFF $4,880.00 Invoice Date Description Amount 7760 9/2/15 REPLACE TURF PROGRAM $4,880.00 127950 CHK 9/9/15 8879 PAUL NICHOLAS WILSON $12,661.74 Invoice Date Description Amount 25737 9/2/15 REPLACE TURF PROGRAM $12,661.74 127951 CHK 9/9/15 1101 PRESS ENTERPRISE $160.06 Invoice Date Description Amount 180840229-071315 7/13/15 6 MONTHS SUBSCRIPTION $160.06 127952 CHK 9/9/15 1132 RANCHO CALIFORNIA WATER $120,539.25 Invoice Date Description Amount SEWER-0815 9/8/15 MONTHLY SEWER CHARGE $120,539.25 127953 CHK 9/9/15 7238 RANDY MENDEZ $142.00 Invoice Date Description Amount 090315 9/3/15 PER DIEM $142.00 127954 CHK 9/9/15 8434 RICK CRAIG $1,880.00 Invoice Date Description Amount 15344-1 9/2/15 REPLACE TURF PROGRAM $1,880.00 127955 CHK 9/9/15 4328 RIVERSIDE ART MUSEUM $1,000.00 Invoice Date Description Amount SPONSORSHIP-0826 8/26/15 SPONSORSHIP $1,000.00 15 127956 CHK 9/9/15 8024 RIVERSIDE LAND CONSERVANCY $1,000.00 Invoice Date Description Amount SPONSORSHIP-0903 9/3/15 GALA SPONSORSHIP $1,000.00 15 127957 CHK 9/9/15 8870 ROSE ANN GASSER $14,020.00 Invoice Date Description Amount 23664 8/20/15 REPLACE TURF PROGRAM $14,020.00 127958 CHK 9/9/15 4647 S.R. AL LOPEZ $76.48 Invoice Date Description Amount 090515 9/5/15 REIMBURSE MILEAGE $76.48 127959 CHK 9/9/15 8148 SAMUEL SMITH II $142.00 Invoice Date Description Amount 090315 9/3/15 PER DIEM $142.00 127960 CHK 9/9/15 1126 SAN BERNARDINO VALLEY MWD $40,437.89 Invoice Date Description Amount PY-2814 6/30/15 RISK SCIENCES $2,909.23 PY-2816 6/30/15 SANTA ANA CONJUNCTIVE USE $37,528.66 127961 CHK 9/9/15 1131 SCE $161,787.39 Invoice Date Description Amount 0815-1524 9/1/15 ELECTRICITY $140,636.79 0815-6744 8/29/15 ELECTRICITY $21,150.60

10/8/15 12:08:34PM Page 15 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127962 CHK 9/9/15 4968 SCIENCE & TECHNOLOGY $2,500.00 Invoice Date Description EDUCATION Amount SPONSORSHIP-0826 8/26/15 SPONSORSHIP $2,500.00 15 127963 CHK 9/9/15 4555 SHELL ENERGY NORTH AMERICA $6.52 Invoice Date Description (US Amount 2672507 8/17/15 REVISED INVOICE $6.52 127964 CHK 9/9/15 5161 SHRED-IT $55.13 Invoice Date Description Amount 9407115133 8/18/15 SHREDDING SERVICE $55.13 127965 CHK 9/9/15 8155 SJ WATER CONSERVATION CORP. $4,594.32 Invoice Date Description Amount WMWD082815 8/28/15 URINAL VALVE PROGRAM $4,594.32 127966 CHK 9/9/15 7998 SOLAR STAR CALIFORNIA XXIII, L $27,669.11 Invoice Date Description Amount WMWD0027 8/17/15 SOLAR ELECTRIC $27,669.11 127967 CHK 9/9/15 4279 SOUTHERN CALIFORNIA FLEET $6,057.79 Invoice Date Description SERV Amount RV717029 8/19/15 RR VEHICLE 221 $1,367.36 RV717111 8/18/15 TOW/RR VEHICLE 246 $689.17 RV717117 8/18/15 RR DOOR/HOUSING 252 $614.00 RV717132 8/18/15 PAPERWORK/SCHEDULE $207.00 RV717133 8/18/15 RR FUEL CAP 279 $227.50 RV717135 8/18/15 HOOK UP/REGEN 251 $41.25 RV717136 8/18/15 229 FLUID BELT HOSE & BATTERY $41.25 CHECK RV717137 8/18/15 PREVENT/MAINTAIN & RR $321.86 GASKET/FILTER 200 RV717138 8/19/15 MOVE BACK UP CAM 350 $41.25 RV717139 8/18/15 RR GAS CAP 245 $35.38 RV717140 8/18/15 RR ROUND CONNECT 286 $64.93 RV717141 8/18/15 RR PLUG/FUSE 269 $68.75 RV717142 8/18/15 PAPERWORK $13.75 RV717143 8/19/15 JUMP START 269 $34.50 RV717144 8/18/15 PAPERWORK/SCHEDULE $276.00 RV717145 8/20/15 RR WIPER MOTOR 221 $455.17 RV717147 8/19/15 PREVENT/MAINTAIN & RR MUD $288.99 FLAP 268 RV717148 8/19/15 PREVENT/MAINTAIN & RR BRAKE $167.76 PADS 281 RV717150 8/19/15 PAPERWORK/CLEAN SHOP $41.25 RV717151 8/19/15 WORK ORDERS/SCHEDULE $241.50 RV717152 8/19/15 RR RIGHT TIRE 310 $41.25 RV717153 8/20/15 RR WIPER BLADES 299 $208.76 RV717154 8/20/15 RR AIR FILTER 299 $93.66 RV717155 8/20/15 QTRLY INSPECTION 299 $27.50 RV717158 8/20/15 RR 8 TIRES 328 $137.50 RV717161 8/20/15 PAPERWORK/SCHEDULE & ORDER $310.50 PARTS 127968 CHK 9/9/15 1142 THE GAS COMPANY $107.27 Invoice Date Description Amount 0915-13237159 9/2/15 GAS CHARGES $107.27

10/8/15 12:08:34PM Page 16 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127969 CHK 9/9/15 6053 THOMAS EVANS $9.78 Invoice Date Description Amount 090515 9/5/15 REIMBURSE MILEAGE $9.78 127970 CHK 9/9/15 8881 TIFFANY ELIZABETH HINDMAN $6,392.00 Invoice Date Description Amount 11021 8/27/15 REPLACE TURF PROGRAM $6,392.00 127974 CHK 9/9/15 8172 TONY POLLAK $1,800.00 Invoice Date Description Amount TUITION-090815 9/8/15 REIMBURSE TUITION $1,800.00 127976 CHK 9/9/15 8180 ULINE, INC. $165.68 Invoice Date Description Amount 69933197 8/19/15 PUBLIC OUTREACH MATERIALS $165.68 127977 CHK 9/9/15 7800 UNIFIRST CORPORATION $744.62 Invoice Date Description Amount 325 0955748 8/17/15 UNIFORM SERVICE $500.32 325 0955759 8/17/15 UNIFORM SERVICE $30.09 325 0955760 8/17/15 UNIFORM SERVICE $40.22 325 0956617 8/19/15 UNIFORM SERVICE $30.05 325 0956640 8/19/15 UNIFORM SERVICE $33.03 325 0956641 8/19/15 UNIFORM SERVICE $32.40 325 0957286 8/21/15 UNIFORM SERVICE $40.06 325 0957303 8/21/15 UNIFORM SERVICE $38.45 127978 CHK 9/9/15 2107 UNITED PARCEL SERVICE $64.40 Invoice Date Description Amount 0000939704335 8/15/15 SHIPPING INVOICE $17.80 0000939704345 8/22/15 SHIPPING INVOICE $46.60 127979 CHK 9/9/15 4569 VERIZON CALIFORNIA $554.07 Invoice Date Description Amount 0815-0679 8/25/15 TELEPHONE $121.07 0815-4119 8/25/15 TELEPHONE $246.67 0815-5499 8/25/15 TELEPHONE $59.00 0815-6020 8/28/15 TELEPHONE $127.33 127980 CHK 9/9/15 7277 WALTERS WHOLESALE ELECTRIC $191.12 Invoice Date Description CO Amount 1427498-00 8/19/15 ELECTRICAL PARTS $3.75 3102841-00 2/4/15 ELECTRICAL PARTS 500' $187.37 3107328-00 4/13/15 REELS AND CORDS $150.80 3108111-00 4/28/15 CREDIT REELS & CORDS $(150.80) 127981 CHK 9/9/15 1217 WASTE MANAGEMENT OF THE $330.13 Invoice Date Description INLAND Amount 4358531-2371-7 9/1/15 ROLL-OFF $330.13 127983 CHK 9/9/15 5337 WE-DO EQUIPMENT REPAIR & $172.69 Invoice Date Description SUPPL Amount W103535 8/15/15 PARTS $172.69 127984 CHK 9/9/15 1202 WESTERN REFINING WHOLESALE $10,985.01 Invoice Date Description Amount 254395 8/26/15 DIESEL/GASOLINE FUEL $3,242.81 254416 8/27/15 MOBIL PEGASUS 701 $2,603.52 254423 8/27/15 MOBIL PEGASUS 701 $806.98 254433 8/31/15 MOBIL PEGASUS 701 $4,331.70

10/8/15 12:08:34PM Page 17 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127985 CHK 9/9/15 1315 WESTERN RIVERSIDE COUNTY $61,716.61 Invoice Date Description REGIO Amount IN1008 8/17/15 FIXED CHARGES-SEPT $61,716.61 127986 CHK 9/11/15 8324 SOUTHTECH SYSTEMS INC $2,967.60 Invoice Date Description Amount 1381 6/1/15 ANNUAL SOFTWARE $2,967.60 SUBSCRIPTION AND HOSTING FEE FOR JULY 1, 2015 TO JUNE 30, 2016 127987 CHK 9/15/15 2983 ACE HARDWARE $347.95 Invoice Date Description Amount 193129/1 8/11/15 MISC SUPPLIES $19.92 193146/1 8/12/15 MISC SUPPLIES, SEE CM#193167/1 $69.16 193149/1 8/12/15 MISC SUPPLIES, SEE CM#193168/1 $4.67 193160/1 8/12/15 MISC SUPPLIES $15.25 193167/1 8/13/15 MISC SUPPLIES, SEE INV#193146/1 $(69.16) 193168/1 8/13/15 MISC SUPPLIES, SEE INV# 193149/1 $(4.67) 193217/1 8/17/15 MISC SUPPLIES $11.74 193255/1 8/19/15 MISC SUPPLIES $56.21 193266/1 8/20/15 MISC SUPPLIES $24.92 193267/1 8/20/15 MISC SUPPLIES $12.15 193289/1 8/21/15 MISC SUPPLIES $14.23 193352/1 8/26/15 MISC SUPPLIES $193.53 127988 CHK 9/15/15 1212 ACWA/JPIA $193,125.79 Invoice Date Description Amount 090315 9/3/15 OCTOBER 2015 INSURANCE $193,125.79 127990 CHK 9/15/15 8063 AMEC $2,728.96 Invoice Date Description Amount S21711038 8/24/15 PROFESSIONAL SERVICE -IDA $905.02 LEONA LEAK S21711041 8/26/15 PROFESSIONAL SERVICE -EL $1,823.94 SOBRANTE LEAK 127991 CHK 9/15/15 7123 AMERIPRISE FINANCIAL $988.77 Invoice Date Description Amount 090915 9/9/15 401A $988.77 127992 CHK 9/15/15 999002667 ANDREW GUEST $159.51 Invoice Date Description Amount 21689373 9/11/15 Cust Refund 016465/0 $159.51 127993 CHK 9/15/15 5580 APPLIED COMPUTER $2,143.00 Invoice Date Description TECHNOLOGIES Amount 2626 9/9/15 ONSITE CONSULTING SERVICES $2,143.00 127994 CHK 9/15/15 7525 AQUA-FLO SUPPLY $943.35 Invoice Date Description Amount AQF-SCL-3244 8/14/15 SPRAY NOZZLE PROGRAM $615.60 AQF-SCL-3283 8/21/15 SPRAY NOZZLE PROGRAM $327.75 127995 CHK 9/15/15 1111 ARC $92.64 Invoice Date Description Amount 8236969 8/27/15 COPY SERVICE $44.51 8236974 8/27/15 COPY SERVICE $20.97 8240830 8/28/15 COPY SERVICE $13.58 8240836 8/28/15 COPY SERVICE $13.58

10/8/15 12:08:34PM Page 18 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 127996 CHK 9/15/15 2760 ARROWHEAD MOUNTAIN SPRING $18.07 Invoice Date Description WATE Amount 15H0025223223 8/24/15 OFFICE SUPPLIES $18.07 127997 CHK 9/15/15 8668 ARTHUR MICHAEL VERKOUTEREN $900.00 Invoice Date Description Amount 32894 9/10/15 TURF REPLACEMENT PROGRAM $900.00 INCENTIVE 127998 CHK 9/15/15 6568 AT&T CALNET $1,155.79 Invoice Date Description Amount 000007000595 9/1/15 TELEPHONE $1,155.79 127999 CHK 9/15/15 5988 BARRY'S SECURITY SERVICE INC $994.25 Invoice Date Description Amount 71913 8/24/15 SECURITY SERVICE $871.25 71914 8/24/15 SECURITY SERVICE $123.00 128000 CHK 9/15/15 4809 BONNETT IRRIGATION, INC $758.10 Invoice Date Description Amount BI-RIV-3201 8/5/15 SPRAY NOZZLE PROGRAM $758.10 128001 CHK 9/15/15 7210 BRENDA ESCOTO $2,508.00 Invoice Date Description Amount TUITION-090415 9/4/15 TUITION REIMBURSEMENT FOR $2,508.00 SUMMER QUARTER FOR 2015-MGMT 486, BOOK, AND REGISTRATION 128002 CHK 9/15/15 8897 BRENTON HAVSGAARD $3,030.00 Invoice Date Description Amount 7180 9/11/15 TURF REPLACEMENT PROGRAM $3,030.00 INCENTIVE 128003 CHK 9/15/15 6305 C WELLS PIPELINE MATERIALS INC $89.64 Invoice Date Description Amount INV000049832 8/27/15 MISC SUPPLIES $89.64 128004 CHK 9/15/15 7751 C.T.W.S., LLC $315.21 Invoice Date Description Amount 056736 8/27/15 WELDING TANK MATERIALS $306.66 056925 8/28/15 TWECOLUG $8.55 128005 CHK 9/15/15 8833 CAROL RAE BOLLERO $3,705.00 Invoice Date Description Amount 33115 9/10/15 TURF REPLACEMENT PROGRAM $3,705.00 INCENTIVE 128006 CHK 9/15/15 2997 PETTY CASH $525.46 Invoice Date Description Amount 091015-OPS 9/14/15 PETTY CASH $525.46 128007 CHK 9/15/15 999002683 CECIL OKAI $82.87 Invoice Date Description Amount 21689398 9/11/15 Cust Refund 007393/0 $82.87 128008 CHK 9/15/15 8329 CHRISTOPHER FIKE $284.00 Invoice Date Description Amount 090315 9/3/15 PER DIEM EXPENSES WHILE $284.00 ATTENDING TRI- STATE SEMINAR SEPT. 21-25, 2015

10/8/15 12:08:34PM Page 19 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128009 CHK 9/15/15 1112 CITY OF RIVERSIDE $20,753.04 Invoice Date Description Amount 0915-0100567000 9/2/15 PUBLIC UTILITY $35.13 0915-0105313000 9/2/15 PUBLIC UTILITY $8,083.36 0915-0112612000 9/2/15 PUBLIC UTILITY $2,247.22 0915-0207890000 9/1/15 PUBLIC UTILITY $10,337.54 0915-0216163000 9/2/15 PUBLIC UTILITY $49.79 128010 CHK 9/15/15 6304 CPACINC.COM $3,355.99 Invoice Date Description Amount SI-1276993 8/21/15 HP 2920 2-PORT 10GBE MODULE $1,436.29 SI-1277044 8/25/15 1 YR PROD SNS VSPHERE 6 STD $1,919.70 PROCESSOR 128011 CHK 9/15/15 8171 DANIEL PARKER $550.00 Invoice Date Description Amount 090215 9/3/15 FEES & APPLICATION FOR GRADE I $140.00 WASTEWATER TREATMENT PLANT EXAM 090315 9/3/15 FEES & APPLICATION FOR GRADE $180.00 II WASTEWATER TREATMENT PLANT EXAM CERTIFICATION-090 9/3/15 FEES & APPLICATION FOR GRADE I $230.00 315 WASTEWATER TREATMENT PLANT EXAM 128012 CHK 9/15/15 1038 DANIELS TIRE SERVICE $1,290.69 Invoice Date Description Amount 230086708 8/27/15 VEHICLE TIRE SERVICE $1,290.69 128013 CHK 9/15/15 4518 DELL COMPUTER CORP $369.99 Invoice Date Description Amount XJRJPRF29 8/27/15 DELL 6,000-PAGE BLACK $79.94 TONER CARTRIDGE XJRJX5C24 8/28/15 DELL COLOR PRINTER $290.05 128014 CHK 9/15/15 8871 DIANA CRUZ $2,430.00 Invoice Date Description Amount 19850 9/10/15 TURF REPLACEMENT PROGRAM $2,430.00 INCENTIVE 128016 CHK 9/15/15 999002673 DIONISIO UMALI $40.59 Invoice Date Description Amount 21689382 9/11/15 Cust Refund 003904/0 $40.59 128017 CHK 9/15/15 8342 DIPESH K GANDHI $9,820.00 Invoice Date Description Amount 17202 9/14/15 TURF REPLACEMENT PROGRAM $9,820.00 INCENTIVE 128018 CHK 9/15/15 999002672 DON GASPERIK $43.45 Invoice Date Description Amount 21689381 9/11/15 Cust Refund 040827/0 $43.45 128019 CHK 9/15/15 5456 DONALD GALLEANO $700.00 Invoice Date Description Amount 091115 9/11/15 REIMBURSEMENT FOR LUNCH FOR $700.00 WRCRWA INSPECTION TOUR ATTENDEES ON 9/2/2015

10/8/15 12:08:34PM Page 20 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128020 CHK 9/15/15 8819 DONALD KEITH PASH $2,665.00 Invoice Date Description Amount 39702 9/9/15 TURF REPLACEMENT PROGRAM $2,665.00 INCENTIVE 128021 CHK 9/15/15 999002671 ELIZAGA INVESTMENTS LLC $70.53 Invoice Date Description Amount 21689378 9/11/15 Cust Refund 002323/0 $70.53 128022 CHK 9/15/15 1017 ES BABCOCK & SONS INC $2,847.00 Invoice Date Description Amount BH52216-7135 8/24/15 WATER TESTING $1,380.00 BH52221-7136 8/24/15 WATER TESTING $435.00 BH52260-7137 8/24/15 WATER TESTING $45.00 BH52261-7137 8/24/15 WATER TESTING $90.00 BH52263-7137 8/24/15 WATER TESTING $30.00 BH52466-7138 8/26/15 WATER TESTING $311.00 BH52467-7138 8/26/15 WATER TESTING $93.00 BH52468-7136 8/26/15 WATER TESTING $15.00 BH52593-7138 8/27/15 WATER TESTING $93.00 BH52625-7135 8/28/15 WATER TESTING $120.00 BH52630-7135 8/28/15 WATER TESTING $180.00 BH52638-7135 8/28/15 WATER TESTING $15.00 BH52644-7137 8/28/15 WATER TESTING $30.00 BH52665-7135 8/28/15 WATER TESTING $10.00 128023 CHK 9/15/15 2828 FEDEX $38.03 Invoice Date Description Amount 5-149-89954 9/4/15 SHIPPING FOR SPRAY NOZZLE $38.03 PROGRAM 128024 CHK 9/15/15 7115 FIRST CHOICE SERVICES $329.76 Invoice Date Description Amount 571316 8/28/15 OFFICE SUPPLIES $279.76 571864 8/28/15 OFFICE SUPPLIES $50.00 128025 CHK 9/15/15 4532 FLO-SYSTEMS INC $426.76 Invoice Date Description Amount F15491-15X216-13 8/28/15 PACKING SET, GREASE SEAL $426.76 RADIAL, SEAL THRUST GREASE, GLAND HALF 128026 CHK 9/15/15 1677 GENESIS CONSTRUCTION $3,504.85 Invoice Date Description Amount RETENTION-5-W-186 8/12/15 ESCROW 223000299 PROGRESS $3,504.85 BILL #5 128027 CHK 9/15/15 999002668 GENESIS CONSTRUCTION $1,600.00 Invoice Date Description Amount 21689374 9/11/15 Cust Refund 007870/0 $1,600.00 128028 CHK 9/15/15 8365 GEORGE TAKAJI TAKAHASHI $9,560.00 Invoice Date Description Amount 9949 9/9/15 TURF REPLACEMENT PROGRAM $9,560.00 INCENTIVE 128029 CHK 9/15/15 1452 GRAINGER INC $1,039.13 Invoice Date Description Amount 9826718703 8/25/15 PRESSURE WASHER HOSE REEL $499.91 9828161563 8/26/15 RIGID LITE COUPLING $520.22 9828161571 8/26/15 FLEXIBLE SPOUT $19.00

10/8/15 12:08:34PM Page 21 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128030 CHK 9/15/15 1329 GREATER RIVERSIDE CHAMBERS $750.00 Invoice Date Description OF Amount 83302 9/10/15 16TH ANNUAL RAINCROSS TROPHY $750.00 DINNER 128031 CHK 9/15/15 999002682 GUOQING LOU $43.84 Invoice Date Description Amount 21689397 9/11/15 Cust Refund 016184/0 $43.84 128032 CHK 9/15/15 999002686 HAYLEY HEIDLER $1,032.19 Invoice Date Description Amount 21693024 9/11/15 Cust Refund 015093/0 $1,032.19 128033 CHK 9/15/15 7476 HC MERIDIAN LLC $3,640.77 Invoice Date Description Amount 120811 12/8/11 REFUND DEPOSIT $3,640.77 128034 CHK 9/15/15 7274 HYDROSCAPE PRODUCTS $3,291.75 Invoice Date Description Amount HP-COR-3215 8/4/15 SPRAY NOZZLE PROGRAM $609.90 HP-COR-3250 8/20/15 SPRAY NOZZLE PROGRAM $641.25 HP-CV-3217 8/5/15 SPRAY NOZZLE PROGRAM $142.50 HP-CV-3260 8/20/15 SPRAY NOZZLE PROGRAM $71.25 HP-ENC-3218 8/19/15 SPRAY NOZZLE PROGRAM $142.50 HP-ORG-3235 7/30/15 SPRAY NOZZLE PROGRAM $142.50 HP-RCC-3213 8/5/15 SPRAY NOZZLE PROGRAM $213.75 HP-RCC-3261 8/20/15 SPRAY NOZZLE PROGRAM $285.00 HP-TEM-3216 7/31/15 SPRAY NOZZLE PROGRAM $427.50 HP-TEM-3262 8/20/15 SPRAY NOZZLE PROGRAM $356.25 HP-VAL-3214 8/5/15 SPRAY NOZZLE PROGRAM $188.10 HP-VAL-3258 8/20/15 SPRAY NOZZLE PROGRAM $71.25 128035 CHK 9/15/15 7268 IMPERIAL SPRINKLER SUPPLY $8,059.80 Invoice Date Description Amount IMP-ANA-3125 8/7/15 SPRAY NOZZLE PROGRAM $228.00 IMP-ANA-3270 8/20/15 SPRAY NOZZLE PROGRAM $5,985.00 IMP-LIV-3242 8/7/15 SPRAY NOZZLE PROGRAM $179.55 IMP-LIV-3269 8/11/15 SPRAY NOZZLE PROGRAM $71.25 IMP-MEN-3091 8/14/15 SPRAY NOZZLE PROGRAM $142.50 ISS-CV-3140 8/18/15 SPRAY NOZZLE PROGRAM $71.25 ISS-ONT-3224 7/31/15 SPRAY NOZZLE PROGRAM $285.00 ISS-ONT-3243 8/4/15 SPRAY NOZZLE PROGRAM $356.25 ISS-ONT-3252 8/7/15 SPRAY NOZZLE PROGRAM $267.90 ISS-ONT-3271 8/14/15 SPRAY NOZZLE PROGRAM $205.20 ISS-ONT-3286 8/18/15 SPRAY NOZZLE PROGRAM $142.50 ISS-ONT-3294 8/20/15 SPRAY NOZZLE PROGRAM $125.40 128036 CHK 9/15/15 6132 INDUSTRIAL HEARING & $1,480.00 Invoice Date Description PULMONARY Amount 11709 8/25/15 AUDIOMETRIC TESTING OF $1,480.00 EMPLOYEES 128037 CHK 9/15/15 4205 INLAND EMPIRE OCCUPATIONAL $410.00 Invoice Date Description MED Amount WESWM00014131 8/24/15 OSHA REQUIREMENT $66.00 WESWM00014153 8/25/15 OSHA REQUIREMENT $132.00 WESWM00014163 8/26/15 OSHA REQUIREMENT $99.00 WESWM00014182 8/27/15 OSHA REQUIREMENT $33.00 WESWM00014194 8/28/15 OSHA REQUIREMENT $80.00

10/8/15 12:08:34PM Page 22 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128038 CHK 9/15/15 7086 JANELL GILBERT $3,118.81 Invoice Date Description Amount TUITION-090215 9/2/15 TUITION REIMBURSEMENT $3,118.81 128039 CHK 9/15/15 999002674 JENNIFER RICHARDS $8.50 Invoice Date Description Amount 21689383 9/11/15 Cust Refund 016490/0 $8.50 128040 CHK 9/15/15 7592 JHM SUPPLY INC $71.25 Invoice Date Description Amount JHM-SG-3273 8/10/15 SPRAY NOZZLE PROGRAM $71.25 128042 CHK 9/15/15 999002679 JOE HARPER $16.97 Invoice Date Description Amount 21689392 9/11/15 Cust Refund 012285/0 $16.97 128043 CHK 9/15/15 8892 JOEL BRAVO $150.00 Invoice Date Description Amount BOOTS-090815 9/8/15 BOOTS REIMBURSEMENT $150.00 128044 CHK 9/15/15 8756 JUANA AGUILAR $7,551.00 Invoice Date Description Amount PY-35820 9/11/15 TURF REPLACEMENT PROGRAM $7,551.00 INCENTIVE 128045 CHK 9/15/15 8725 KATHRYN UNGER $7,815.00 Invoice Date Description Amount 23866 9/10/15 TURF REPLACEMENT PROGRAM $7,815.00 INCENTIVE 128046 CHK 9/15/15 8891 KEVIN DOAN $850.00 Invoice Date Description Amount 090115 9/1/15 FIRE FLOW TEST REFUND $500.00 090215 9/1/15 FIRE FLOW TEST REFUND $350.00 128047 CHK 9/15/15 7904 LAWNSCAPE SYSTEMS, INC. $400.00 Invoice Date Description Amount 373220 8/27/15 HARLEY JOHN TANK- TROUBLE $400.00 SHOOT AND REPAIRED PRESSURE SWITCH ON THE BOOSTER PUMP 128048 CHK 9/15/15 999002677 MARIA SANTANA $34.26 Invoice Date Description Amount 21689388 9/11/15 Cust Refund 009737/0 $34.26 128049 CHK 9/15/15 999002678 MARINA MAHONEY $50.06 Invoice Date Description Amount 21689389 9/11/15 Cust Refund 019768/0 $50.06 128050 CHK 9/15/15 6346 MAUREEN ERBEZNIK & ASSOC. $13,329.50 Invoice Date Description Amount FSN_FY_2013_37 9/11/15 FREESPRINKLERNOZZLES .COM $6,312.50 PROGRAM MANAGEMENT AND ADMINISTRATIVE SUPPORT FSN_FY_2013_38 9/11/15 FREESPRINKLERNOZZLES .COM $7,017.00 PROGRAM MANAGEMENT AND ADMINISTRATIVE SUPPORT 128051 CHK 9/15/15 8873 MICHAEL EDWARD BALDER $1,928.00 Invoice Date Description Amount PY-33325 9/9/15 TURF REPLACEMENT PROGRAM $1,928.00 INCENTIVE

10/8/15 12:08:34PM Page 23 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128052 CHK 9/15/15 999002687 MIKE HAGIU $626.09 Invoice Date Description Amount 21696665 9/11/15 Cust Refund 005437/0 $626.09 128053 CHK 9/15/15 7270 MODERN IRRIGATION $570.00 Invoice Date Description Amount MI-UPL-3233 8/12/15 SPRAY NOZZLE PROGRAM $570.00 128054 CHK 9/15/15 8872 MONA ATTALLA KARLIKLI $5,415.00 Invoice Date Description Amount 43 9/10/15 TURF REPLACEMENT PROGRAM $5,415.00 INCENTIVE 128055 CHK 9/15/15 7124 MORGAN STANLEY $923.08 Invoice Date Description Amount 090915 9/9/15 457-ACCTS-OTHER $923.08 128056 CHK 9/15/15 7121 MORGAN STANLEY & CO (457) $475.00 Invoice Date Description Amount 090915 9/9/15 457-ACCTS $475.00 128057 CHK 9/15/15 7122 MORGAN STANLEY & CO (401A) $376.08 Invoice Date Description Amount 090915 9/9/15 401A $376.08 128058 CHK 9/15/15 8886 NEIL C MILLER $2,630.00 Invoice Date Description Amount PY-41839 9/9/15 REPLACE TURF PROGRAM $2,630.00 128059 CHK 9/15/15 7553 NORMAC INC $498.75 Invoice Date Description Amount NRM-CH-3231 8/7/15 FREE NOZZLE PROGRAM $427.50 NRM-STK-3241 8/18/15 FREE NOZZLE PROGRAM $71.25 128060 CHK 9/15/15 2134 OFFICE DEPOT $795.20 Invoice Date Description Amount 788868074002 8/27/15 SUPPLIES $52.91 790043393001 8/27/15 SUPPLIES $52.91 790043818001 8/27/15 SUPPLIES $51.48 790106712001 8/28/15 SUPPLIES $454.60 790106737001 8/28/15 SUPPLIES $27.85 790106738001 8/28/15 SUPPLIES $69.95 790360722001 8/28/15 SUPPLIES $85.50 128061 CHK 9/15/15 8431 PANERA BREAD COMPANY $108.16 Invoice Date Description Amount 60150900506 8/28/15 MISCELLANEOUS SUPPLY $108.16 128062 CHK 9/15/15 7144 PAUL SAVARIA $273.00 Invoice Date Description Amount 090915 9/9/15 PER DIEM & TAXI COST $273.00 128063 CHK 9/15/15 6859 PAY PLUS SOLUTIONS $147.00 Invoice Date Description Amount 6058 9/1/15 MONTHLY SUBSCRIPTION $147.00 128064 CHK 9/15/15 7071 RANDY TOEPHER $105.00 Invoice Date Description Amount CERTIFICATION-090 9/2/15 D4 CERTIFICATION $105.00 215

10/8/15 12:08:34PM Page 24 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128065 CHK 9/15/15 999002675 RAY GLENDRANGE $87.00 Invoice Date Description Amount 21689384 9/11/15 Cust Refund 005688/0 $87.00 128066 CHK 9/15/15 6400 RICHARD'S MOBILE DETAILING $550.00 Invoice Date Description Amount 641033 8/26/15 VEHICLE WASH/DETAIL $275.00 641038 8/28/15 VEHICLE WASH/DETAIL $275.00 128067 CHK 9/15/15 999002676 ROBERT CHRISCO $64.13 Invoice Date Description Amount 21689387 9/11/15 Cust Refund 008048/0 $64.13 128068 CHK 9/15/15 999002684 RUSSEL REAL ESTATE GROUP $481.07 Invoice Date Description Amount 21689400 9/11/15 Cust Refund 004453/0 $481.07 128069 CHK 9/15/15 8155 SJ WATER CONSERVATION CORP. $6,295.92 Invoice Date Description Amount WMWD090415 9/4/15 URINAL VALVE PROGRAM $6,295.92 128070 CHK 9/15/15 7269 SMITH PIPE & SUPPLY INC $855.00 Invoice Date Description Amount SPS-LAN-3151 8/5/15 FREE NOZZLE PROGRAM $71.25 SPS-ONT-3227 8/5/15 FREE NOZZLE PROGRAM $71.25 SPS-ONT-3253 8/13/15 FREE NOZZLE PROGRAM $427.50 SPS-SM-3226 8/13/15 FREE NOZZLE PROGRAM $71.25 SPS-VEN-3161 8/5/15 FREE NOZZLE PROGRAM $71.25 SPS-WLV-3228 8/5/15 FREE NOZZLE PROGRAM $142.50

10/8/15 12:08:34PM Page 25 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128071 CHK 9/15/15 4279 SOUTHERN CALIFORNIA FLEET $12,592.34 Invoice Date Description SERV Amount RV648142 8/27/15 RR MANIFOLD ETC #261 $4,354.63 RV717049 8/22/15 RR TIRE #311 $172.50 RV717060 8/28/15 OVERRIDE IDLE #288 $552.00 RV717063 8/28/15 BIT INSPECTION #288 $68.75 RV717149 8/22/15 RR SWITCHES #163 $285.28 RV717156 8/26/15 PREVENT/MAINTAIN#261 $82.50 RV717157 8/22/15 PREVENT/MAINTAIN#163 $154.65 RV717159 8/26/15 REGEN UNIT #252 $13.75 RV717162 8/22/15 RR BATTERY #270 $266.89 RV717163 8/22/15 BROKEN TAIL LIGHT272 $146.27 RV717164 8/22/15 PRVENT/MAINTAIN#252 $169.52 RV717165 8/25/15 RR CONTROL VALVE#252 $366.95 RV717169 8/22/15 PAPERWORK/SCHEDULE/ ORDER $701.11 PARTS RV717170 8/22/15 PREVENT/MAINTAIN#206 $96.25 RV717172 8/22/15 CLEAN SHOP AND STORE PARTS $41.25 AND PAPERWORK RV717173 8/26/15 RR LIGHTS #215 $665.71 RV717174 8/25/15 EVAP FUEL LEAK#233 $262.00 RV717175 8/25/15 RR FRONT BRAKES#206 $128.24 RV717177 8/25/15 RR FRONT BRAKES #221 $306.80 RV717178 8/25/15 FRONT HARDWARE#273 $66.86 RV717179 8/26/15 BLOWER RESISTER#206 $99.58 RV717180 8/25/15 CHECK OIL TANKS AND CLEAN $41.25 SHOP PAPERWORK RV717181 8/25/15 PAPERWORK/SCHEDULE $138.00 RV717182 8/26/15 RR FUSE #202 $55.00 RV717183 8/26/15 PREVENT/MAINTAIN#215 $151.87 RV717185 8/27/15 PREVENT/MAINTAIN#202 $154.62 RV717188 8/26/15 AIR BAG REPAIR#278 $13.75 RV717190 8/26/15 PAPERWORK CLEAN SHOP $27.50 RV717191 8/26/15 ORDER PART/PAPERWORK $207.00 SCHEDULING RV717193 8/26/15 QTRLY INSPECTION#289 $131.00 RV717194 8/26/15 PREVENT/MAINTAIN#289 $82.50 RV717197 8/26/15 RR HOSES #286 $55.00 RV717198 8/26/15 RR HEADLIGHT BULB302 $45.19 RV717199 8/26/15 RR FLEET DEVICE #249 $27.50 RV717200 8/26/15 RR FLEET DEVICE #278 $27.50 RV717201 8/26/15 PAPERWORK/SCHEDULE/ ORDER $138.00 PARTS RV717202 8/26/15 RR NETWORK FLEET#270 $41.25 RV717203 8/26/15 RR NETWORK FLEET#346 $41.25 RV717204 8/27/15 RR TIRE #304 $55.00 RV717205 8/26/15 PAPERWORK/CLEAN SHOP $55.00 RV717206 8/27/15 PREVENT/MAINTAIN#345 $105.56 RV717207 8/27/15 RR NETWORK DEVICE345 $41.25 RV717208 8/27/15 PREVENT/MAINTAIN#290 $195.67 RV717209 8/27/15 RR NETWORK DEVICE290 $41.25 RV717210 8/27/15 CHECK FLEET DEVICE209 $13.75 RV717211 8/27/15 RR NETWORK DEVICE259 $41.25 RV717212 8/27/15 PAPERWORK/CLEAN SHOP $41.25 RV717213 8/27/15 PAPERWORK/SCHEDULE/ ORDER $552.00 PARTS RV720502 8/28/15 RR TORQUE ARM#288 $1,070.69

10/8/15 12:08:34PM Page 26 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128072 CHK 9/15/15 1142 THE GAS COMPANY $7,568.58 Invoice Date Description Amount 0915-7700 9/8/15 TRANSMISSION CHARGE $7,568.58 128073 CHK 9/15/15 1142 THE GAS COMPANY $14.30 Invoice Date Description Amount 0915-13353156 9/4/15 GAS CHARGES $14.30 128074 CHK 9/15/15 4436 SPOK, INC $379.40 Invoice Date Description Amount Y3355468I 8/31/15 WIRELESS SERVICE $379.40 128076 CHK 9/15/15 1050 TEMECULA VALLEY PIPE & SUPPLY $493.05 Invoice Date Description Amount TVPS-TEM-3237 8/4/15 FREE NOZZLE PROGRAM $350.55 TVPS-TEM-3251 8/12/15 FREE NOZZLE PROGRAM $142.50 128077 CHK 9/15/15 999002669 TREVOR CONNER $71.69 Invoice Date Description Amount 21689376 9/11/15 Cust Refund 018207/0 $71.69 128078 CHK 9/15/15 999002681 TROY BEERS $94.22 Invoice Date Description Amount 21689396 9/11/15 Cust Refund 016511/0 $94.22 128079 CHK 9/15/15 7800 UNIFIRST CORPORATION $664.44 Invoice Date Description Amount 325 0957790 8/24/15 UNIFORM SERVICE $519.34 325 0957800 8/24/15 UNIFORM SERVICE $32.28 325 0957801 8/24/15 UNIFORM SERVICE $43.92 325 0958620 8/26/15 UNIFORM SERVICE $32.05 325 0958640 8/26/15 UNIFORM SERVICE $36.85 128080 CHK 9/15/15 7126 UNITED WAY $161.50 Invoice Date Description Amount 090915 9/9/15 DONATIONS $161.50 128082 CHK 9/15/15 7277 WALTERS WHOLESALE ELECTRIC $502.55 Invoice Date Description CO Amount 1427503-00 8/19/15 ELECTRICAL PARTS $502.55 128083 CHK 9/15/15 7980 WEST COAST SAND & GRAVEL, $663.94 Invoice Date Description INC. Amount 1060450 8/24/15 AGGREGATE BASE $663.94 128084 CHK 9/15/15 1202 WESTERN REFINING WHOLESALE $2,887.52 Invoice Date Description Amount 259610 9/3/15 DIESEL/GASOLINE FUEL $2,887.52 128085 CHK 9/15/15 7127 WMWD EMPLOYEE ASSOCIATION $675.00 Invoice Date Description Amount 090915 9/9/15 DUES $675.00 128086 CHK 9/15/15 8132 WORKFORCE SAFETY $1,300.00 Invoice Date Description Amount WMWD 8/27/15 SAFETY TESTING $1,300.00 RFT252715JG 128087 CHK 9/15/15 999002680 XIOMARA MELENDEZ $47.34 Invoice Date Description Amount 21689395 9/11/15 Cust Refund 020430/0 $47.34

10/8/15 12:08:34PM Page 27 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128088 CHK 9/15/15 999002685 YUN SUN $171.17 Invoice Date Description Amount 21689401 9/11/15 Cust Refund 020138/0 $171.17 128089 CHK 9/15/15 999002670 ZENA DONALDSON $13.53 Invoice Date Description Amount 21689377 9/11/15 Cust Refund 018632/0 $13.53 128090 CHK 9/17/15 8636 NEOFUNDS BY NEOPOST $2,000.00 Invoice Date Description Amount 11252091-073015 8/25/15 POSTAGE $2,000.00 128091 CHK 9/21/15 5855 BRENDA DENNSTEDT $192.63 Invoice Date Description Amount 090515 9/5/15 MILEAGE REIMBURSE $192.63 128092 CHK 9/22/15 6714 A-CHECK AMERICA, INC $74.70 Invoice Date Description Amount 59-0450761 8/31/15 BACKGROUND CHECK $74.70 128093 CHK 9/22/15 1212 ACWA/JPIA $343,108.00 Invoice Date Description Amount W003-082415 8/24/15 AUTO AND GENERAL LIABILITY $343,108.00 PROGRAM FOR 10/1/2015- 10/1/2016 128094 CHK 9/22/15 8121 ADMIN ARSENAL, INC. $252.00 Invoice Date Description Amount 9411S 9/4/15 UPGRADE PRO PDQ INVENTORY $252.00 TO ENTERPRISE 128095 CHK 9/22/15 5897 AKLUFI & WYSOCKI $11,120.00 Invoice Date Description Amount 125 8/31/15 LEGAL SERVICES $11,120.00 128096 CHK 9/22/15 7435 ALLEGRA MARKETING PRINT MAIL $149.04 Invoice Date Description Amount 56385 8/20/15 BANNER $149.04 128097 CHK 9/22/15 6568 AT&T CALNET $1,334.52 Invoice Date Description Amount 000006982382 8/28/15 TELEPHONE $17.88 000006982544 8/28/15 TELEPHONE $0.56 000006987010 9/1/15 TELEPHONE $1,242.45 000007002001 9/2/15 TELEPHONE $69.17 000007013994 9/4/15 TELEPHONE $4.46 128098 CHK 9/22/15 2429 AT&T LONG DISTANCE $135.07 Invoice Date Description Amount 0915-826684608 9/4/15 TELEPHONE $135.07 128099 CHK 9/22/15 5988 BARRY'S SECURITY SERVICE INC $1,014.75 Invoice Date Description Amount 72006 8/31/15 SECURITY SERVICE $891.75 72007 8/31/15 SECURITY SERVICE $123.00

10/8/15 12:08:34PM Page 28 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128101 CHK 9/22/15 8252 BHELECTRIC, INC $1,820.64 Invoice Date Description Amount 1247 9/3/15 ELECTRICAL SERVICE TO PROVIDE $820.64 PERFORM A LOAD CALCULATION ON WMWD DESALTER MCC A PANEL 1251 9/4/15 PROVIDE DESIGN AND $1,000.00 ENGINEERING OF ELECTRICAL SYSTEM FOR ALINGTON DESALTER BUILDING 128102 CHK 9/22/15 5855 BRENDA DENNSTEDT $157.55 Invoice Date Description Amount 091915 9/19/15 MILEAGE REIMBURSE $157.55 128104 CHK 9/22/15 4697 BURRTEC WASTE INDUSTRIES INC $262.75 Invoice Date Description Amount 0915-459606 9/1/15 TRASH SERVICE $262.75 128105 CHK 9/22/15 6305 C WELLS PIPELINE MATERIALS INC $5,863.05 Invoice Date Description Amount INV000049893 9/2/15 JONES 4 "X2-1/2" 8H FH 1-1/2" PENT $5,227.20 YELL INV000049894 9/2/15 1" J-2635SG COPPER 45 BEND $635.85 128106 CHK 9/22/15 7751 C.T.W.S., LLC $152.20 Invoice Date Description Amount DC45860 8/31/15 COMPRESSED WELDING GASES $152.20 128107 CHK 9/22/15 6587 CANON FINANCIAL SERVICES, INC $1,551.20 Invoice Date Description Amount 15296830 9/12/15 EQUIPMENT LEASE $1,551.20 128108 CHK 9/22/15 1029 CENTRAL COMMUNICATIONS $916.74 Invoice Date Description Amount 150900015101 9/8/15 ANSWERING SERVICE $916.74 128109 CHK 9/22/15 4727 CHANDLER ASSET MANAGEMENT $6,833.00 Invoice Date Description INC Amount 18191 9/2/15 ASSET MANAGEMENT FEE $6,833.00 128110 CHK 9/22/15 8721 CHARLENE GUTIERREZ $10.50 Invoice Date Description Amount 2 9/18/15 MEDICARE PART B PENALTY $10.50 REIMBURSEMENT 128111 CHK 9/22/15 8239 CHERYL ANN PARKER $16,446.00 Invoice Date Description Amount 15937 9/17/15 TURF REPLACEMENT PROGRAM $16,446.00 INCENTIVE 128112 CHK 9/22/15 8778 CHERYL T YAMADA $750.00 Invoice Date Description Amount PY-19127 9/17/15 TURF REPLACEMENT PROGRAM $750.00 INCENTIVE 128113 CHK 9/22/15 1112 CITY OF RIVERSIDE $219,928.71 Invoice Date Description Amount PY-00227558 9/4/15 WATER PRODUCTION $219,928.71 128114 CHK 9/22/15 5845 CODE PUBLISHING INC. $493.35 Invoice Date Description Amount 50777 9/2/15 DISTRICT CODE, ELECTRONIC $493.35 UPDATE 10/8/15 12:08:34PM Page 29 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128115 CHK 9/22/15 8864 COPELAND CONSULTING $257.15 Invoice Date Description Amount 298 8/31/15 PROFESSIONAL SERVICE -W-SB $257.15 WM VOL 8 128116 CHK 9/22/15 7010 CORELOGIC, INC $325.00 Invoice Date Description Amount 81578488 8/31/15 MONTHLY SUBSCRIPTION $325.00 128117 CHK 9/22/15 7839 CREATION GRAPHIC DESIGN, INC. $3,273.75 Invoice Date Description Amount 0915 031 9/2/15 MISC DESIGN PROJECTS $3,273.75 /COLLATERAL/BRANDING 128120 CHK 9/22/15 4518 DELL COMPUTER CORP $4,262.30 Invoice Date Description Amount XJRKCKTN6 8/31/15 PRO SUPPORT 4-HOUR 7X24 $2,498.00 ON-SITE E SERVICE XJRKPJ8F2 9/1/15 DELL LATITUDE E7450/ 7450, BTX $1,633.64 XJRM34924 9/2/15 DELL ADAPTER $24.94 XJRM9J1D8 9/3/15 SAMSUNG 850 EVO SOLID STATE $105.72 DRIVE 128121 CHK 9/22/15 8228 DEPARTMENT OF JUSTICE $64.00 Invoice Date Description Amount 121705 9/3/15 FINGERPRINT APPS $64.00 128122 CHK 9/22/15 7029 DISH DBS CORPORATION $122.69 Invoice Date Description Amount 0915-2037875 9/12/15 SATELLITE SERVICE $122.69 128123 CHK 9/22/15 5456 DONALD GALLEANO $59.23 Invoice Date Description Amount 091915 9/19/15 MILEAGE REIMBURSE $59.23 128124 CHK 9/22/15 1043 EASTERN MWD $13,149.40 Invoice Date Description Amount 24056 9/9/15 OUTSIDE SEWER $13,149.40 128125 CHK 9/22/15 8378 ENTERPRISE RENT-A-CAR $157.73 Invoice Date Description Amount 6778860 8/31/15 CAR RENTAL $157.73

10/8/15 12:08:34PM Page 30 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128126 CHK 9/22/15 1017 ES BABCOCK & SONS INC $4,724.00 Invoice Date Description Amount BF52123-7138 6/22/15 WATER TESTING $441.00 BG52524-7135 7/29/15 WATER TESTING $25.00 BG52754-7137 7/30/15 WATER TESTING $20.00 BH52616-7138 8/28/15 WATER TESTING $550.00 BI50009-7138 9/1/15 WATER TESTING $550.00 BI50011-7138 9/1/15 WATER TESTING $93.00 BI50051-7136 9/1/15 WATER TESTING $45.00 BI50053-7135 9/1/15 WATER TESTING $45.00 BI50054-7137 9/1/15 WATER TESTING $40.00 BI50056-7137 9/1/15 WATER TESTING $100.00 BI50067-7138 9/1/15 WATER TESTING $446.00 BI50298-7135 9/3/15 WATER TESTING $45.00 BI50308-7137 9/3/15 WATER TESTING $60.00 BI50327-7135 9/3/15 WATER TESTING $15.00 BI50335-7135 9/3/15 WATER TESTING $15.00 BI50346-7137 9/4/15 WATER TESTING $60.00 BI50493-7138 9/4/15 WATER TESTING $1,511.00 BI50494-7138 9/4/15 WATER TESTING $218.00 BI50505-7135 9/4/15 WATER TESTING $15.00 BI50509-7135 9/4/15 WATER TESTING $180.00 BI50510-7135 9/4/15 WATER TESTING $30.00 BI50511-7135 9/4/15 WATER TESTING $30.00 BI50512-7135 9/4/15 WATER TESTING $45.00 BI50513-7137 9/4/15 WATER TESTING $85.00 BI50515-7137 9/4/15 WATER TESTING $30.00 BI50517-7135 9/4/15 WATER TESTING $30.00 128127 CHK 9/22/15 6474 FIELDMAN, ROLAPP & ASC $191.25 Invoice Date Description Amount 22106 8/31/15 PROFESSIONAL SERVICE $191.25 128128 CHK 9/22/15 4715 G/M BUSINESS INTERIORS $192.07 Invoice Date Description Amount 0215070-IN 8/31/15 CUBICLE ACCESSORY $192.07 128129 CHK 9/22/15 7552 GARDA CL WEST INC $237.19 Invoice Date Description Amount 10136301 9/1/15 ARMORED SERVICE $225.34 20099058 8/31/15 ARMORED SERVICE $11.85 128130 CHK 9/22/15 8899 GIDGET THOMPSON $22,180.00 Invoice Date Description Amount 39204 9/17/15 TURF REPLACEMENT PROGRAM $22,180.00 INCENTIVE 128131 CHK 9/22/15 8067 GOLDEN STATE CONSULTANTS $10,115.00 Invoice Date Description Amount 141 8/31/15 CROSS CONNECTION $10,115.00 CONTROL/BACKFLOW PROGRAM SUPPORT 128132 CHK 9/22/15 1452 GRAINGER INC $1,082.69 Invoice Date Description Amount 9824797048 8/31/15 BLOWER, 105CFM $117.09 9830276086 8/31/15 VC LINK 360G SOFTWARE $67.50 9832100540 9/1/15 CURVED SCRATCH BRUSH, CABLE $898.10 TIE, ELECTRICAL TAPE, SPLICING TAPE, COIN CELL

10/8/15 12:08:34PM Page 31 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128133 CHK 9/22/15 1329 GREATER RIVERSIDE CHAMBERS $340.00 Invoice Date Description OF Amount 83296 9/4/15 GRB-1/4 PAGE AD $340.00 128134 CHK 9/22/15 1237 HACH COMPANY $447.73 Invoice Date Description Amount 9559897 9/3/15 MISC SUPPLIES $447.73 128135 CHK 9/22/15 4833 HANK'S HARDWARE & LUMBER INC $102.99 Invoice Date Description Amount L25980 9/4/15 MISC SUPPLIES $102.99 128136 CHK 9/22/15 5016 HD SUPPLY WATERWORKS, LTD $3,931.55 Invoice Date Description Amount E402550 9/3/15 20 B3211-6 FLG BFV OL N&E, J969 $3,931.55 10X1- 1/4IP BRZ SAD D/S SS 33-10456 128137 CHK 9/22/15 7503 HDR | SCHIFF $3,784.20 Invoice Date Description Amount 00232985-B 9/4/15 PROFESSIONAL SERVICE $3,784.20 -NONDESTRUCTIVE CONDITION ASSESSMENT FOR THE MILLS GRAVITY LINE 128138 CHK 9/22/15 8547 IDMODELING INC $67,020.00 Invoice Date Description Amount 273-001-03 8/31/15 SEDARU ENTERPRISE $67,020.00 IMPLEMENTATION 128139 CHK 9/22/15 5629 INFOSEND INC $12,015.74 Invoice Date Description Amount 96445 8/31/15 CUSTOMER WATER BILLS $3,931.71 96446 8/31/15 WATER BILL POSTAGE $8,084.03 128140 CHK 9/22/15 4205 INLAND EMPIRE OCCUPATIONAL $66.00 Invoice Date Description MED Amount WESWM00014212 8/31/15 OSHA REQUIREMENT $33.00 WESWM00014236 9/1/15 OSHA REQUIREMENT $33.00 128142 CHK 9/22/15 6909 IRON MOUNTAIN INC. $668.00 Invoice Date Description Amount LUY9194 8/31/15 RECORD STORAGE $560.71 LUZ2743 8/31/15 RECORD STORAGE $107.29 128143 CHK 9/22/15 8680 JOYCE CLAVON $84.00 Invoice Date Description Amount 2 9/5/15 MEDICARE PART B PENALTY $84.00 REIMBURSEMENT 128144 CHK 9/22/15 8036 KEENAN & ASSOCIATES $2,270.87 Invoice Date Description Amount 180510 9/1/15 BENEFIT CONSULTING FEE $2,270.87 128145 CHK 9/22/15 4419 KENNEDY JENKS CONSULTANTS $1,654.90 Invoice Date Description Amount 95152 9/4/15 PROFESSIONAL SERVICE FOR $1,654.90 GRANT ADMINISTRATION ASSISTANCE RIVERSIDE -CORONA FEEDER

10/8/15 12:08:34PM Page 32 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128146 CHK 9/22/15 8676 KENNETH A BAERENKLAU $262.50 Invoice Date Description Amount 3 8/31/15 LABOR $262.50 128147 CHK 9/22/15 8719 KERRY DOUGLASS $21.00 Invoice Date Description Amount 1 9/23/15 MEDICARE PART B PENALTY $21.00 REIMBURSEMENT 128148 CHK 9/22/15 8663 KEVIN JIN $2,300.00 Invoice Date Description Amount PY-7186 9/9/15 TURF REPLACEMENT PROGRAM $2,300.00 INCENTIVE 128149 CHK 9/22/15 1067 KH METALS & SUPPLY $66.98 Invoice Date Description Amount 0319466-IN 9/3/15 MISC SUPPPLIES $66.98 128150 CHK 9/22/15 7557 KINETIC PERSONNEL GROUP INC $7,135.50 Invoice Date Description Amount 5127935 8/25/15 TEMP SERVICE $3,237.60 5128034 9/1/15 TEMP SERVICE $2,257.80 5128125 9/8/15 TEMP SERVICE $1,640.10 128151 CHK 9/22/15 5843 KP PUBLIC AFFAIRS, LLC $8,575.00 Invoice Date Description Amount 35494 9/1/15 PROVIDE PUBLIC POLICY $8,575.00 STRATEGY AND ADVOCACY FOR SEPT. 2015, & MONTHLY FEE FOR REPORT TO STATE

10/8/15 12:08:34PM Page 33 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128152 CHK 9/22/15 3049 KRIEGER & STEWART $11,249.70 Invoice Date Description Amount 38560 9/1/15 CONSTRUCTION $28.50 INSPECTOR-TRACT 32997 ONSITE SEWER 38561 9/1/15 CONSTRUCTION $620.10 INSPECTOR-TRACT 32997 ONSITE WATER & RECYCLED WATER 38562 9/1/15 CONSTRUCTION INSPECTOR- $456.30 METROLINK SEWER AND WATER 38563 9/1/15 CONSTRUCTION $2,221.30 INSPECTOR-TRACT NO. 36390 GRADING 38564 9/1/15 CONSTRUCTION $203.10 INSPECTOR-MERIDIAN UNIT 4 PHASE 2 (WATER) 38565 9/1/15 CONSTRUCTION $60.60 INSPECTOR-MERIDIAN UNIT 4 PHASE 2 (RECYCLED WATER) 38566 9/1/15 CONSTRUCTION $841.20 INSPECTOR-BAKER'S DRIVE THRU 38567 9/1/15 CONSTRUCTION $28.50 INSPECTOR-WOODCREST, LLC TRACT NO. 30238 38568 9/1/15 CONSTRUCTION INSPECTOR-COLE $3,003.60 AVENUE STORM DRAIN RELOCATION 38569 9/1/15 CONSTRUCTION $609.60 INSPECTOR-TRACT NO. 30473 BELLA VISTA SEWER IMPROVEMENTS 38570 9/1/15 CONSTRUCTION $2,599.40 INSPECTOR-ROOSEVELT TANK EMERGENCY OUTLET PROJECT 38571 9/1/15 CONSTRUCTION INSPECTOR-MARB $577.50 DEMO BLDG 501, 877, 1050, 1054, 2670 128153 CHK 9/22/15 7904 LAWNSCAPE SYSTEMS, INC. $19,666.49 Invoice Date Description Amount 374632 8/31/15 LAWNSCAPE SERVICE $19,666.49 128154 CHK 9/22/15 7772 LEMIEUX & O'NEILL $1,548.19 Invoice Date Description Amount 0815-1151-309 8/31/15 LEGAL SERVICS $1,548.19 128155 CHK 9/22/15 8889 MARLA MAE BOOTH $7,746.50 Invoice Date Description Amount 16540 9/17/15 TURF REPLACEMENT PROGRAM $7,746.50 INCENTIVE 128157 CHK 9/22/15 7046 MURRIETA ELEMENTARY SCHOOL $1,500.00 Invoice Date Description Amount SPONSORSHIP-0914 9/14/15 5TH GRADE SCIENCE $1,500.00 15 CAMP-PATHFINDER RANCH 128158 CHK 9/22/15 8346 NEW PIG CORPORATION $2,140.31 Invoice Date Description Amount 21737009-00 9/2/15 POLY SPILL DECKS $1,387.87 21744755-00 8/31/15 DRI LOOSE ABSORBENT $752.44

10/8/15 12:08:34PM Page 34 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128159 CHK 9/22/15 4520 NOBEL SYSTEMS INC $3,400.00 Invoice Date Description Amount 13660 8/31/15 GIS UPDATES $3,400.00 128160 CHK 9/22/15 5574 NORM THOMAS/DBA T&K $8,880.00 Invoice Date Description ENGINEERIN Amount 07-15-WM-1 8/29/15 CONSULTING SUPPORT $8,880.00 128161 CHK 9/22/15 8885 NTH SOLUTIONS, LLC $109.50 Invoice Date Description Amount 2485 9/4/15 LEAK ALERTOR PARTS $109.50 128162 CHK 9/22/15 8637 O RINGS & THINGS/S&D $1,071.26 Invoice Date Description SPECIALTY Amount 67884 9/1/15 OIL SEAL $38.83 67893 9/1/15 OIL SEAL $38.83 67919 9/2/15 FABRICATE NEW COLLAR $993.60 128163 CHK 9/22/15 2134 OFFICE DEPOT $599.06 Invoice Date Description Amount 784856660001 9/1/15 SUPPLIES $12.41 790604818001 8/31/15 SUPPLIES $122.25 790604869001 8/31/15 SUPPLIES $4.69 791143574001 9/2/15 SUPPLIES $39.51 791185600001 9/1/15 SUPPLIES $9.29 791921269001 9/4/15 SUPPLIES $105.34 791921521001 9/4/15 SUPPLIES $125.97 791921746001 9/4/15 SUPPLIES $71.17 791923666001 9/4/15 SUPPLIES $86.84 791923742001 9/4/15 SUPPLIES $21.59 128164 CHK 9/22/15 8677 ONESOURCE DISTRIBUTORS, LLC $358.89 Invoice Date Description Amount S4747287.006 8/30/15 SAFETY SUPPLIES $320.21 S4814806.001 8/24/15 SAFETY SUPPLIES $38.68 128165 CHK 9/22/15 6872 ONLINE INFORMATION SERVICES, I $769.22 Invoice Date Description Amount 370600000081 8/31/15 COLLECTIONS INVOICE $195.67 669387 8/31/15 UTILITY EXCHANGE REPORT $573.55 128166 CHK 9/22/15 1132 RANCHO CALIFORNIA WATER $3,231.33 Invoice Date Description Amount BL-376 9/16/15 JPA LEGAL COUNSEL $3,231.33 128167 CHK 9/22/15 6400 RICHARD'S MOBILE DETAILING $245.00 Invoice Date Description Amount 641043 9/4/15 DETAIL #348 $110.00 641044 9/4/15 DETAIL #344 $110.00 641045 9/4/15 DETAIL #299 $25.00 128168 CHK 9/22/15 8893 RICK W HODGES $1,450.00 Invoice Date Description Amount 32582 9/17/15 REPLACE TURF PROGRAM $1,450.00 128169 CHK 9/22/15 8900 ROBERT J DAVENPORT $7,000.00 Invoice Date Description Amount 42230 9/21/15 REPLACE TURF PROGRAM $7,000.00 128170 CHK 9/22/15 8140 ROW TRAFFIC SAFETY, INC. $322.06 Invoice Date Description Amount 14381 9/3/15 TELESPAR POST 2"X12' $322.06

10/8/15 12:08:34PM Page 35 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128171 CHK 9/22/15 5009 RT LAWRENCE CORPORATION $838.57 Invoice Date Description Amount 40046 9/4/15 PROCESS LOCKBOX $838.57 128172 CHK 9/22/15 4647 S.R. AL LOPEZ $110.40 Invoice Date Description Amount 091915 9/19/15 REIMBURSE MILEAGE $110.40 128173 CHK 9/22/15 1127 SAWPA $2,812.30 Invoice Date Description Amount 8704 7/31/15 TRUCK DISCHARGE $2,812.30 128174 CHK 9/22/15 8030 SCHEEVEL ENGINEERING, LLC $4,375.00 Invoice Date Description Amount 1044 9/2/15 ENGINEERING SERVICE $4,375.00 128175 CHK 9/22/15 8384 SCOTT PAGE $187.80 Invoice Date Description Amount 090815 9/8/15 REIMBURSE CLASS A LICENSE $42.00 BOOTS-091115 9/17/15 REIMBURSE BOOTS $145.80 128177 CHK 9/22/15 4871 SHIELDS CONSULTING GROUP INC $908.10 Invoice Date Description Amount 1516-2 9/1/15 CONSULTING SERVICE $908.10

10/8/15 12:08:34PM Page 36 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128179 CHK 9/22/15 4279 SOUTHERN CALIFORNIA FLEET $11,513.06 Invoice Date Description SERV Amount RV714148A 9/4/15 RR AXLE/BRAKE #288 $2,168.47 RV717214 8/29/15 TRANSPORT UNIT #342 $241.50 RV717215 8/29/15 NETWORK DEVICE#342 $69.00 RV717216 9/3/15 RR ELECTRICAL #244 $3,992.14 RV717217 8/29/15 BATTERY CHARGE#259 $41.25 RV717218 8/29/15 PREVENT/MAINTAIN#248 $123.75 RV717219 8/29/15 PAPERWORK/CLEAN SHOP/STACK $41.25 TIRES RV717220 8/29/15 PAPERWORK/SCHEDULE/ ORDER $335.89 PARTS RV717221 9/1/15 CHECK BRAKES#305 $27.50 RV717222 9/1/15 RR FUSE/SWITCH#159 PREVENT/ $142.02 RV717223 9/1/15 MAINTAIN#283 $220.23 RV717226 9/1/15 MOVE UNITS OPEN AREA $189.75 RV717227 9/1/15 PAPERWORK/CLEAN SHOP $34.50 RV717228 9/1/15 RR NETWORK DEVICE283 $41.25 RV717229 8/29/15 PAPERWORK/SCHEDULE $241.50 RV717230 9/1/15 RR IGNITION KEY#279 $103.50 RV717231 9/1/15 RR NETWORK DEVICE279 $69.00 RV717232 9/1/15 RR TIRE PRESSURE#284 $34.50 RV717233 9/2/15 TEST CRANE #291 $172.50 RV717234 9/1/15 PREVENT/MAINTAIN#279 $110.00 RV717235 9/2/15 PREVENT/MAINTAIN#291 $68.75 RV717236 9/1/15 RR NETWORK DEVICE#WR1 $41.25 RV717237 9/1/15 CHECK BLINKERS #WR1 $27.50 RV717238 9/1/15 RR NETWORK DEVICE288 $41.25 RV717239 9/1/15 RR NETWORK DEVICE288 $41.25 RV717240 9/2/15 RR NETWORK DEVICE340 $41.25 RV717242 9/2/15 RR NETWORK DEVICE300 $27.50 RV717243 9/2/15 PAPERWORK/CLEAN SHOP $41.25 RV717244 9/2/15 PAPERWORK $103.50 RV717245 9/2/15 PREVENT/MAINTAIN#335 $103.50 RV717247 9/2/15 RR NETWORK DEVICE285 $69.00 RV717248 9/2/15 RR SENSOR #302 $69.00 RV717249 9/2/15 RR NETWORK DEVICE302 $69.00 RV717250 9/2/15 SMOG TEST #285 $155.25 RV717251 9/3/15 RR NETWORK DEVICE287 $69.00 RV717252 9/3/15 SMOG TEST #287 $166.75 RV717253 9/3/15 SMOG TEST #209 $155.25 RV717254 9/3/15 RR CALIPER BOLTS#273 $155.99 RV717256 9/3/15 SMOG TEST #267 $132.00 RV717257 9/3/15 SMOG TEST #245 $145.75 RV717258 9/3/15 BIT INSPECTION#159 $82.50 RV717259 9/3/15 WALK YARD SEARCH TO LOCATE $27.50 LICENSE PLATE RV717260 9/3/15 PAPERWORK/CLEAN SHOP $55.00 RV717261 9/3/15 PAPERWORK/SCHEDULE/ ORDER $172.50 PARTS RV717262 9/4/15 SMOG INSPECTION#269 $247.25 RV717263 9/4/15 PREVENT/MAINTAIN#233 $205.57 RV717264 9/4/15 RR NETWORK DEVICE233 $27.50 RV717265 9/4/15 RR NETWORK DEVICE282 $27.50 RV717267 9/4/15 RR FOUR TIRES #286 $110.00 RV717268 9/4/15 RR NETWORK DEVICE215 $41.25 RV717269 9/4/15 RR NETWORK DEVICE223 $41.25 RV717270 9/4/15 PAPERWORK/CLEAN SHOP $41.25 RV717271 9/4/15 PAPERWORK/SCHEDULE $310.50 10/8/15 12:08:34PM Page 37 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128181 CHK 9/22/15 5177 TEK-COLLECT INC $124.52 Invoice Date Description Amount 309610 8/31/15 COLLECTION INVOICE $124.52 128182 CHK 9/22/15 1050 TEMECULA VALLEY PIPE & SUPPLY $71.25 Invoice Date Description Amount TVPS-TEM-3279 8/18/15 FREE NOZZLE PROGRAM $71.25 128183 CHK 9/22/15 6053 THOMAS EVANS $86.25 Invoice Date Description Amount 091915 9/19/15 REIMBURSE MILEAGE $86.25 128184 CHK 9/22/15 7879 THOMAS SAFFORD $84.00 Invoice Date Description Amount 1M 9/9/15 REIMBURSE PENALTY MEDICARE $84.00 PART B 128186 CHK 9/22/15 1294 UNDERGROUND SERVICE ALERT $540.00 Invoice Date Description INC Amount 820150816 9/1/15 NEW TICKET CHARGES $540.00 128187 CHK 9/22/15 7800 UNIFIRST CORPORATION $850.41 Invoice Date Description Amount 325 0959789 8/31/15 UNIFORM SERVICE $657.49 325 0959800 8/31/15 UNIFORM SERVICE $45.51 325 0960653 9/2/15 UNIFORM SERVICE $32.05 325 0960676 9/2/15 UNIFORM SERVICE $36.85 325 0961336 9/4/15 UNIFORM SERVICE $40.06 325 0961353 9/4/15 UNIFORM SERVICE $38.45 128188 CHK 9/22/15 7235 US BANK NATIONAL ASSOCIATE $520.75 Invoice Date Description Amount 4068698 8/25/15 A D90-1 CHARGES $520.75 128189 CHK 9/22/15 8717 V&A CONSULTING ENGINEERS $11,501.72 Invoice Date Description Amount 15511 8/31/15 ENGINEERING SERVICE $11,501.72 128190 CHK 9/22/15 4569 VERIZON CALIFORNIA $278.78 Invoice Date Description Amount 0915-0782 9/4/15 TELEPHONE $278.78 128191 CHK 9/22/15 1850 VERIZON WIRELESS - LA $2,571.31 Invoice Date Description Amount 9751728521 9/3/15 TELEPHONE $2,551.15 9752134828 9/10/15 TELEPHONE $20.16 128192 CHK 9/22/15 8894 VIRGINIA LEE VON ACHEN $7,270.00 Invoice Date Description Amount 21980 9/17/15 REPLACE TURF PROGRAM $7,270.00 128193 CHK 9/22/15 1287 VISTA PAINT CORPORATION $92.12 Invoice Date Description Amount 2015-321783-00 9/4/15 PAINTING SUPPLIES $29.29 2015-330880-00 9/10/15 PAINTING SUPPLIES $62.83 128194 CHK 9/22/15 6093 S M R WATERMASTER $25,575.00 Invoice Date Description Amount 1ST QTR FY15-16 9/1/15 SHARE WATERMASTER EXPENSES $25,575.00

10/8/15 12:08:34PM Page 38 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128195 CHK 9/22/15 5069 WATERMASTER SUPPORT $8,227.50 Invoice Date Description SERVICES Amount 0815 9/2/15 WATERMASTER SUPPORT $7,762.50 0815E 9/2/15 CONSULTING SERVICE $465.00 128196 CHK 9/22/15 1202 WESTERN REFINING WHOLESALE $2,388.08 Invoice Date Description Amount 263307A 9/10/15 DIESEL/GASOLINE FUEL $2,388.08 128197 CHK 9/22/15 7091 WILLIAM MUSGRAVES $199.39 Invoice Date Description Amount 090415 9/4/15 TRAVEL & CONFERENCE EXPENSE $199.39 REPORT 128198 CHK 9/22/15 2983 ACE HARDWARE $179.60 Invoice Date Description Amount 193098/1 8/7/15 MISC SUPPLIES $7.13 193116/1 8/10/15 MISC SUPPLIES $30.32 193150/1 8/12/15 MISC SUPPLIES $69.16 193260/1 8/19/15 MISC SUPPLIES $29.10 193324/1 8/25/15 MISC SUPPLIES $6.63 193333/1 8/25/15 MISC SUPPLIES $12.50 193335/1 8/25/15 MISC SUPPLIES $5.81 193336/1 8/25/15 MISC SUPPLIES $6.99 193351/1 8/26/15 MISC SUPPLIES $11.96 128199 CHK 9/23/15 7029 DISH DBS CORPORATION $80.69 Invoice Date Description Amount 0915-1953643 9/11/15 SATELLITE SERVICE $80.69 128200 CHK 9/23/15 1131 SCE $93.04 Invoice Date Description Amount 0915-222010-676038 9/17/15 ELECTRICITY $40.67 0915-222011-394987 9/12/15 ELECTRICITY $24.90 0915-322010-396152 9/19/15 ELECTRICITY $27.47 128201 CHK 9/23/15 1142 THE GAS COMPANY $163.94 Invoice Date Description Amount 0915-12141395 9/16/15 GAS CHARGES $18.66 0915-12317743 9/17/15 GAS CHARGES $18.66 0915-12885867 9/16/15 GAS CHARGES $17.70 0915-13082285 9/16/15 GAS CHARGES $74.50 0915-14157790 9/15/15 GAS CHARGES $15.76 0915-14466342 9/16/15 GAS CHARGES $18.66 128202 CHK 9/25/15 1760 RIVERSIDE COUNTY FIRE $400.00 Invoice Date Description DEPARTME Amount 14-ALM-01 9/16/15 FIRE SYSTEM INSPECTION $400.00 128203 CHK 9/29/15 8901 A EVAN HARBOTTLE $11,000.00 Invoice Date Description Amount 31655 9/17/15 TURF REPLACEMENT PROGRAM $11,000.00 INCENTIVE

10/8/15 12:08:34PM Page 39 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128204 CHK 9/29/15 1158 ALBERT A WEBB ASSOCIATES $119,225.35 Invoice Date Description Amount 153948 9/8/15 CONSTRUCTION SUPPORT $854.05 153959 9/8/15 CONSTRUCTION SUPPORT $5,047.96 153960 9/8/15 DESIGN/COORDINATION SERVICES $2,675.50 153966 9/8/15 PROFESSIONAL SERVICE $15,059.29 153968 9/8/15 SCOPE/PROJECT BUDGET $1,495.00 154150 9/8/15 PROJECT MANAGEMENT $58,707.93 154158 9/8/15 PROFESSIONAL SERVICE $1,762.50 154243 9/8/15 PROFESSIONAL SERVICE $8,873.55 154255 9/8/15 INSPECTION SERVICE $208.66 154256 9/8/15 INSPECTION SERVICE $687.28 154257 9/8/15 INSPECTION SERVICE $19,201.75 154258 9/8/15 INSPECTION SERVICE $1,817.00 154259 9/8/15 INSPECTION SERVICE $124.96 154260 9/8/15 INSPECTION SERVICE $333.84 154261 9/8/15 INSPECTION SERVICE $56.00 154262 9/8/15 INSPECTION SERVICE $701.00 154263 9/8/15 INSPECTION SERVICE $814.15 154264 9/8/15 INSPECTION SERVICE $144.22 154265 9/8/15 INSPECTION SERVICE $263.51 154266 9/8/15 INSPECTION SERVICE $397.20 128205 CHK 9/29/15 999002695 ALTISOURCE SINGLE FAMILY INC $84.90 Invoice Date Description Amount 21797993 9/24/15 Cust Refund 005912/0 $84.90 128206 CHK 9/29/15 7123 AMERIPRISE FINANCIAL $988.77 Invoice Date Description Amount 092315 9/23/15 401A $988.77 128207 CHK 9/29/15 6568 AT&T CALNET $934.06 Invoice Date Description Amount 000007035411 9/11/15 TELEPHONE $19.46 000007059560 9/13/15 TELEPHONE $670.43 000007059562 9/13/15 TELEPHONE $17.66 000007062882 9/14/15 TELEPHONE $226.51 128208 CHK 9/29/15 5988 BARRY'S SECURITY SERVICE INC $1,045.50 Invoice Date Description Amount 72097 9/7/15 SECURITY SERVICE $922.50 72098 9/7/15 SECURITY SERVICE $123.00 128209 CHK 9/29/15 999002694 BEVERLEE JOHNSEY $19.95 Invoice Date Description Amount 21797992 9/24/15 Cust Refund 013899/0 $19.95 128210 CHK 9/29/15 4809 BONNETT IRRIGATION, INC $8,193.35 Invoice Date Description Amount BI-RIV-3257 8/19/15 SPRAY NOZZLE PROGRAM $8,193.35 128211 CHK 9/29/15 8363 BOY SCOUT TROOP 270 $250.00 Invoice Date Description Amount 092515 9/25/15 STARBUCKS AND SPROUTS GIFT $250.00 CARDS FOR HALLOWEEN, AND WELLNESS 128212 CHK 9/29/15 1560 CA-NV SECTION AWWA $8,205.00 Invoice Date Description Amount 3009 8/18/15 D2-D3 REVIEW, D4-D5 REVIEW, $8,205.00 T1-T2 REVIEW , T3-T4 REVIEW

10/8/15 12:08:34PM Page 40 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128214 CHK 9/29/15 1519 COSTCO WHOLESALE CREDIT $400.88 Invoice Date Description CARD Amount 003843 9/4/15 OFFICE SUPPLIES $21.56 005711 8/31/15 OFFICE SUPPLIES $49.77 005743 8/31/15 OFFICE SUPPLIES $49.77 005770 8/31/15 OFFICE SUPPLIES $16.59 059089 9/11/15 OFFICE SUPPLIES $263.19 128215 CHK 9/29/15 6531 CV STRATEGIES, INC $1,125.00 Invoice Date Description Amount 3032 9/11/15 WEBSITE MAINTENANCE SERVICE $1,125.00 128216 CHK 9/29/15 2052 CWEA TECHNICAL CERTIFICATION $164.00 Invoice Date Description P Amount 091115-BURGETT 9/11/15 CWEA ASSOCIATION MEMBERSHIP $164.00 RENEWAL 128217 CHK 9/29/15 6754 CYBEX SECURITY SOLUTIONS $880.19 Invoice Date Description Amount 2021478 10/1/15 SECURITY MONITOR/ INTRUSION $880.19 128218 CHK 9/29/15 999002693 DANIEL ENSMINGER $130.60 Invoice Date Description Amount 21797990 9/24/15 Cust Refund 040689/0 $130.60 128219 CHK 9/29/15 1038 DANIELS TIRE SERVICE $1,271.29 Invoice Date Description Amount 230087100 9/10/15 VEHICLE TIRE SERVICE $1,271.29 128220 CHK 9/29/15 8908 DAVID BATTEN $150.00 Invoice Date Description Amount BOOTS-092415 9/24/15 BOOTS REIMBURSEMENT $150.00 128221 CHK 9/29/15 4518 DELL COMPUTER CORP $816.59 Invoice Date Description Amount XJRP1XNX7 9/10/15 OPTIPLEX 7020 SFF BTX $816.59 128222 CHK 9/29/15 1406 DEPT OF ENVIRONMENTAL $1,032.00 Invoice Date Description HEALTH Amount IN0237860 9/8/15 ENVIRONMENTAL HEALTH PERMIT $1,032.00 128224 CHK 9/29/15 1043 EASTERN MWD $110,808.51 Invoice Date Description Amount 0915-041042812 9/24/15 LOS ALAMOS RD WATER $110,808.51 128225 CHK 9/29/15 1041 ELSINORE VALLEY MWD $2,308.70 Invoice Date Description Amount BI 2414 9/11/15 POOL COVER REBATE PROGRAM $2,308.70

10/8/15 12:08:34PM Page 41 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128226 CHK 9/29/15 1017 ES BABCOCK & SONS INC $1,531.00 Invoice Date Description Amount BI50573-7135 9/8/15 WATER TESTING $120.00 BI50679-7135 9/9/15 WATER TESTING $15.00 BI50682-7137 9/9/15 WATER TESTING $15.00 BI50702-7135 9/9/15 WATER TESTING $15.00 BI50850-7135 9/9/15 WATER TESTING $45.00 BI50917-7136 9/10/15 WATER TESTING $215.00 BI50920-7137 9/10/15 WATER TESTING $105.00 BI50921-7136 9/10/15 WATER TESTING $85.00 BI50942-7135 9/10/15 WATER TESTING $30.00 BI50943-7135 9/10/15 WATER TESTING $45.00 BI50947-7135 9/10/15 WATER TESTING $30.00 BI50948-7135 9/10/15 WATER TESTING $15.00 BI51020-7137 9/11/15 WATER TESTING $110.00 BI51025-7135 9/11/15 WATER TESTING $90.00 BI51026-7135 9/11/15 WATER TESTING $120.00 BI51045-7137 9/11/15 WATER TESTING $30.00 BI51077-7138 9/11/15 WATER TESTING $446.00 128227 CHK 9/29/15 8554 FASTENAL COMPANY $82.51 Invoice Date Description Amount CARI130110 9/2/15 MISC PARTS $75.24 CARI130140 9/3/15 MISC SUPPLIES $7.27 128228 CHK 9/29/15 2828 FEDEX $13.63 Invoice Date Description Amount 5-164-28534 9/18/15 SHIPPING FOR SPRAY NOZZLE $13.63 PROGRAM 128229 CHK 9/29/15 5535 FIRST CHOICE PLUMBING, $198.00 Invoice Date Description HEATING Amount I50810 9/9/15 FIX LEAKING TOILET I BACK $198.00 WOMEN'S RESTROOM 128230 CHK 9/29/15 8868 FRANTZ BENOIT FOUCHE $3,855.00 Invoice Date Description Amount 36003 9/21/15 TURF REPLACEMENT PROGRAM $3,855.00 INCENTIVE 128231 CHK 9/29/15 2356 FRED PRYOR SEMINARS $299.00 Invoice Date Description Amount 18309308 9/10/15 SEMINAR REGISTRATION FEE FOR $299.00 MICHAEL SNOW 128232 CHK 9/29/15 8067 GOLDEN STATE CONSULTANTS $4,555.00 Invoice Date Description Amount 148 9/6/15 CUSTOM BACKFLOW CAGE $4,555.00 ENCLOSURE FOR HYDRANT METER AND BACKFLOW ASSEMBLY- PROJECT 128233 CHK 9/29/15 1452 GRAINGER INC $1,459.32 Invoice Date Description Amount 9838851062 9/10/15 DUCT TAPE, LUBRICANT , $313.89 AEROSOL CAN 9840426846 9/11/15 HALOGEN SEALED BEAM LAMP $22.96 9840871587 9/11/15 MISC SUPPLIES $1,122.47

10/8/15 12:08:34PM Page 42 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128235 CHK 9/29/15 7253 GRESHAM SAVAGE NOLAN $13,124.80 Invoice Date Description Amount 304410 9/8/15 LEGAL SERVICES $5,722.40 304411 9/8/15 LEGAL SERVICES $7,402.40 128236 CHK 9/29/15 1184 GRISWOLD INDUSTRIES $450.55 Invoice Date Description Amount 668245 6/25/15 REPAIR $450.55 128237 CHK 9/29/15 1633 HAAKER EQUIPMENT $1,841.40 Invoice Date Description Amount C15254 9/8/15 WARTHOG, WG-1 2500 $1,841.40 128238 CHK 9/29/15 5016 HD SUPPLY WATERWORKS, LTD $1,447.31 Invoice Date Description Amount E411778 9/11/15 1"X5' BLK STEEL GUARD POST PE $1,447.31 128239 CHK 9/29/15 5328 IRRIGATION ASSOCIATION, THE $590.00 Invoice Date Description Amount 33422-2016 9/10/15 MEMBERSHIP RENEWAL $590.00 128240 CHK 9/29/15 999002689 ISABEL HENRY $60.33 Invoice Date Description Amount 21797985 9/24/15 Cust Refund 016360/0 $60.33 128241 CHK 9/29/15 999002697 JA SALAZAR $800.00 Invoice Date Description Amount 21800990 9/24/15 Cust Refund 019590/0 $800.00 128242 CHK 9/29/15 999002691 JAMES REEDMAN $170.92 Invoice Date Description Amount 21797988 9/24/15 Cust Refund 020132/0 $170.92 128243 CHK 9/29/15 7863 JAYNE HANSEN $2,663.00 Invoice Date Description Amount TUITION-092115 9/21/15 UNIVERSITY OF REDLANDS MA $2,663.00 PROGRAM TUITION 128244 CHK 9/29/15 999002696 JC CARTER INVESTMENTS LLC $130.79 Invoice Date Description Amount 21797994 9/24/15 Cust Refund 016391/0 $130.79 128245 CHK 9/29/15 5148 JCI JONES CHEMICAL INC $3,738.16 Invoice Date Description Amount 667394 9/10/15 HYPOCHLORITE SOL, SS100 PLUS $3,738.16 128247 CHK 9/29/15 999002690 JUAN MEJIA $7.07 Invoice Date Description Amount 21797986 9/24/15 Cust Refund 017122/0 $7.07 128248 CHK 9/29/15 5044 KEEP RIVERSIDE CLEAN & $40.00 Invoice Date Description BEAUTIF Amount 092415 9/24/15 2015 COMMUNITY RECOGNITION $40.00 LUNCHEON, GREATER CHAMBERS OF COMMERCE 128249 CHK 9/29/15 4419 KENNEDY JENKS CONSULTANTS $10,124.40 Invoice Date Description Amount 95179 9/8/15 PROFESSIONAL SERVICE FOR $8,399.30 GRANT SUPPORT SERVICES FOR THE ARLINGTON BASIN WATER QUALITY IMPROV 95180 9/8/15 PROFESSIONAL SERVICE FOR $1,725.10 AS-NEEDED GRANT SUPPORT 10/8/15 12:08:34PM Page 43 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128250 CHK 9/29/15 999002692 KEVIN KELLEY $850.73 Invoice Date Description Amount 21797989 9/24/15 Cust Refund 021084/0 $850.73 128252 CHK 9/29/15 1067 KH METALS & SUPPLY $104.79 Invoice Date Description Amount 0319913-IN 9/9/15 MISC SUPPLIES $104.79 128253 CHK 9/29/15 7557 KINETIC PERSONNEL GROUP INC $1,363.20 Invoice Date Description Amount 5128215 9/15/15 TEMP SERVICE $1,363.20 128254 CHK 9/29/15 7904 LAWNSCAPE SYSTEMS, INC. $978.00 Invoice Date Description Amount 376390 9/10/15 HARLEY JOHN BOOSTER $978.00 PUMP-IRRIGATION REPAIR 128255 CHK 9/29/15 8878 LEE B EDDY, JR $2,200.00 Invoice Date Description Amount PY-40024 9/23/15 TURF REPLACEMENT PROGRAM $2,200.00 INCENTIVE 128256 CHK 9/29/15 8575 LEGAL SHIELD $781.30 Invoice Date Description Amount 092315 9/23/15 LEGAL SHIELD VOL BENEFIT-SEPT $781.30 2015 128258 CHK 9/29/15 8880 MICHELE LOUISE $20,730.00 Invoice Date Description CATALINE-BECKER Amount 45700 9/22/15 TURF REPALCEMENT PROGRAM $20,730.00 INCENTIVE 128259 CHK 9/29/15 6863 MJM MANAGEMENT $924.00 Invoice Date Description CORPORATION Amount 171 9/24/15 PROFESSIONAL SERVICE IN $924.00 FINANCIAL ANALYSIS, ACCOUNTING AND BUDGET ASSISTANCE 128260 CHK 9/29/15 7124 MORGAN STANLEY $923.08 Invoice Date Description Amount 092315 9/23/15 457-ACCTS-OTHER $923.08 128261 CHK 9/29/15 7121 MORGAN STANLEY & CO (457) $475.00 Invoice Date Description Amount 092315 9/23/15 457-ACCTS $475.00 128262 CHK 9/29/15 7122 MORGAN STANLEY & CO (401A) $373.48 Invoice Date Description Amount 092315 9/23/15 401A $373.48 128263 CHK 9/29/15 2134 OFFICE DEPOT $836.24 Invoice Date Description Amount 792776288001 9/11/15 SUPPLIES $133.53 792776547001 9/10/15 SUPPLIES $15.22 792776548001 9/10/15 SUPPLIES $17.06 792776549001 9/10/15 SUPPLIES $18.64 792799936001 9/11/15 SUPPLIES $525.00 792800057001 9/11/15 SUPPLIES $126.79 128264 CHK 9/29/15 8064 PAYPRO ADMINISTRATORS $32,036.33 Invoice Date Description Amount 092215 9/22/15 ADMINISTER BENEFITS $32,036.33

10/8/15 12:08:34PM Page 44 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128265 CHK 9/29/15 6681 RAFTELIS FINANCIAL $2,855.00 Invoice Date Description CONSULTANTS Amount WMCA1309-12 9/9/15 PROFESSIONAL SERVICE $155.00 WMCA1507-02 9/9/15 PROFESSIONAL SERVICE $2,700.00 128266 CHK 9/29/15 1132 RANCHO CALIFORNIA WATER $684.91 Invoice Date Description Amount 0915-09072923 9/23/15 PUBLIC UTILITIES $684.91 128267 CHK 9/29/15 6400 RICHARD'S MOBILE DETAILING $250.00 Invoice Date Description Amount 641047 9/9/15 VEHICLE WASH/DETAIL $250.00 128268 CHK 9/29/15 1537 RIVERSIDE CORONA RCD $23,220.00 Invoice Date Description Amount 090915 9/9/15 CIMIS MOBILE LAB $21,220.00 15-8-17 9/8/15 WATERWISE TREE CARE $2,000.00 128269 CHK 9/29/15 8090 SARA KEYES $400.00 Invoice Date Description Amount 21 9/1/15 INSTRUCTIONAL SERVICE $400.00 128270 CHK 9/29/15 5161 SHRED-IT $145.76 Invoice Date Description Amount 9407443663 9/10/15 SHRED SERVICE $145.76 128271 CHK 9/29/15 8155 SJ WATER CONSERVATION CORP. $3,743.52 Invoice Date Description Amount WMWD091815 9/18/15 URINAL VALVE PROGRAM $3,743.52 128272 CHK 9/29/15 8097 SKYRIVER COMMUNICATIONS, INC. $429.00 Invoice Date Description Amount INV00050741 9/14/15 WIRELESS INTERNET $429.00

10/8/15 12:08:34PM Page 45 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128273 CHK 9/29/15 4279 SOUTHERN CALIFORNIA FLEET $4,411.03 Invoice Date Description SERV Amount RV717272 9/9/15 BIT INSPECTION#163 $110.00 RV717273 9/9/15 RR NETWORK DEVICE163 $41.25 RV717274 9/9/15 RR NETWORK DEVICE232 $41.25 RV717275 9/9/15 RR NETWORK DEVICE261 $41.25 RV717276 9/9/15 RR NETWORK DEVICE260 $41.25 RV717277 9/9/15 REPAIR A/C #212 PAPERWORK/ $138.00 RV717278 9/9/15 SCHEDULE $552.00 RV717279 9/9/15 BIT INSPECTION #251 $68.75 RV717280 9/9/15 RR NETWORK DEVICE251 $55.00 RV717281 9/9/15 PAPERWORK/CLEAN SHOP $41.25 RV717282 9/9/15 RR NETWORK DEVICE303 $69.00 RV717283 9/9/15 DASHBOARD NOISE#303 $172.50 RV717284 9/9/15 PREVENT/MAINTAIN#303 $96.25 RV717285 9/9/15 REGEN UNIT #251 $27.50 RV717286 9/9/15 RR NETWORK DEVICE#27 $41.25 RV717287 9/9/15 RR NETWORK DEVICE250 $41.25 RV717288 9/10/15 RR RADIATOR/LIGHT249 $526.67 RV717289 9/9/15 PREVENT/MAINTAIN#258 $96.25 RV717290 9/9/15 PAPERWORK/ORDER PART $151.35 RV717291 9/9/15 RR WPER BLADES #203 $96.58 RV717292 9/9/15 PAPERWORK/CLEAN SHOP $41.25 RV717293 9/10/15 LIGHT BAR REPAIR#343 $207.00 RV717295 9/10/15 CLEAN/ADJ BRAKES#216 $68.75 RV717296 9/10/15 BIT INSPECTION $82.50 RV717297 9/10/15 PREVENT/MAINTAIN $110.00 RV717298 9/10/15 RR NETWORK DEVICE $69.00 RV717299 9/10/15 CLEAN SHOP/PAPERWORK $41.25 RV717300 9/10/15 PREVENT/MAINTAIN SCHEDULE/ $120.82 RV717301 9/10/15 ORDER PARTS/ $212.17 PAPERWORK RV717302 9/11/15 RR SIDE MIRROR#221 PREVENT/ $239.22 RV717303 9/11/15 MAINTAIN#333 $71.14 RV717306 9/11/15 RR 4 TIRES #333 $110.00 RV717307 9/11/15 PAPERWORK/CLEAN SHOP $55.00 RV717309 9/11/15 RR FLOOD LIGHT#333 $189.33 RV717310 9/11/15 PAPERWORK/SCHEDULE/ORDER $345.00 PARTS 128274 CHK 9/29/15 1142 THE GAS COMPANY $2,881.10 Invoice Date Description Amount 0915-12885661 9/24/15 GAS CHARGES $2,862.45 0915-13983977 9/24/15 GAS CHARGES $18.65 128275 CHK 9/29/15 4798 SOUTHERN CALIFORNIA WATER $2,000.00 Invoice Date Description COMM Amount SPONSORSHIP-0924 9/24/15 SCWC ANNUAL DINNER $2,000.00 15 128276 CHK 9/29/15 8029 SUPERIOR WATER $1,505.50 Invoice Date Description TECHNOLOGIES Amount 2015-161 9/9/15 SERVICE CALL $1,505.50 128278 CHK 9/29/15 999002688 TIM ROWNTREE $44.97 Invoice Date Description Amount 21797983 9/24/15 Cust Refund 005367/0 $44.97

10/8/15 12:08:34PM Page 46 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 128279 CHK 9/29/15 7108 TK CONSTRUCTION $718.75 Invoice Date Description Amount 1798 9/16/15 CORE DRILL F REACH VAULT $718.75 128280 CHK 9/29/15 7057 TODD FIELDING $129.59 Invoice Date Description Amount BOOTS-092815 9/28/15 REIMBURSE BOOTS $129.59 128281 CHK 9/29/15 8867 TRACI L FIELDS $1,861.41 Invoice Date Description Amount 31616-1 9/23/15 ADJ PAY;MORE RECEIPT REPLACE $1,861.41 TURF PROGRAM 128282 CHK 9/29/15 7800 UNIFIRST CORPORATION $954.89 Invoice Date Description Amount 325 0954581 8/12/15 UNIFORM SERVICE $136.47 325 0961841 9/7/15 UNIFORM SERVICE $492.71 325 0961852 9/7/15 UNIFORM SERVICE $32.28 325 0961853 9/7/15 UNIFORM SERVICE $45.51 325 0962675 9/9/15 UNIFORM SERVICE $86.99 325 0962676 9/9/15 UNIFORM SERVICE $85.58 325 0962696 9/9/15 UNIFORM SERVICE $38.50 325 0962697 9/9/15 UNIFORM SERVICE $36.85 128283 CHK 9/29/15 2107 UNITED PARCEL SERVICE $11.35 Invoice Date Description Amount 0000939704365 9/5/15 SHIPPING INVOICE $11.35 128284 CHK 9/29/15 7126 UNITED WAY $161.50 Invoice Date Description Amount 092315 9/23/15 DONATIONS $161.50 128285 CHK 9/29/15 4700 WATER RESOURCES INSTITUTE $50.00 Invoice Date Description Amount 092415 9/24/15 REGISTER RECEPTION $50.00 128286 CHK 9/29/15 7980 WEST COAST SAND & GRAVEL, $658.63 Invoice Date Description INC. Amount 1064414 9/10/15 AGGREGATE BASE $658.63 128287 CHK 9/29/15 1202 WESTERN REFINING WHOLESALE $3,249.10 Invoice Date Description Amount 269375 9/16/15 DIESEL/GASOLINE FUEL $3,249.10 128288 CHK 9/29/15 7127 WMWD EMPLOYEE ASSOCIATION $667.50 Invoice Date Description Amount 092315 9/23/15 DUES $667.50 16462500 WIR 9/10/15 7631 JOHN HANCOCK LIFE INSURANCE $8,368.32 Invoice Date Description CO Amount 091015-401A 9/10/15 WIRE TRANSFER- 401A $8,368.32 16462524 WIR 9/10/15 7631 JOHN HANCOCK LIFE INSURANCE $21,688.46 Invoice Date Description CO Amount 091015-457 9/10/15 WIRE TRANSFER-457 $21,688.46 16540442 WIR 9/24/15 7631 JOHN HANCOCK LIFE INSURANCE $4,172.45 Invoice Date Description CO Amount 092415-401A 9/24/15 WIRE TRANSFER-401A $4,172.45 16540542 WIR 9/24/15 7631 JOHN HANCOCK LIFE INSURANCE $21,324.86 Invoice Date Description CO Amount 092415-457 9/24/15 WIRE TRANSFER-457 $21,324.86

10/8/15 12:08:34PM Page 47 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 1570808076 WIR 9/1/15 2180 MERRILL LYNCH WORLD $94,280.23 Invoice Date Description HEADQUARTE Amount 5210243A-090115 9/1/15 WIRE TRANSFER-SWAP $94,280.23 PAYMENT 1582019032 WIR 9/25/15 7235 US BANK NATIONAL ASSOCIATE $1,315,350.56 Invoice Date Description Amount 2010B-092515 9/25/15 DEBT SERVICE INVOICE $1,315,350.56 1585532102 WIR 9/28/15 1076 METROPOLITAN WATER DISTRICT $4,179,953.59 Invoice Date Description Amount 8439 8/10/15 WIRE TRANSFER-WATER $4,179,953.59 DELIVERIES, TREATED AND UNTREATED 1592032130 WIR 9/16/15 3199 UNION BANK OF CALIFORNIA $11,628.88 Invoice Date Description Amount CFD 99-1-091615 9/16/15 WIRE TRANSFER CFD $11,628.88 5819081224 WIR 9/25/15 7235 US BANK NATIONAL ASSOCIATE $1,138,824.51 Invoice Date Description Amount 2010A-092515 9/25/15 DEBT SERVICE INVOICE $1,138,824.51 8511963246 WIR 9/2/15 7235 US BANK NATIONAL ASSOCIATE $139,809.38 Invoice Date Description Amount DEBT 9/2/15 WIRE DEBT SERVICE $139,809.38 SERVICE-090215 9000001505 EPY 9/1/15 5481 ACCENT COMPUTER SOLUTIONS $681.00 Invoice Date Description Amount 101982 9/1/15 PROTECH IT PATCH MANAGEMENT $681.00 TESTING AND AUTHORIZATION 9000001506 EPY 9/1/15 7895 ACP PUBLICATIONS & MARKETING $1,777.32 Invoice Date Description Amount 15335 8/7/15 ON TAP NEWLETTER $1,777.32 9000001507 EPY 9/1/15 1239 AQUA-METRIC SALES COMPANY $39,779.47 Invoice Date Description Amount 0057249-IN 8/3/15 3" OMNI T2 100 C.F. 5 WHEEL, MXU $38,000.08 520 SINGLE PORT, 1" & 3/4" SRII REG TR/ PL 100 CF 0057267-IN 8/4/15 AR 4090 AUTOGUN REPAIR, AR $1,779.39 5502 HANDHELD REPAIR 9000001508 EPY 9/1/15 1019 BEST BEST & KRIEGER $29,314.12 Invoice Date Description Amount 753823 8/7/15 LEGAL SERVICES $8,069.20 753836 8/7/15 LEGAL SERVICES $21,257.42 PY-753251 7/30/15 LEGAL SERVICES $(12.50) 9000001509 EPY 9/1/15 5913 BRENNTAG PACIFIC, INC $6,409.02 Invoice Date Description Amount BPI548349 8/7/15 SODIUM HYDROXIDE 25% $6,409.02 9000001510 EPY 9/1/15 2723 CALOLYMPIC SAFETY $2,845.05 Invoice Date Description Amount 342582-1 8/5/15 EARMUFF, GLASSES, LOTION, $2,779.17 HAND SANITIZER, TOWELS, TOILET PAPER, HAND CLEANER 342987 8/6/15 SUN SHIELD $65.88

10/8/15 12:08:34PM Page 48 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 9000001511 EPY 9/1/15 5024 HARRINGTON INDUSTRIAL $14.17 Invoice Date Description PLASTICS Amount 012G2729 8/4/15 MISC SUPPLIES $14.17 9000001512 EPY 9/1/15 3150 ROYAL WHOLESALE $319.37 Invoice Date Description Amount 6441-483768 8/4/15 ELECTRICAL PARTS $57.41 6441-483800 8/7/15 ELECTRICAL PARTS $261.96 9000001513 EPY 9/9/15 1019 BEST BEST & KRIEGER $13,550.95 Invoice Date Description Amount 753837 8/7/15 LEGAL SERVICES $8,950.95 754590 8/14/15 LEGAL SERVICES $4,600.00 9000001514 EPY 9/9/15 5913 BRENNTAG PACIFIC, INC $870.03 Invoice Date Description Amount BPI548348 8/10/15 L A CHEMCHLOR, SODIUM $870.03 HYPOCHLORITE 12.5>X RPK 9000001515 EPY 9/9/15 2723 CALOLYMPIC SAFETY $871.82 Invoice Date Description Amount 342852 8/10/15 BOARD CUSTOM WITH WMWD $641.52 LOGO 343085 8/10/15 SANITIZER, PLUG- STATION $230.30 9000001516 EPY 9/9/15 5329 EWING IRRIGATION PRODUCTS $39.71 Invoice Date Description INC Amount 208201 8/14/15 DRAIN REPAIR $39.71 9000001517 EPY 9/9/15 3150 ROYAL WHOLESALE $488.32 Invoice Date Description Amount 6441-481966 8/13/15 ELECTRICAL PARTS $189.00 6441-484778 8/14/15 ELECTRICAL PARTS $299.32 9000001518 EPY 9/15/15 6924 ABM SERVICES INC $10,512.97 Invoice Date Description Amount 8422224 8/19/15 MONTHLY MAINTENANCE $4,250.40 8429556 8/19/15 JANITORIAL SERVICE $6,262.57 9000001519 EPY 9/15/15 7895 ACP PUBLICATIONS & MARKETING $638.28 Invoice Date Description Amount 15349 8/19/15 POSTCARDS $177.12 15351 8/20/15 OUTDOOR VEHICLE MAGNETS $461.16 9000001520 EPY 9/15/15 1239 AQUA-METRIC SALES COMPANY $14,952.32 Invoice Date Description Amount 0057349-IN 8/17/15 2" OMNI T2 100 C.F. 5 WHEEL $14,952.32 9000001521 EPY 9/15/15 5913 BRENNTAG PACIFIC, INC $7,108.98 Invoice Date Description Amount BPI551139 8/18/15 AMMONIUM HYDROXIDE 19% NSF $1,350.46 BPI551548 8/19/15 L A CHEMCHLOR, SODIUM $1,050.33 HYPOCHLORITE 12.5>X BLK BPI552963 8/19/15 SALT KD COARSE SOLAR SALT $4,708.19 CARGILL

10/8/15 12:08:34PM Page 49 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 9000001522 EPY 9/15/15 2723 CALOLYMPIC SAFETY $1,870.96 Invoice Date Description Amount 342654 8/17/15 PLUG VALVE LOCKOUT, GATE $1,533.89 VALVE LOCKOUT, BALL VALVE LOCKOUT 343272 8/21/15 FURNITURE POLISH BEHOLD 16-OZ $93.85 AEROSOL CAN 343288 8/18/15 MISC SUPPLIES $243.22 9000001523 EPY 9/15/15 5329 EWING IRRIGATION PRODUCTS $8,321.20 Invoice Date Description INC Amount EIS-CHI-3220 8/7/15 SPRAY NOZZLE PROGRAM $139.65 EIS-COR-3238 8/6/15 SPRAY NOZZLE PROGRAM $427.50 EIS-CV-2933 7/20/15 SPRAY NOZZLE PROGRAM $341.20 EIS-ONT-3229 8/6/15 SPRAY NOZZLE PROGRAM $213.75 EIS-ONT-3265 8/19/15 SPRAY NOZZLE PROGRAM $142.50 EIS-SC-3198 8/1/15 SPRAY NOZZLE PROGRAM $256.50 EIS-SC-3247 8/15/15 SPRAY NOZZLE PROGRAM $396.15 EIS-SEM-3147 8/5/15 SPRAY NOZZLE PROGRAM $57.00 EIS-TEM-3192 8/7/15 SPRAY NOZZLE PROGRAM $418.95 EIS-TOR-3245 8/14/15 SPRAY NOZZLE PROGRAM $5,928.00 9000001524 EPY 9/15/15 5024 HARRINGTON INDUSTRIAL $35.02 Invoice Date Description PLASTICS Amount 012G3262 8/21/15 MSIC SUPPLIES $35.02 9000001525 EPY 9/15/15 5518 KING LEE CHEMICAL CO $6,816.91 Invoice Date Description Amount 2301 8/18/15 PRETREAT PLUS Y2K BULK, LIQUID $6,510.07 ANTISCALANT 2317 8/18/15 PROFLOC-C, LIQUID COAGULANT 5 $306.84 GAL PAIL 9000001526 EPY 9/15/15 3150 ROYAL WHOLESALE $2,385.98 Invoice Date Description Amount 6441-485093 8/20/15 ELECTRICAL PARTS $191.94 6441-485228 8/20/15 ELECTRICAL PARTS $649.85 6441-485297 8/21/15 ELECTRICAL PARTS $1,544.19 9000001527 EPY 9/22/15 2723 CALOLYMPIC SAFETY $438.25 Invoice Date Description Amount 343257 8/24/15 SIGN $77.80 343664 8/27/15 SUN SHIELD, HEADGEAR , VISOR $360.45 PETG, BIO WASH, FACE SHIELD, SWEATBAND TERRY FOR HARDHAT 9000001528 EPY 9/22/15 5024 HARRINGTON INDUSTRIAL $1,393.44 Invoice Date Description PLASTICS Amount 012G3305 8/24/15 MISC SUPPLIES $240.94 012G3343 8/25/15 MISC SUPPLIES $1,019.73 012G3533 8/28/15 MISC SUPPLIES $94.47 012G3534 8/28/15 MISC SUPPLIES $38.30 9000001529 EPY 9/22/15 1055 INLAND WATER WORKS SUPPLY $31,422.60 Invoice Date Description CO Amount 277085 8/27/15 24" RING GASKET, 24" WAFER SET, $31,422.60 24" CL 300 SS WAFTER BFV W/ GEAR

10/8/15 12:08:34PM Page 50 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 9000001530 EPY 9/29/15 6924 ABM SERVICES INC $10,512.97 Invoice Date Description Amount 8446568 9/1/15 JANITORIAL SERVICE $6,262.57 8446590 9/1/15 MONTHLY MAINTENANCE $4,250.40 9000001531 EPY 9/29/15 5481 ACCENT COMPUTER SOLUTIONS $1,699.00 Invoice Date Description Amount 102035 8/31/15 BARRACUDA SSLVPN -1 YEAR $1,699.00 ENERGIZE UPDATES RENEWAL 9000001532 EPY 9/29/15 7895 ACP PUBLICATIONS & MARKETING $2,013.12 Invoice Date Description Amount 15372 9/2/15 VEHICLE MAGNETS $2,013.12 9000001533 EPY 9/29/15 1239 AQUA-METRIC SALES COMPANY $2,006.79 Invoice Date Description Amount 0057712-IN 9/3/15 1" SRII REG TR/PL 100CF 4 WHL $2,006.79 9000001534 EPY 9/29/15 5913 BRENNTAG PACIFIC, INC $9,215.17 Invoice Date Description Amount BPI227145 9/14/15 DRUM RETURN, SEE INV# 542034 $(110.00) BPI227837 9/25/15 DRUM RETURN FOR INV#551139 $(110.00) BPI555738 9/1/15 L A CHEMCHLOR, SODIUM $1,081.32 HYPOCHLORITE 12.5>A BLK BPI556134 9/2/15 L A CHEMCHLOR, SODIUM $4,934.70 HYPOCHLORITE 12.5>A BLK BPI558224 9/3/15 AMMONIUM HYDROXIDE 19% NSF $3,419.15 9000001535 EPY 9/29/15 2723 CALOLYMPIC SAFETY $12,915.01 Invoice Date Description Amount 342584 7/24/15 GLOVE LATEX $8,502.73 343271 8/31/15 LIGHT LED RECHARGEBLE $910.31 343458 8/31/15 BAG 8-INCH ELECTRICAL AND $505.83 MAINTENANCE TOOL CARRIER, TOOL BOX 14-INCH 343480 8/31/15 HARD HAT WHITE FULL BRIM $1,030.04 W/RATCHET VENTED WITH WMWD LOGO 343531 8/31/15 VEST CLASS 3 LIME $398.13 343564 8/31/15 VEST CLASS 3 LIME $568.67 343601 8/31/15 HARD HAT WHITE VENTED FULL $288.58 GRIM W/RATCHET SUSPENSION 343604 8/31/15 VEST CLASS 3 LIME $497.66 343660 8/31/15 SIGN CAUTION DRIVER MUST $213.06 CHOCK WHEELS 9000001536 EPY 9/29/15 5024 HARRINGTON INDUSTRIAL $1,301.93 Invoice Date Description PLASTICS Amount 012G3601 8/31/15 MISC SUPPLIES $3.80 012G3772 9/4/15 MISC SUPPLIES $359.59 012G3773 9/4/15 MISC SUPPLIES $938.54 9000001537 EPY 9/29/15 3150 ROYAL WHOLESALE $3,328.41 Invoice Date Description Amount 6441-484204 8/31/15 ELECTRICAL PARTS $1,125.64 6441-485418 8/31/15 ELECTRICAL PARTS $302.01 6441-485701 8/31/15 ELECTRICAL PARTS $1,900.76 9000001538 EPY 9/29/15 4737 THE FERGUSON GROUP LLC $9,000.00 Invoice Date Description Amount 0915119 9/1/15 RETAINER FOR THE MONTH OF $9,000.00 SEPT 2015

10/8/15 12:08:34PM Page 51 of 52 Check Register with Invoice Comments Company: 10 Cash Code: 10, 19 09/01/2015 To 09/30/2015 Minimum Amount: $1 Checks Selected: ALL Check # Type Check Date Vendor # Vendor Name Amount 9214557117 WIR 9/16/15 3199 UNION BANK OF CALIFORNIA $11,051.23 Invoice Date Description Amount CFD 88-1-091615 9/16/15 WIRE TRANSFER CFD $11,051.23 9223710752 WIR 9/16/15 3199 UNION BANK OF CALIFORNIA $8,996.33 Invoice Date Description Amount CFD IA2-091615 9/16/15 WIRE TRANSFER CFD $8,996.33 Various CHK 9/30/15 CELL CELL PHONE SERVICES $4,453.14 Invoice Date Description Amount Various 9/30/15 CELL PHONE USAGE $4,453.14

REPORT TOTAL 10,340,115.42

10/8/15 12:08:34PM Page 52 of 52

INVESTMENT REPORT SEPTEMBER 2015

Western Municipal Water District Consolidated Portfolio Summary Account #253 As of 9/30/2015

PORTFOLIO CHARACTERISTICS ACCOUNT SUMMARY TOP ISSUERS

Beg. Values End Values Issuer % Portfolio Average Duration 3.61 as of 8/31/15 as of 9/30/15 Government of United States 23.7 % Average Coupon 1.91 % Market Value 111,916,445 106,704,983 Federal Home Loan Mortgage Corp 12.1 % Accrued Interest 402,570 464,987 Average Purchase YTM 1.79 % Federal National Mortgage Assoc 9.3 % Total Market Value 112,319,015 107,169,970 Average Market YTM 1.36 % Federal Home Loan Bank 8.6 % Average S&P/Moody Rating AA/Aa1 Income Earned 166,301 168,356 Tennessee Valley Authority 4.7 % Average Final Maturity 3.97 yrs Cont/WD Honda ABS 2.6 % 110,915,047 Average Life 3.83 yrs Par 105,020,882 Federal Farm Credit Bank 2.5 % Book Value 111,527,475 105,633,319 Local Agency Investment Fund 2.0 % Cost Value 111,527,475 105,633,319 65.6 %

SECTOR ALLOCATION MATURITY DISTRIBUTION CREDIT QUALITY (S&P)

PERFORMANCE REVIEW

Total Rate of Return Current Latest Year Annualized Since As of 9/30/2015 Month 3 Months To Date 1 Yr 3 Yrs 5 Yrs 10 Yrs

Chandler Asset Management - CONFIDENTIAL Page 1 Execution Time: 10/6/2015 8:00:32 AM Western Municipal Water District Consolidated Holdings Report Account #253 As of 9/30/15

Purchase Date Cost Value Mkt Price Market Value % of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration ABS

89231NAC7 Toyota Auto Receivable 2012-B A3 15,186.20 09/18/2012 15,184.76 100.00 15,186.25 0.01 % Aaa / AAA 0.79 0.46% Due 7/15/2016 0.46 % 15,184.76 0.46 % 3.10 1.49 NR 0.02 43813CAC4 Honda Auto Receivables 2012-4 A3 51,797.16 10/11/2012 51,792.15 99.98 51,787.73 0.05 % Aaa / AAA 0.88 0.52% Due 8/18/2016 0.52 % 51,792.15 0.91 % 9.73 (4.42) NR 0.05 477879AC4 John Deere Owner Trust 2013-B A3 229,634.83 08/27/2013 229,603.53 100.05 229,748.27 0.21 % Aaa / NR 1.88 0.87% Due 8/15/2017 0.88 % 229,603.53 0.76 % 88.79 144.74 AAA 0.42 89231MAC9 Toyota Auto Receivables Owner 2014-A 1,050,000.00 Various 1,049,566.48 99.92 1,049,169.46 0.98 % Aaa / AAA 2.21 0.67% Due 12/15/2017 0.72 % 1,049,566.48 0.79 % 312.67 (397.02) NR 0.65 43814GAC4 Honda Auto Receivables 2014-2 A3 945,000.00 Various 944,729.03 99.88 943,871.67 0.88 % Aaa / AAA 2.47 0.77% Due 3/19/2018 0.79 % 944,729.03 0.91 % 262.77 (857.36) NR 0.84 47787VAC5 John Deere Owner Trust 2014-A A3 960,000.00 04/02/2014 959,846.21 99.98 959,796.48 0.90 % Aaa / NR 2.55 0.92% Due 4/16/2018 0.93 % 959,846.21 0.95 % 392.53 (49.73) AAA 0.79 43814HAC2 Honda Auto Receivables 2014-3 A3 710,000.00 08/12/2014 709,863.04 99.88 709,121.73 0.66 % NR / AAA 2.71 0.88% Due 6/15/2018 0.89 % 709,863.04 1.00 % 277.69 (741.31) AAA 1.03 477877AD6 John Deere Owner Trust 2014-B A3 810,000.00 08/26/2014 809,823.10 100.08 810,640.71 0.76 % Aaa / NR 3.13 1.07% Due 11/15/2018 1.08 % 809,823.10 1.01 % 385.20 817.61 AAA 1.23 43813NAC0 Honda Auto Receivables 2015-2 A3 1,085,000.00 05/13/2015 1,084,833.45 99.93 1,084,196.02 1.01 % NR / AAA 3.40 1.04% Due 2/21/2019 1.05 % 1,084,833.45 1.09 % 313.44 (637.43) AAA 1.68 36164EAC9 GE Equipment Transportation 2015-1 A3 690,000.00 02/24/2015 689,898.23 100.44 693,031.86 0.65 % Aaa / NR 3.41 1.28% Due 2/25/2019 1.29 % 689,898.23 1.03 % 196.27 3,133.63 AAA 1.70 161571GY4 Chase CHAIT Pool #2015-A5 1,225,000.00 04/30/2015 1,224,784.16 100.31 1,228,750.95 1.15 % NR / AAA 4.55 1.36% Due 4/15/2020 1.37 % 1,224,784.16 1.24 % 740.44 3,966.79 AAA 2.46 7,769,924.14 7,775,301.13 7.26 % Aaa / AAA 3.04 Total ABS 7,771,618.19 1.01 % 7,769,924.14 1.00 % 2,982.63 5,376.99 Aaa 1.30

AGENCY

3133XXP43 FHLB Note 1,275,000.00 08/30/2011 1,389,023.25 101.26 1,291,105.80 1.21 % Aaa / AA+ 0.45 3.125% Due 3/11/2016 1.10 % 1,389,023.25 0.30 % 2,213.54 (97,917.45) AAA 0.45 31331V2U9 FFCB Note 1,650,000.00 08/30/2011 1,967,212.50 104.23 1,719,869.25 1.61 % Aaa / AA+ 0.90 5.125% Due 8/25/2016 1.14 % 1,967,212.50 0.42 % 8,456.25 (247,343.25) AAA 0.89 880591EA6 Tennessee Valley Authority Note 1,075,000.00 08/28/2008 1,148,921.30 108.50 1,166,395.43 1.10 % Aaa / AA+ 1.80 5.5% Due 7/18/2017 4.55 % 1,148,921.30 0.74 % 11,989.24 17,474.13 AAA 1.72 3135G0WJ8 FNMA Note 700,000.00 06/05/2014 688,098.60 99.94 699,579.30 0.65 % Aaa / AA+ 2.64 0.875% Due 5/21/2018 1.32 % 688,098.60 0.90 % 2,211.81 11,480.70 AAA 2.60 3137EABP3 FHLMC Note 1,675,000.00 Various 1,911,386.90 110.48 1,850,612.03 1.75 % Aaa / AA+ 2.70 4.875% Due 6/13/2018 2.67 % 1,911,386.90 0.94 % 24,496.88 (60,774.87) AAA 2.53 3135G0YT4 FNMA Note 1,625,000.00 11/25/2013 1,629,826.25 101.79 1,654,055.00 1.55 % Aaa / AA+ 3.16 1.625% Due 11/27/2018 1.56 % 1,629,826.25 1.05 % 9,095.49 24,228.75 AAA 3.06 3135G0ZA4 FNMA Note 1,325,000.00 01/29/2014 1,334,632.75 102.31 1,355,648.58 1.27 % Aaa / AA+ 3.39 1.875% Due 2/19/2019 1.72 % 1,334,632.75 1.18 % 2,898.44 21,015.83 AAA 3.27

Chandler Asset Management - CONFIDENTIAL Page 2 Execution Time: 10/6/2015 8:00:32 AM Western Municipal Water District Consolidated Holdings Report Account #253 As of 9/30/15

Purchase Date Cost Value Mkt Price Market Value % of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration AGENCY

3137EADG1 FHLMC Note 1,850,000.00 04/27/2012 1,860,855.80 102.03 1,887,582.75 1.77 % Aaa / AA+ 3.67 1.75% Due 5/30/2019 1.66 % 1,860,855.80 1.18 % 10,881.60 26,726.95 AAA 3.53 3137EADK2 FHLMC Note 2,075,000.00 Various 2,046,743.55 99.94 2,073,786.13 1.94 % Aaa / AA+ 3.84 1.25% Due 8/1/2019 1.49 % 2,046,743.55 1.27 % 4,322.92 27,042.58 AAA 3.73 3133X8AS1 FHLB Note 1,700,000.00 06/07/2011 1,958,281.00 114.31 1,943,276.80 1.82 % Aaa / AA+ 3.88 5.125% Due 8/15/2019 3.02 % 1,958,281.00 1.32 % 11,132.64 (15,004.20) AAA 3.54 3137EADM8 FHLMC Note 2,100,000.00 Various 2,071,904.10 99.80 2,095,745.40 1.97 % Aaa / AA+ 4.01 1.25% Due 10/2/2019 1.52 % 2,071,904.10 1.30 % 13,052.09 23,841.30 AAA 3.87 3135G0ZY2 FNMA Note 2,050,000.00 Various 2,047,636.30 101.77 2,086,344.45 1.96 % Aaa / AA+ 4.16 1.75% Due 11/26/2019 1.77 % 2,047,636.30 1.31 % 12,456.59 38,708.15 AAA 3.98 3137EADR7 FHLMC Note 1,800,000.00 Various 1,735,887.90 99.91 1,798,356.60 1.69 % Aaa / AA+ 4.59 1.375% Due 5/1/2020 2.00 % 1,735,887.90 1.40 % 10,312.50 62,468.70 AAA 4.40 3133ECPD0 FFCB Note 960,000.00 05/22/2013 946,454.40 100.02 960,186.24 0.90 % Aaa / AA+ 4.62 1.42% Due 5/13/2020 1.63 % 946,454.40 1.42 % 5,225.60 13,731.84 AAA 4.43 3135G0D75 FNMA Note 2,100,000.00 06/18/2015 2,071,349.70 100.00 2,099,997.90 1.97 % Aaa / AA+ 4.73 1.5% Due 6/22/2020 1.79 % 2,071,349.70 1.50 % 8,662.50 28,648.20 AAA 4.53 880591EL2 Tennessee Valley Authority Note 1,800,000.00 04/06/2011 1,801,368.00 110.88 1,995,795.00 1.87 % Aaa / AA+ 5.38 3.875% Due 2/15/2021 3.87 % 1,801,368.00 1.75 % 8,912.50 194,427.00 AAA 4.87 3133752P1 FHLB Note 1,650,000.00 08/03/2011 1,694,104.50 109.79 1,811,564.70 1.70 % Aaa / AA+ 5.83 3.5% Due 7/29/2021 3.19 % 1,694,104.50 1.73 % 9,945.83 117,460.20 AAA 5.28 3133827M9 FHLB Note 1,900,000.00 03/11/2013 1,890,842.00 100.63 1,911,951.00 1.80 % Aaa / AA+ 6.18 1.93% Due 12/1/2021 1.99 % 1,890,842.00 1.82 % 12,223.33 21,109.00 AAA 5.76 3137EADB2 FHLMC Note 1,875,000.00 01/24/2012 1,849,053.75 102.99 1,931,079.38 1.81 % Aaa / AA+ 6.29 2.375% Due 1/13/2022 2.53 % 1,849,053.75 1.87 % 9,648.44 82,025.63 AAA 5.80 3130A5P45 FHLB Note 2,200,000.00 07/24/2015 2,209,218.00 102.63 2,257,906.20 2.12 % Aaa / AA+ 6.70 2.375% Due 6/10/2022 2.31 % 2,209,218.00 1.95 % 15,820.14 48,688.20 AAA 6.13 880591EN8 Tennessee Valley Authority Note 1,900,000.00 08/29/2012 1,888,524.00 98.83 1,877,745.30 1.76 % Aaa / AA+ 6.88 1.875% Due 8/15/2022 1.94 % 1,888,524.00 2.06 % 4,552.08 (10,778.70) AAA 6.40 3135G0ZR7 FNMA Note 1,975,000.00 Various 1,997,730.75 102.41 2,022,506.65 1.89 % Aaa / AA+ 8.94 2.625% Due 9/6/2024 2.48 % 1,997,730.75 2.33 % 3,600.26 24,775.90 AAA 7.93 38,139,055.30 38,491,089.89 36.10 % Aaa / AA+ 4.53 Total Agency 37,260,000.00 2.15 % 38,139,055.30 1.41 % 202,110.67 352,034.59 Aaa 4.23

CMO

3137AH6Q6 FHLMC K704 A2 1,245,000.00 03/06/2014 1,283,225.40 102.83 1,280,283.30 1.20 % NR / NR 2.90 2.412% Due 8/25/2018 1.68 % 1,283,225.40 1.28 % 500.49 (2,942.10) AAA 2.59 1,283,225.40 1,280,283.30 1.20 % NR / NR 2.90 Total CMO 1,245,000.00 1.68 % 1,283,225.40 1.28 % 500.49 (2,942.10) Aaa 2.59

Chandler Asset Management - CONFIDENTIAL Page 3 Execution Time: 10/6/2015 8:00:32 AM Western Municipal Water District Consolidated Holdings Report Account #253 As of 9/30/15

Purchase Date Cost Value Mkt Price Market Value % of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration COMMERCIAL PAPER

06538CXT3 Bank of Tokyo Mitsubishi NY Discount 2,010,000.00 06/26/2015 2,007,990.00 99.90 2,007,990.00 1.88 % P-1 / A-1 0.07 CP 0.30 % 2,007,990.00 0.30 % 1,574.50 0.00 F-1 0.07 0.3% Due 10/27/2015 21687BZB0 Rabobank Nederland NV NY Discount 2,000,000.00 03/18/2015 1,993,941.11 99.70 1,993,941.11 1.86 % P-1 / A-1 0.20 CP 0.42 % 1,993,941.11 0.42 % 4,441.67 0.00 NR 0.20 0.41% Due 12/11/2015 4,001,931.11 4,001,931.11 3.74 % Aaa / AA 0.14 Total Commercial Paper 4,010,000.00 0.36 % 4,001,931.11 0.36 % 6,016.17 0.00 AA 0.14

LAIF

90LAIF$00 Local Agency Investment Fund State 2,139,208.83 Various 2,139,208.83 1.00 2,139,208.83 2.00 % NR / NR 0.00 Pool 0.34 % 2,139,208.83 0.34 % 6,886.13 0.00 NR 0.00 2,139,208.83 2,139,208.83 2.00 % NR / NR 0.00 Total LAIF 2,139,208.83 0.34 % 2,139,208.83 0.34 % 6,886.13 0.00 NR 0.00

MONEY MARKET FUND FI

31846V203 First American Govt Obligation Fund 766,817.84 Various 766,817.84 1.00 766,817.84 0.72 % Aaa / AAA 0.00 0.00 % 766,817.84 0.00 % 0.00 0.00 NR 0.00 90BASI$00 Bank of America Money Market Fund 137,237.25 Various 137,237.25 1.00 137,237.25 0.13 % NR / NR 0.00 0.00 % 137,237.25 0.00 % 0.00 0.00 NR 0.00 904,055.09 904,055.09 0.84 % Aaa / AAA 0.00 Total Money Market Fund FI 904,055.09 N/A 904,055.09 0.00 % 0.00 0.00 NR 0.00

US CORPORATE

459200GU9 IBM Corp Note 1,000,000.00 02/14/2011 964,180.00 100.41 1,004,127.00 0.94 % Aa3 / AA- 0.27 2% Due 1/5/2016 2.79 % 964,180.00 0.43 % 4,777.78 39,947.00 A+ 0.26 24422ERZ4 John Deere Capital Corp Note 390,000.00 01/17/2013 389,586.60 100.10 390,397.80 0.36 % A2 / A 0.31 0.75% Due 1/22/2016 0.79 % 389,586.60 0.42 % 560.63 811.20 NR 0.31 38259PAC6 Google Inc Note 805,000.00 11/15/2012 843,068.85 101.04 813,363.95 0.76 % Aa2 / AA 0.64 2.125% Due 5/19/2016 0.75 % 843,068.85 0.49 % 6,272.30 (29,704.90) NR 0.63 191216AU4 Coca Cola Company Note 880,000.00 08/13/2013 901,568.80 101.09 889,565.60 0.83 % Aa3 / AA 0.92 1.8% Due 9/1/2016 0.98 % 901,568.80 0.61 % 1,320.00 (12,003.20) A+ 0.91 674599CB9 Occidental Petroleum Note 1,116,000.00 05/27/2015 1,130,173.20 100.87 1,125,683.53 1.05 % A2 / A 1.38 1.75% Due 2/15/2017 1.00 % 1,130,173.20 1.11 % 2,495.50 (4,489.67) A 1.35 36962G5W0 General Electric Capital Corp Note 1,400,000.00 03/07/2013 1,447,922.00 102.05 1,428,644.00 1.35 % A1 / AA+ 1.58 2.3% Due 4/27/2017 1.44 % 1,447,922.00 0.99 % 13,774.44 (19,278.00) NR 1.53 913017BU2 United Tech Corp Note 85,000.00 05/24/2012 84,926.90 101.20 86,021.02 0.08 % A3 / A- 1.67 1.8% Due 6/1/2017 1.82 % 84,926.90 1.07 % 510.00 1,094.12 A- 1.63 68389XAN5 Oracle Corp Note 1,155,000.00 Various 1,129,807.15 100.17 1,156,943.87 1.09 % A1 / AA- 2.04 1.2% Due 10/15/2017 1.75 % 1,129,807.15 1.12 % 6,391.00 27,136.72 A+ 2.00

Chandler Asset Management - CONFIDENTIAL Page 4 Execution Time: 10/6/2015 8:00:32 AM Western Municipal Water District Consolidated Holdings Report Account #253 As of 9/30/15

Purchase Date Cost Value Mkt Price Market Value % of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration US CORPORATE

166764AA8 Chevron Corp. Callable Note Cont 1,040,000.00 Various 1,034,702.60 99.60 1,035,831.68 0.97 % Aa1 / AA 2.18 11/5/17 1.27 % 1,034,702.60 1.30 % 3,699.62 1,129.08 NR 2.06 1.104% Due 12/5/2017 458140AL4 Intel Corp Note 1,365,000.00 Various 1,369,409.65 99.82 1,362,559.38 1.28 % A1 / A+ 2.21 1.35% Due 12/15/2017 1.27 % 1,369,409.65 1.43 % 5,425.88 (6,850.27) A+ 2.16 40428HPH9 HSBC USA Inc Note 845,000.00 08/21/2015 842,515.70 99.72 842,600.20 0.79 % A2 / A 2.30 1.625% Due 1/16/2018 1.75 % 842,515.70 1.75 % 2,860.68 84.50 AA- 2.23 69371RM45 Paccar Financial Corp Note 1,310,000.00 Various 1,308,648.60 100.13 1,311,650.60 1.22 % A1 / A+ 2.44 1.45% Due 3/9/2018 1.49 % 1,308,648.60 1.40 % 1,160.80 3,002.00 NR 2.39 808513AK1 Charles Schwab Corp Callable Note 1,200,000.00 03/12/2015 1,200,072.00 100.10 1,201,150.80 1.12 % A2 / A 2.44 Cont 2/10/2018 1.50 % 1,200,072.00 1.46 % 1,050.00 1,078.80 A 2.30 1.5% Due 3/10/2018 931142DF7 Wal-Mart Stores Note 695,000.00 04/04/2013 694,360.60 99.92 694,463.46 0.65 % Aa2 / AA 2.53 1.125% Due 4/11/2018 1.14 % 694,360.60 1.16 % 3,692.19 102.86 AA 2.47 037833AJ9 Apple Inc Note 1,200,000.00 05/14/2013 1,188,132.00 99.53 1,194,396.00 1.12 % Aa1 / AA+ 2.59 1% Due 5/3/2018 1.21 % 1,188,132.00 1.18 % 4,933.33 6,264.00 NR 2.54 02665WAC5 American Honda Finance Note 1,200,000.00 05/27/2015 1,224,540.00 101.12 1,213,491.60 1.14 % A1 / A+ 3.03 2.125% Due 10/10/2018 1.50 % 1,224,540.00 1.74 % 12,112.50 (11,048.40) NR 2.89 74005PBH6 Praxair Note 1,400,000.00 Various 1,378,397.50 99.06 1,386,870.80 1.30 % A2 / A 3.11 1.25% Due 11/7/2018 1.67 % 1,378,397.50 1.56 % 7,000.00 8,473.30 NR 3.01 24422ESF7 John Deere Capital Corp Note 830,000.00 12/10/2013 828,232.10 100.98 838,132.34 0.79 % A2 / A 3.21 1.95% Due 12/13/2018 1.99 % 828,232.10 1.63 % 4,855.50 9,900.24 NR 3.08 89236TBB0 Toyota Motor Credit Corp Note 1,205,000.00 11/19/2014 1,209,566.95 101.14 1,218,762.31 1.14 % Aa3 / AA- 3.30 2.1% Due 1/17/2019 2.00 % 1,209,566.95 1.74 % 5,201.58 9,195.36 A 3.16 46625HJR2 JP Morgan Chase Note 1,050,000.00 04/02/2014 1,051,218.00 100.79 1,058,288.70 0.99 % A3 / A 3.33 2.35% Due 1/28/2019 2.32 % 1,051,218.00 2.10 % 4,318.13 7,070.70 A+ 3.18 17275RAR3 Cisco Systems Note 1,025,000.00 Various 1,029,860.05 101.25 1,037,854.53 0.97 % A1 / AA- 3.42 2.125% Due 3/1/2019 2.02 % 1,029,860.05 1.75 % 1,815.11 7,994.48 NR 3.28 91159HHH6 US Bancorp Callable Note Cont 875,000.00 08/22/2014 880,591.25 101.61 889,070.00 0.84 % A1 / A+ 3.57 3/25/2019 2.06 % 880,591.25 1.72 % 8,341.67 8,478.75 AA- 3.32 2.2% Due 4/25/2019 06406HCW7 Bank of New York Callable Note Cont 1,200,000.00 Various 1,205,334.00 100.99 1,211,906.40 1.13 % A1 / A+ 3.95 8/11/2019 2.20 % 1,205,334.00 2.03 % 1,533.33 6,572.40 AA- 3.68 2.3% Due 9/11/2019 94974BGF1 Wells Fargo Corp Note 1,150,000.00 01/26/2015 1,148,748.80 99.75 1,147,179.05 1.07 % A2 / A+ 4.34 2.15% Due 1/30/2020 2.17 % 1,148,748.80 2.21 % 4,189.51 (1,569.75) AA- 4.10 713448CS5 PepsiCo Inc Callable Note Cont 955,000.00 04/27/2015 954,455.65 99.43 949,580.38 0.89 % A1 / A 4.59 3/30/2020 1.86 % 954,455.65 1.98 % 7,410.53 (4,875.27) A 4.34 1.85% Due 4/30/2020 747525AD5 Qualcomm Inc Note 1,325,000.00 05/13/2015 1,325,299.00 99.75 1,321,657.03 1.24 % A1 / A+ 4.64 2.25% Due 5/20/2020 2.25 % 1,325,299.00 2.31 % 10,848.44 (3,641.97) NR 4.35

Chandler Asset Management - CONFIDENTIAL Page 5 Execution Time: 10/6/2015 8:00:32 AM Western Municipal Water District Consolidated Holdings Report Account #253 As of 9/30/15

Purchase Date Cost Value Mkt Price Market Value % of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 26,765,317.95 26,810,192.03 25.13 % A1 / A+ 2.67 Total US Corporate 26,701,000.00 1.67 % 26,765,317.95 1.47 % 126,550.45 44,874.08 A+ 2.55

US TREASURY

912828SD3 US Treasury Note 1,975,000.00 Various 1,997,200.28 100.66 1,988,115.98 1.86 % Aaa / AA+ 3.34 1.25% Due 1/31/2019 1.07 % 1,997,200.28 1.05 % 4,159.31 (9,084.30) AAA 3.25 912828KQ2 US Treasury Note 1,475,000.00 05/19/2011 1,510,728.56 107.10 1,579,710.25 1.49 % Aaa / AA+ 3.62 3.125% Due 5/15/2019 2.78 % 1,510,728.56 1.12 % 17,410.41 68,981.69 AAA 3.41 912828TH3 US Treasury Note 1,800,000.00 10/25/2012 1,760,632.20 98.89 1,780,077.60 1.66 % Aaa / AA+ 3.84 0.875% Due 7/31/2019 1.21 % 1,760,632.20 1.17 % 2,653.53 19,445.40 AAA 3.75 912828UB4 US Treasury Note 1,455,000.00 12/19/2013 1,371,798.01 99.00 1,440,487.83 1.35 % Aaa / AA+ 4.17 1% Due 11/30/2019 2.03 % 1,371,798.01 1.25 % 4,889.75 68,689.82 AAA 4.05 912828WC0 US Treasury Note 1,800,000.00 03/13/2015 1,803,874.39 101.56 1,828,125.00 1.72 % Aaa / AA+ 5.09 1.75% Due 10/31/2020 1.71 % 1,803,874.39 1.43 % 13,182.07 24,250.61 AAA 4.82 912828PX2 US Treasury Note 1,250,000.00 Various 1,371,452.26 110.95 1,386,897.50 1.30 % Aaa / AA+ 5.38 3.625% Due 2/15/2021 2.45 % 1,371,452.26 1.50 % 5,787.19 15,445.24 AAA 4.90 912828RC6 US Treasury Note 1,750,000.00 Various 1,742,777.32 102.93 1,801,269.76 1.69 % Aaa / AA+ 5.88 2.125% Due 8/15/2021 2.19 % 1,742,777.32 1.60 % 4,749.50 58,492.44 AAA 5.50 912828RR3 US Treasury Note 2,080,000.00 Various 2,077,413.39 102.05 2,122,575.52 2.00 % Aaa / AA+ 6.13 2% Due 11/15/2021 2.01 % 2,077,413.39 1.65 % 15,713.05 45,162.13 AAA 5.71 912828SF8 US Treasury Note 1,420,000.00 07/31/2014 1,387,722.87 102.01 1,448,529.22 1.36 % Aaa / AA+ 6.38 2% Due 2/15/2022 2.33 % 1,387,722.87 1.67 % 3,627.17 60,806.35 AAA 5.96 912828SV3 US Treasury Note 1,950,000.00 07/29/2013 1,848,546.86 100.15 1,952,944.50 1.83 % Aaa / AA+ 6.63 1.75% Due 5/15/2022 2.41 % 1,848,546.86 1.73 % 12,889.61 104,397.64 AAA 6.19 912828TJ9 US Treasury Note 1,950,000.00 06/10/2013 1,873,378.89 99.15 1,933,495.20 1.81 % Aaa / AA+ 6.88 1.625% Due 8/15/2022 2.10 % 1,873,378.89 1.76 % 4,047.04 60,116.31 AAA 6.46 912828TY6 US Treasury Note 1,850,000.00 Various 1,744,632.39 99.03 1,832,077.20 1.72 % Aaa / AA+ 7.13 1.625% Due 11/15/2022 2.37 % 1,744,632.39 1.77 % 11,355.13 87,444.81 AAA 6.65 912828VB3 US Treasury Note 2,135,000.00 Various 2,067,177.87 99.15 2,116,818.34 1.99 % Aaa / AA+ 7.63 1.75% Due 5/15/2023 2.15 % 2,067,177.87 1.87 % 14,112.47 49,640.47 AAA 7.06 912828J27 US Treasury Note 2,100,000.00 08/31/2015 2,073,266.21 99.61 2,091,797.40 1.96 % Aaa / AA+ 9.39 2% Due 2/15/2025 2.15 % 2,073,266.21 2.05 % 5,364.13 18,531.19 AAA 8.48 24,630,601.50 25,302,921.30 23.72 % Aaa / AA+ 5.92 Total US Treasury 24,990,000.00 2.04 % 24,630,601.50 1.56 % 119,940.36 672,319.80 Aaa 5.54

105,633,319.32 106,704,982.68 100.00 % Aa1 / AA 3.97 TOTAL PORTFOLIO 105,020,882.11 1.79 % 105,633,319.32 1.36 % 464,986.90 1,071,663.36 Aaa 3.61

TOTAL MARKET VALUE PLUS ACCRUED 107,169,969.58

Chandler Asset Management - CONFIDENTIAL Page 6 Execution Time: 10/6/2015 8:00:32 AM :HVWHUQ0XQLFLSDO:DWHU'LVWULFW 6HSWHPEHU

&203/,$1&(:,7+,19(670(1732/,&< Assets managed by Chandler Asset Management are in full compliance with State law and with the District’s investment policy.

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November 4, 2015

TO THE BOARD OF DIRECTORS:

Donald D. Galleano, President S.R. “Al” Lopez, Vice President Thomas P. Evans, Secretary-Treasurer Brenda Dennstedt Robert Stockton

FROM: John V. Rossi, General Manager Rod LeMond, Assistant General Manager/CFO

CONSIDER APPROVAL OF FINANCIAL SYSTEM UPGRADE (LAWSON VERSION 10.x)

RECOMMENDATION: Staff recommends that Board of Directors:

1. Authorize the General Manager to proceed with the Capital Improvement Project: Financial System Upgrade;

2. Amend the Board adopted Fiscal Year 2015-2016 Capital Spending Plan (CSP) for the Financial System Upgrade project, with an increase of $9,327 for a new total of $209,327 under the General District Information Technology Projects Fund 108; and

3. Enter into agreements with RPI Consultants, LLC and Applied Computer Technologies, to upgrade the District’s Lawson Financial System to Version 10.X in an amount not to exceed $120,000.

BUDGET IMPACT: The original amount allocated in the Fiscal Year 2015-2016 Capital Spending Plan for this project is $200,000. The detailed cost estimate is calculated to be $209,327. The additional $9,327 is needed for additional server hardware required. The total project budget includes consulting support, software, hardware, and staff labor/burden.

The funds for this project come from General District operating reserves and is recovered over time through the expense allocation included in the District’s annual Board of Directors November 4, 2015 Page 2 operating budget. The annual expense allocation is one of the ways the General District recovers its costs from the District’s various enterprise funds.

BUSINESS PLAN REFERENCE: The Lawson Financial System Version 10.x Upgrade is consistent with Western’s Business Plan Initiative 99.11.4, IT Enterprise System Upgrades.

SUMMARY: The District has successfully used the Lawson Financial System Version 9.x for accounts payable, accounts receivable, general ledger, procurement, project management, budgeting, and inventory control since 2010. The software was originally acquired in 2009 with a Board approved budget of $3.2 million dollars.

The current environment is installed on a version of Windows (2003) that is no longer supported, and our current Version 9.x of the Lawson Financial System is scheduled to be unsupported in 2016. This poses software stability, security, and potential regulatory non-compliance issues.

This project will upgrade the Lawson Financial System from Version 9.x to Version 10.x, as well as the servers on which it resides. The project is scheduled begin in November 2015 and is expected to take six months to implement.

DETAIL: The project will upgrade Western’s current Financial System (Lawson Version 9.x) to the newest version available. The current version of Lawson Financial System was originally installed on Microsoft Server 2003 in 2009. The current servers are six years old and need to be replaced to support high availability of this critical system. Microsoft Server 2003’s Extended Support ended July 14, 2015, meaning there are no more updates or patches available from Microsoft. This could subject the system to new security risks.

In 2016, support for Lawson Financial System Version 9.x will also end. No new enhancements will be made to Lawson Financial System Version 9.x, thereby making it obsolete in the near future. Upgrading to Lawson Financial System Version 10.x at this time would update the technology limits of the current system, increase performance, and allow for future growth. The estimated project costs cover hardware/software, internal labor, project management, data conversion, software control file configuration, training, and contingency costs.

Project Goals  The installation of Lawson Financial System Version 10.x Board of Directors November 4, 2015 Page 3

 Conversion of data from Lawson Financial System Version 9.x to Lawson Financial System Version 10.x  Conversion and updates of customer reports, interfaces to other applications, and scripts  Testing data conversion and system functionality  User Training  Go-Live  Post Go-Live Support

Project Estimated Costs COST CONSULTING $117,700 HARDWARE / SOFTWARE $58,344 INTERNAL LABOR $21,513 CONTINGENCY $11,770

TOTALS $209,327

Implementation Strategy The Lawson Financial System Upgrade implementation strategy is planned in six stages:

 Technical Assessment and Lawson Financial System Version 10.x Upgrade Planning  Build Future TEST Infor Lawson Financial System Version 10.x Environment – 1st Pass  Development & Application Exploration  Build Future PROD Infor Lawson Financial System Version 10.x Environment – 2nd Pass  User Acceptance Testing and Readiness Assessment  Infor Lawson Financial System Version 10.x Go-Live – 3rd Pass

Benefits of Upgrade Lawson Financial System Version 10.x was designed to keep the desirable features of the existing Lawson version while updating the technology to increase performance, add new capabilities, and allow for future growth. The familiarity with the current system means current Lawson users will not have to learn a brand new system. Staff will be able to navigate through menus and options effortlessly. IT staff’s familiarity with the system will allow them to continue providing support on the new version. The software used in building Lawson Financial System Version 10.x will increase performance and allow greater flexibility in terms of customizations that will enhance productivity.

Board of Directors November 4, 2015 Page 4

John V. Rossi

JVR/RL

Attachments: 1. Lawson Financial System Version 10.x Upgrade Estimated Timeline 2. Lawson Financial System Version 10.x Upgrade Estimated Costs 3. RPI Consultants Scope of Work Attachment 1

Lawson Financial System 10.x Upgrade Estimated Timeline

Project Summary Schedule

Week Of Activity 11/4/2015 Obtain Western Board approval 11/18/2015 Install servers and base software 11/25/2015 Technical assessment with consulting firm 12/30/2015 Build test environment 1/27/2016 Training, application differences workshop, and complete all interfaces and custom forms 2/24/2016 Build production environment and test data migration 3/23/2016 Interface deployment and user acceptance testing 4/13/2016 Go‐live Attachment 2

Infor Lawson Financial System V10.x Upgrade Estimated Costs Totals % of Total RPI Consultants, LLC Technical Consulting 624 hours $ 109,200 52%

Applied Computer Technologies SQL Database Support $ 8,500 4%

Total Consulting $ 117,700 56%

Hardware & Software Nov 2015 Dec Jan 2016 Feb Mar Apr May Totals % of Total 4 Dell Servers (Wayne's estimate)$ 40,000 $ 40,000 19% VMWare vSphere$ 10,544 $ 10,544 5% SQL Server 2014 License (4 cores)$ 4,800 $ 4,800 2% Windows Server Licenses (9 virtual servers)$ 3,000 $ 3,000 1%

Total Hardware & Software $ 58,344 28%

Internal Labor (Burden) Nov 2015 Dec Jan 2016 Feb Mar Apr May Totals % of Total Wayne ‐ Network$ 419 $ ‐ $ ‐ $ ‐ $ ‐ $ ‐ $ ‐ $ 419 0% Steve ‐ Server Software$ 305 $ ‐ $ ‐ $ ‐ $ ‐ $ ‐ $ ‐ $ 305 0% Randy ‐ PM$ 1,904 $ 1,904 $ 2,856 $ 2,856 $ 2,856 $ 952 $ ‐ $ 13,327 6% Victor $ 305 $ 1,218 $ 1,218 $ 1,218 $ 1,218 $ ‐ $ ‐ $ 5,178 2% Staff ‐ Testing $ ‐ $ ‐ $ ‐ $ 571 $ 1,142 $ 571 $ ‐ $ 2,285 1% Total Internal Labor (Burden) $ 21,513 10%

Total Estimated Costs Before Contingency 197,557 94% Contingency (10% of Consulting Costs) 11,770 6% Total Estimated Project Costs 209,327 100%

Breakdown by Hours Nov 2015 Dec Jan 2016 Feb Mar Apr May Totals Wayne ‐ Network 4 4 Steve ‐ Server Software 4 4 Randy ‐ PM 16 16 24 24 24 8 112 Victor 4 16 16 16 16 68 Staff ‐ Training ‐ Staff ‐ Testing 10 20 10 40 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ Total Estimated Internal Hours ‐ 28 32 40 50 60 18 ‐ 228

Statement of Work Infor Lawson 10x Upgrade Services

RPI Consultants, LLC August 26, 2015 valid for 60 days

Western Municipal Water District Infor Lawson 10x Upgrade Services

Table of Contents

Executive Summary ...... 1 About RPI ...... 3 Project Approach ...... 5 List of Deliverables by Phase ...... 14 Sample Timeline ...... 16 Responsibilities and Assumptions ...... 17 Roles and Responsibilities ...... 17 Project Assumptions: ...... 20 Relevant Experience ...... 21 Lawson 10x Experience ...... 21 Infor Process Automation (IPA) Experience ...... 23 Lawson IPA References ...... 23 RPI Long Term Customer References ...... 24 Estimated Effort & Project Cost ...... 25 Estimated Project Cost ...... 26 Estimated Travel Expenses ...... 26 Optional Process Improvement Services ...... 27 Travel & Payment Terms ...... 27 Approvals & Signatures ...... 28 Appendix A - List of Lawson Components...... 29 Appendix B – List of Interfaces and Customizations ...... 30 Interfaces: ...... 30 Customizations: ...... 30 Process Flows: ...... 30 Appendix C – Project Resources ...... 31 Personnel Depth ...... 31 Project Team ...... 31

Table of Contents Western Municipal Water District Infor Lawson 10x Upgrade Services

Executive Summary

Western Municipal Water District (WMWD) is seeking consulting support for a systems upgrade to Infor Lawson 10x. The primary motives behind the upgrade are to remain on the most current Lawson version and to leverage new functionality. Lawson S3 Application Suites already implemented at WMWD include Financials and Procurement. RPI Consultants, an Infor Alliance Partner based in Baltimore, Maryland, has been providing implementation, upgrade and post-implementation services to the Lawson community since 1999, and is pleased to present this proposal to assist WMWD with the Lawson 10x Upgrade. RPI believes strongly in the organized and intuitive milestone-based methodology. The project phases described below are designed to minimize risk and system disruption by focusing on project planning and leveraging a three pass approach. Each project phase builds upon the antecedent phases, so it is critical that each phase and the deliverables specified therein are completed on time and to the highest possible quality. RPI’s approach emphasizes planning to proactively identify and resolve any potential go-live issues; based on past upgrade experiences and a methodical "measure twice, cut once" or "three pass" project approach. While considering RPI, please note the following:

 On Schedule Delivery: We have a history of delivering Lawson projects across multiple functional suites on time. Within the last year alone, RPI has led successful on-time go-lives at:

o Acuity Health System – Lawson Financials 10/1/2013 o Prime – Lawson Financials, HR/Payroll, Procurement 12/1/2013 o SHCLS – Lawson HR/Payroll 1/1/2014 o Rush Copley Medical Center – Lawson Financials 4/1/2104 o Evangelical Community Hospital – Lawson HR/Payroll 8/1/2014 o CCMC – Lawson Financials, Procurement 3/29/2015 o Hornbeck Offshore – Lawson 10x Upgrade – 5/18/2015

 Infor Lawson 10x Expertise: We have experience with Lawson Version 10 that few competitors can match. RPI clients live on or currently upgrading to Lawson 10x include Evangelical Community Hospital, Rush Copley Medical Center, Connecticut Children’s Medical Center, Harford County Public Schools, Hornbeck Offshore, Jackson National Insurance, National Wildlife Federation, Cold Spring Harbor Laboratories, CentraState Health System, Physiotherapy Assoc and Cumberland County.

 On Shore Full-Time Technical Resources: Our Lawson technical team is composed of full-time, W2, US-based employees. This means our consultants work on regular US Business hours, they are able to travel to client locations if needed, and will have long term availability. Long after a

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 1 Western Municipal Water District Infor Lawson 10x Upgrade Services

project is completed, the individuals who worked on the project will still be available for future support and questions.

 Long Term Partnership Business Model: Our business model is focused on building long term partnerships with our customers. As a Lawson-dedicated professional services firm, we seek to understand the evolving market and deliver “value-add” to our customers at all stages of Lawson progression. Unlike bigger firms, our small size allows us to stay nimble, and we continue to make ourselves easily accessible for customer requests of any size- even just a single hour to review creation of a new Lawson Company.

 Outstanding Reputation and Strong Brand Identity: Our consultants are committed to the success of our customers and are noted for their depth of product knowledge, communication skills, experience, and above all else their teamwork. RPI’s “teaming approach” to upgrades allow us to truly capitalize on our consultants’ broad range of experience-bred knowledge of best practices. This approach also ensures optimum continuous support for our clients throughout the full cycle of the implementation process. Our resources are accustomed to working together towards a common goal through repeated implementations and projects.

RPI will provide leadership to achieve a successful Lawson 10x upgrade that meets WMWD’s business objectives and project timeline. However, we will not force a timeline upon WMWD that is not optimal based on other activities and availability of other resources. RPI will modify our approach and resource mix to meet the best schedule for your organization. We look forward to working with you to achieve a successful, on-time and on-budget project.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 2 Western Municipal Water District Infor Lawson 10x Upgrade Services

About RPI

Background RPI has established an excellent reputation through our approach to consulting; a low overhead model designed to achieve the maximum results for a minimal cost. We have assisted customers with the entire lifecycle of the Lawson system, from new system implementations, to post-implementation audits, optimizations, and upgrades. At RPI, we seek to form true partnerships with our clients. We solve specific business problems through strategic intervention when and where it’s needed, without requiring long-term commitments from our clients. We work with our clients to identify cost-effective options such as remote work to minimize travel and downtime costs. We use cutting-edge technologies to reduce unnecessary effort, and internal specialists who more efficiently complete skill-specific tasks. “RPI was flexible to work with Since 1999, RPI has been guiding organizations through Lawson our schedule and meet our implementations and providing thought leadership and specific needs. With their optimization support for existing Lawson customers. Further, help we were ready to move RPI’s client base throughout our history has remained almost forward with our upgrade.” exclusively within the Lawson space (>90%). We bring — Tom Farry, Director of leadership, experience, and best practices combined with hands- Lawson ERP Materials on completion of tasks to get the job done. Our team is made up Management, Bon Secours of dedicated, passionate professionals who will not only focus on Health System your business objectives and project goals, but will also ensure the highest industry standards are met.

RPI Consulting Principles 1. Focus on Business Operations and Objectives – The primary goal of ERP management should be to automate and streamline business processes to increase controls and visibility of data while also reducing the time required to complete tasks. RPI uses Lawson technology as a tool, but always remains focused on all processes from end to end to ensure the key business requirements and goals are met.

2. Deliver Value with Every Hour – Our consultants make every hour count to deliver the best possible value for our customers’ investments. Project overhead is reduced by using a working Project Manager who provides hands-on expertise rather than simply documenting the activities of others. Our consultants will only be on-site when it is of value, performing most work remotely. This allows us to minimize travel costs and complete work more rapidly. Rather than “park” consultants on-site waiting for the next task to start, RPI will tailor our schedule to the changing needs of the client, scaling up and down as needed.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 3 Western Municipal Water District Infor Lawson 10x Upgrade Services

3. Build Strong Internal Resources – From the beginning of the engagement, RPI will make a point of transitioning knowledge to internal staff, and providing leadership toward a culture of continuous improvement.

4. Team Based Approach – Perhaps our greatest asset is our team-based approach to every project. This allows us to focus the resources with the most relevant experience and qualifications on the task at hand. Because of this approach, RPI is able to guarantee that all resources assigned to WMWD will have specialized knowledge pertaining to the various project areas.

Commitment to Client Satisfaction At RPI, we seek to form true partnerships with our clients. We at RPI stand behind our consulting services and commit ourselves to the highest ethical and professional standards. If we cannot do a job the right way, we will not do it at all. Our "Focus on Results" methodology assures confidence in the implementation process by maximizing client participation and ownership. We solve specific business problems through strategic intervention when and where it’s needed, without requiring long-term commitments from our clients. We partner with our clients, invest in their goals, build personal relationships, and help position them for maximum success. We strive to create the opportunity for innovation, creativity, and productivity within our clients’ business operations. Our culture of delivering on-time, on-budget, high-quality implementations has resulted in a customer satisfaction rating of 95% and an RPI staff turnover rate of less than 5%. RPI Consultants is justifiably proud of its relationships with its clients – many of them longstanding. RPI retains a close working relationship with its clients and is commonly called back for upgrade assistance, new module implementations, and new employee training. As a consulting partner, we’re on your side. We listen carefully. We’re focused on your long-term business goals and approach problems from a business process angle, not a sales perspective. We pride ourselves in providing clients the most “bang for the buck.” We’re up to a challenge but will always be realistic about what is feasible. We’re easy to work with and can quickly staff up and down as project needs change. Our refreshing approach delivers results on time, under budget, and right the first time. RPI understands the complex challenges of implementing enterprise software. We understand that business processes must be optimized for efficiency within a context of complex requirements and constraints. We also recognize that business at WMWD must go on uninterrupted even as critical business processes evolve, and that these circumstances require that every software and process change must be flawlessly designed, tested thoroughly, and communicated to each impacted staff member in a timely and efficient manner.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 4 Western Municipal Water District Infor Lawson 10x Upgrade Services

Project Approach

RPI believes strongly in an organized, intuitive and milestone-based methodology. The recommended upgrade approach described below is intended to minimize risk and system disruption. We emphasize planning and proactive issue resolution under the philosophy “measure twice, cut once”. While we recommend a “three pass” approach, RPI understands every project is unique and that this approach may require fine-tuning to best suit each client’s capabilities, requirements and culture. As such, the RPI Project Manager will partner with the WMWD team throughout the project to make sure each deliverable is a foundation upon which future project progress can be made.

Project Management and Communication Targeted Project Management is a key component of a successful system upgrade. RPI’s Project Manager will serve as the primary point of communication for the RPI project team. Additionally, RPI’s project manager will be responsible for:

 Development of the project plan (see Phase 1: Technical Assessment and Infor Lawson 10x upgrade planning)  Project communication  Timeline and scheduling management  Readiness Assessment (see Phase 5: User Acceptance Testing and Readiness Assessment)  Cutover planning support (see Phase 5: User Acceptance Testing and Readiness Assessment)  Overall quality of the project

Tools and Methodologies Tools used to facilitate open communication, team collaboration, issue reporting/resolution, document sharing, and tracking of project team progress towards clearly defined milestones and deliverables will be adapted as appropriate to meet the culture and existing PMO methodologies in place at WMWD. RPI will also provide leadership in this area, based on our deep experience in managing and facilitating complex projects that require collaboration and transparency. In some cases, RPI works with clients that have their own internal SharePoint (or other) system(s) for managing project activity and issues. In other cases, RPI has experience with and will provide the collaboration tools (at no charge), which in many cases include: Smartsheet – An on-line project collaboration portal offering file sharing, decentralized maintenance of detailed project plans (Gantt charts, task lists, etc.), resource management, and reporting Assembla – An on-line issues management repository and knowledge base

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 5 Western Municipal Water District Infor Lawson 10x Upgrade Services

Sample Project Pan

Status Updates RPI’s Project Manager will work in conjunction with WMWD project leaders to facilitate regular project status calls including appropriate RPI Resources at any given time throughout the project. Status call frequency may increase or decrease depending on the stage of upgrade and WMWD and RPI efforts at any given time.

Change Orders RPI will proactively submit Change Requests to the WMWD project manager or sponsor to communicate material changes to the project; be they related to budget, scope, resources or timeline. Often during the course of a project, unforeseen changes occur and must be accounted for in the final delivery.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 6 Western Municipal Water District Infor Lawson 10x Upgrade Services

Upgrade Prerequisites The approach and sample timeline below assumes all necessary hardware has been purchased and installed, VPN access has been granted, and download keys and data promotion programs have been obtained before project kick-off.

System Assessment & Recommendations The driver behind system upgrades is often technological: to maintain the organization on the most current and supported versions of the software and to leverage the latest developments in functionality of modules. However, it is not uncommon to find that organizations are not fully leveraging existing functionality to streamline and automate business processes. Because of this, it is important to examine existing practices and often adjust them for optimization.

Inventory Control Business Process Review (Optional) WMWD is interested in reviewing the use of Lawson’s Inventory Control module. We have included 40 hours as an optional service for a Lawson Functional Procurement SME to gather WMWD requirements, deliver an onsite overview of the module and provide recommendations on its potential use and recommended configuration at WMWD.

Comprehensive Assessment (Optional, Not Included) Looking beyond the IC module, RPI can offer a comprehensive assessment of Lawson use and opportunities at WMWD. Staffing analysis and estimated efforts for future projects can prove invaluable tools to an IT department responsible for supporting Lawson. Typical deliverables would include:

 Project Roadmap, including inventory, effort estimates and prioritization of Lawson initiatives  Staffing level recommendations, as well as ideas for user efficiency and sustainability  Overall technical “opportunities” and suggestions for interfaces, reporting, etc.  Long term system upgrade/maintenance strategy, with script toolbox to streamline testing

This service offering is highly customizable based on customer goals. As such, hours for All-Suites System Assessment and Recommendations are not included in the estimated effort of this Statement of Work. If these services are of interest to your organization, please contact RPI to discuss requirements and we will provide a separate SOW.

Phase 1: Technical Assessment and 10x Upgrade Planning The primary objective of this phase is to launch the project in a way that increases the likelihood of a successful outcome. This includes confirming and refining project scope, establishing the project structure and project management tools, developing detailed plans, communicating expectations with project stakeholders, and preparing the organization to launch and execute the upgrade. As part of the Technical Assessment, RPI will review and analyze current Lawson environments to evaluate upgrade risk factors, verify all related software versions, and document existing application

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 7 Western Municipal Water District Infor Lawson 10x Upgrade Services server, web server, and database server configuration. Our team will evaluate new infrastructure environments to confirm system readiness and compatibility as defined in the Lawson support matrix for the future Lawson version. RPI’s Technical Consultants will validate current Lawson programs, existing authentication protocols, existing Lawson security, and any noted modifications and customizations. The technical assessment may result in a Change Request for additional hours, if needed, or recommendations to mitigate risks or consider opportunities found during the technical assessment.

Phase 2: Build Future TEST Infor Lawson 10x Environment – 1st Pass The future Test Lawson upgrade environment will be built on a new or virtual server. WMWD is responsible for procurement of new physical or virtual servers for the future Test environments to include application, web, and database servers. WMWD is responsible for installing the operating system, database software, and creating database shells for the Lawson data storage. Lawson Test Server Build for WMWD will include Lawson System Foundation, Ming.le, Landmark, IPA, Infor Security Services, and LBI.

Migration RPI will assist in the migration of data from current production to Lawson 10x Test environment. This will include application data for all suites, security, job definitions, and LBI history and configuration.

About the 1st Pass The first upgrade pass is a qualitative build of Lawson 10x, intended to identify and align all technological dependencies for WMWD’s environment, document any issues encountered and their resolutions for future passes, and bring any decision points to the forefront of the project decision makers.

Phase 3: Development & Application Exploration The primary objectives of this phase are to ensure interfaces and custom programs have been successfully transferred to the new Lawson 10x Test server and to expose super users to the new system.

Application Exploration Upon completion of the Infor Lawson 10x Test Environment, the system should be made available to WMWD super users for application exploration. We highly encourage your organization to take advantage of this first opportunity to play in the system with familiar configuration and data. WMWD is responsible for the coordination, communication, and support of Application Exploration. Any issues encountered should be documented and shared with the RPI PM so appropriate steps for resolution can be incorporated in the second pass.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 8 Western Municipal Water District Infor Lawson 10x Upgrade Services

System Differences Training Infor Lawson 10x differences training is focused on the new technical skills required to maintain and support Lawson System Foundations 10x, including Infor Security Services (ISS).

Landmark Administration Training Landmark is an application server almost on par with LSF as far as complexity. It’s important that the WMWD team is familiar with the architecture and knows how to start/stop the components, apply patches, maintain security, and troubleshoot issues. RPI will provide customized training using the newly installed Landmark environment at WMWD. We have included time in this proposal to deliver this as an onsite class.

IPA Developer Training There are a wealth of new features and minor changes in the latest generation of Infor’s workflow product. Training for the flow development team puts them in the best position to leverage this new technology to enhance existing flows and solve new business challenges with IPA. We have included customized training, however, so the WMWD team can better focus on relevant objectives and work with the actual flows that are being migrated.

Application Differences Training For applications differences we have included four hours of functional support per suite in the budget, covering a two hour WebEx overview per suite with the additional time reserved for Q&A throughout the project. This allows a functional expert to provide an overview of functional system differences and to answer super user questions. Functional differences from Lawson 9.0.1 to Lawson 10x are minimal, but RPI’s functional experts will be available to provide additional support as needed.

Re-engineer Customizations, Modifications, and Interfaces During this phase, WMWD and the RPI team will work together to re-engineer specified customizations, modifications, and interfaces listed by WMWD. All noted interfaces, modifications, and customizations will need to be tested on the upgraded environment.

Process Flows RPI’s technical team will take responsibility to migrate Process Flows to IPA in the new 10x environment.

4GL Programs RPI will take primary responsibility to migrate 4GL programs and server side scripts to the new 10x environment.

Interface Migration WMWD’s technical team will take responsibility for migrating interfaces from the current Lawson 9 environment to 10x.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 9 Western Municipal Water District Infor Lawson 10x Upgrade Services

Custom Program Troubleshooting Though WMWD resources will take primary responsibility for testing and troubleshooting of migrated 4GL programs, this SOW budgets time for our developers to support this process.

The following is a breakdown of customizations, modifications and interface responsibilities by task:

RPI WMWD Task

Migrate 4GL and Server scripts

Migrate IPA Flows

Reengineer interfaces

Troubleshoot and correct custom programs and Interfaces

Appendix B of this proposal lists all identified customizations within the scope of this SOW and estimate.

Phase 4: Build Future PROD Infor Lawson 10x Environment – 2nd Pass The future Production Lawson upgrade environments will be built on new or virtual servers. WMWD is responsible for procurement of new physical or virtual servers for the future Production environments to include application, web, and database servers. WMWD is responsible for installing the operating system, database software, and creation of database shells for the Lawson data storage. Lawson Prod Server Build for WMWD will include Lawson System Foundation, Ming.le, Landmark, IPA, Infor Security Services, and LBI.

Migration RPI will assist in the migration of data from current production to the Lawson 10x Production environment. This will include application data for all suites, security, job definitions, and LBI history and configuration.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 10 Western Municipal Water District Infor Lawson 10x Upgrade Services

Deploy Customizations, Modifications, and Interfaces Customizations, modifications and interfaces will be promoted to the Lawson 10x Production environment from the Lawson 10x Test Environment. This process will include the promotion of IPA flows. About the 2nd Pass The second upgrade pass is the initial dry run of go-live. Its focus is on the timely execution of data migration required to minimize production downtime during go-live. The 2nd pass creates the environment that is used for User Acceptance Testing and Data Validation.

Lawson 9 Lawson 9 TEST PROD

st 1 Pass data migration nd rd st 2 Pass 3 Pass 1 Pass data migration data migration customizations

nd Lawson 10 2 Pass Lawson 10 TEST customizations PROD

Installed with Pass #1. Installed with Pass #2. Used for: Used for: • Customization • Testing development • Data validation • Interface development Phase 5: User Acceptance Testing and Readiness Assessment

User Acceptance Testing User Acceptance Testing should emulate the end user experience on day 1 of go-live, including execution of all standard system programs, custom programs, interfaces, RQC, and reporting. It is also important to conduct detailed data validation in this pass to ensure that all critical data has been successfully promoted to the new system environment.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 11 Western Municipal Water District Infor Lawson 10x Upgrade Services

WMWD takes responsibility for managing and executing test scenarios that meet the internal organizational requirements of reasonableness to assess satisfactory system functionality.

Lawson 10x Test Scripts RPI has a robust library of Unit and System Integrated Test Scripts for Lawson 10x that can be made available to WMWD resources upon request. Our consulting team will be available if additional assistance is needed in planning, completing, or supporting the execution of UAT. We have included eight hours of functional consulting time in this proposal for system test review and support.

Readiness Assessment Based on all project activity to date, RPI will lead the process to assess any risks for going live on the desired date and make recommendations where appropriate. This allows the project team to focus on any outstanding issues that need to be addressed, as well as gaining consensus on proceeding with the cutover process.

Cutover Planning RPI will work with the WMWD project team to develop a concise Go-Live Cutover Plan, which will keep everyone organized in the days immediately before and after go-live.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 12 Western Municipal Water District Infor Lawson 10x Upgrade Services

Phase 6: Infor Lawson 10x Go-Live – 3rd Pass The primary objective of the final phase is to successfully transition production to the new Infor Lawson 10x environment.

Migration Our lead technical consultants will be responsible for the final migration of data from current production to Infor Lawson 10x.

Go-Live / Post-Live Our lead technical consultants will be available as needed to provide support for any system issues encountered during and immediately after Go-Live. We have included budgeted hours for system troubleshooting and support for use throughout the duration of the project including go-live support. RPI Project Manager will actively monitor this budget.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 13 Western Municipal Water District Infor Lawson 10x Upgrade Services

List of Deliverables by Phase

Estimated Phase Deliverables / Milestones Timeline

1. Technical Assessment Technical Assessment & 10x 1 week 2. Review of desktop environment Upgrade Planning 3. Diagram of current environment 4. Review inventory of interfaces and system customizations 5. Develop Project Management Plan 6. Assist project kickoff

1. Working environment available for Application Build Future TEST Infor 5 weeks Exploration, complete with product line and data, Lawson 10x environment – user, and security migrations 1st Pass 2. Environment Diagram (Draft)

1. Upgrade programs validated Application Exploration & 4 weeks 2. Application Exploration / Enhancement Analysis Development 3. Landmark / ISS Training 4. Application Differences WebEx 5. All interfaces, custom programs, and process flow updated for v10 testing and validation, using first pass environment (shared responsibility see Phase 3: Development & Application Exploration)

1. Working environment complete with product line and Build Future PROD Infor 4 weeks data, user, and security migrations Lawson 10x environment – 2. Interfaces and custom programs migrated to 2nd Pass Production 3. Data Migration - trial run of go-live (timing validation)

1. Deploy customizations developed in Lawson 10x Test Interface Deployment, User 4 weeks to Lawson 10x Prod Acceptance Testing and 2. Prepare Lawson 10x Prod server for interface cutover Readiness Assessment 3. User Acceptance Testing (Client responsibility) 4. Data Validation (Client Responsibility) 5. Testing and Validation Sign-off (Client Responsibility) 6. Readiness Assessment 7. Cutover Plan 8. All issues identified and resolved

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 14 Western Municipal Water District Infor Lawson 10x Upgrade Services

9. Go / No-Go Decision 10. Confirmation / Communication of cutover date

1. Migrate Data Infor Lawson 10x Go-Live – 1 week 2. Production 10 live 3rd pass 3. Environment Diagram (Final)

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 15 Western Municipal Water District Infor Lawson 10x Upgrade Services

Sample Timeline An estimated timeline is shown below, based on what is currently known and described in the SOW, and without taking into consideration resource availability and statutory holidays. We estimate it will take approximately 18 weeks to complete this upgrade project.

ACTIVITY Weeks 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 Technical Assessment & Project Planning

Install Test Environment (1st Pass) Application Exploration & Development Install Prod Environment (2nd Pass) User Acceptance Testing Readiness Assessment & Planning Prod Migration (3rd Pass) Go Live Support

Delays may result due to responsibilities not being met by the WMWD team or by third parties outside of the scope of control of the RPI team. If WMWD is not able to make available the resources to complete a particular task, RPI may be able to provide additional assistance to keep the project on schedule. RPI will do its best to adjust our approach and schedule to accommodate these changes and keep the project on-track and on-budget. If a change in responsibilities or delay may result in an increased cost, we will make WMWD aware and provide the opportunity to determine the appropriate steps.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 16 Western Municipal Water District Infor Lawson 10x Upgrade Services

Responsibilities and Assumptions

Team members dedicated to this project will be selected based on scheduling and coordination with WMWD. We have listed individuals we currently anticipate would participate in this upgrade.

Roles and Responsibilities

Role Responsibilities Individual Organizations  Establishes overall goals and critical success factors Project Sponsors  Global communication, highlighting project TBD WMWD importance  Allocates resources, people and budget  Provides Leadership on RPI Methodology and Best Practices  Coordinates RPI resource team and ensures quality of project deliverables.  Escalation point of contact for West Basin Engagement Justin Braun, management/PM. RPI Manager Partner  Assists Project Management as needed at critical project milestones.  Work with West Basin management and PM to ensure timely review of change requests as needed.  Manages the project plan, tasks, resources, and budget  Partners with RPI Project Lead to prevent scope creep, and extraneous efforts Project Manager TBD WMWD  Assists RPI Project lead with o Identifying appropriate resources for task assignments o Prioritization  Provides Leadership on RPI Methodology and Best Practices  Creates Project Plan  Manages successful completion of project RPI Project Lead deliverables to client satisfaction, issue resolution Ken Bonchack RPI and RPI resources  Schedules RPI resources  Partners with Project Manager, managing to project goals

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 17 Western Municipal Water District Infor Lawson 10x Upgrade Services

 Provides continuity and serves as point of contact for any issue escalation  Provides biweekly status reports  Provides monthly hours to budget information  Assists with staffing and training plan for the Technical Team.  Coordinates standard deliverable sets for the delivery team  Provides recommendations regarding on-going system maintenance strategy (cyclical updates (MSP's, ESP's), upgrades, and patch maintenance - CTP's). Richard Stout, RPI Technical Advisor RPI  Leads regular calls with the Infor early adopter Partner Manager to understand v10 product release information, and provide a feedback loop directly to Infor Development  Facilitates RPI Tech Team certifications and professional development (risky to drop the C word, just brainstorming)  Consolidates lessons learned from all upgrades to facilitate efficiency on future upgrades

 Responsible for installing in scope products Carl Seay,  Responsible for data migration Chip Cunningham,  Responsible for migrating system customizations RPI Technical Benjamin RPI Consultants  Assist with troubleshooting and resolving Hardin, Ashley technical issues Rhodes, Matt  Responsible for knowledge transfer and system Winans, Rob documentation Marshall

 Supports the various environments, product lines and advanced technologies in terms of system performance, administering user accounts, applying system updates and resolving system System issues TBD WMWD Administrator  Performs product line copies to support project activities  Initial point of contact for any technical system issues, escalating to RPI or Infor as needed  Registration of the upgrade with Infor and forwarding of the associated application keys to the RPI team members  Procurement of any third party software keys that IT Tech Team TBD WMWD may be required for the Lawson installation and operation (i.e. COBOL, etc.)  Installation of any client solutions (i.e. Microsoft Add-Ins, BSI client, etc.)

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 18 Western Municipal Water District Infor Lawson 10x Upgrade Services

 All hardware and software acquisitions, including sizing  Installation/licensing/support of all server operating systems  Creation of all service and user accounts  Provides access to Infor/Lawson functional areas and access to the Infor/Lawson system (Logon and Password) including remote access and root access  Any data cleansing or purging that may be required  Testing of all interfaces to/from Lawson applications/database to ensure 10x compatibility– including EDI interfaces, check printing solutions, reports created with Crystal, Access or similar software, migrated Lawson jobs, and any Microsoft Add-In queries that may need to be modified in the 10x upgrade environment - with the exception of custom COBOL programs and/or process flows as noted  Provide super user differences training Chris Gordon,  Support WMWD Functional Project team Functional SMEs Stephanie RPI  Provide Inventory Control Business Process Kowal Review (optional)  Data Validation Functional Project  Verification transferred custom programs working TBD WMWD Team as expected  User Acceptance Testing  Configures and Updates Interfaces to work on new Interface Developer TBD WMWD system  Verifies and edits reports affected by changes in Reporting Specialist TBD WMWD database schema

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 19 Western Municipal Water District Infor Lawson 10x Upgrade Services

Project Assumptions:

 Appendix A and B are a summary of the elements that need to be upgraded and form the basis for this estimate.  This is not an “in-place” upgrade. The v10 LSF environment(s) will be built on hardware dedicated for this purpose and sized as per Infor and RPI recommendations.  The estimate is based on an upgrade of existing products and modules. With the exception of Ming.le, Landmark, and related technologies such as SharePoint, this upgrade estimate does not budget costs for additional products or features.  WMWD meets Infor’s minimum version requirements for upgrade and all accounts are using Lawson Security.  WMWD is responsible for all software licensing including but not limited to Infor applications, Microsoft Windows and SQL Server, and MicroFocus Visual Cobol.  WMWD understands that this estimate depends on timely decision making by its team. Delayed timelines may result in increased consulting costs.  WMWD shall supply RPI personnel with suitable office space, desks, storage, furniture, and other normal office equipment support, including adequate computer resources, telephone service, postage, copying, typing, and general office supplies that may be necessary in connection with RPI’s performance of the services.  WMWD will be responsible for ensuring the availability and coordination of its full-time personnel, the functional experts, computer equipment and software as required by RPI during on-site or telephone diagnostic services.  WMWD agrees to allow RPI to use its name and/or business logo in publicizing RPI’s list of clients. Any specific references to project details and/or names of parties involved will require prior approval by WMWD.  RPI will retain all intellectual property rights, titles and /or interests in any and all inventions, discoveries, developments, improvements, techniques, designs, data, and all other work products, whether tangible or intangible, conceived, reduced to practice, or otherwise created as a result of this agreement.  The limit of RPI’s liability (whether in contract, tort, negligence, strict liability in tort, or by statute or otherwise) to WMWD concerning performance or non-performance by RPI, or in any manner related to RPI’s performance under a Statement of Work, for any and all claims, shall not exceed the total fees paid by WMWD to RPI with respect to the work involved under such Statement of Work.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 20 Western Municipal Water District Infor Lawson 10x Upgrade Services

Relevant Experience

Since 1999, RPI has been guiding organizations through Lawson implementations and providing thought leadership and optimization support for existing Lawson customers. We have has established an excellent reputation through our approach to consulting; a low overhead model designed to achieve the maximum results for a minimal cost. We bring leadership, experience, and best practices combined with hands-on completion of tasks to assist customers with the entire lifecycle of the Lawson system, from new system implementations, to post-implementation audits, optimizations, and upgrades.

Lawson 10x Experience RPI has been working with Lawson 10x since it was on beta four years ago. We are regularly asked to present at Lawson User Groups and have delivered multiple webinars on 10x considerations and lessons learned. Advanced Lawson 10x Technical Differences Webinar: https://www.youtube.com/watch?v=JppXEnnRnik RPI has successfully worked with multiple clients on their Lawson 10x implementations/upgrades, including:  Acuity Health Systems (10.0.3) – Live  Evangelical Community Hospital (10.0.4) - Live  Rush Copley Medical Center (10.0.4) - Live  Connecticut Children’s Medical Center (10.0.4) - Live  Harford County Public Schools (10.0.6) – Live  Hornbeck Offshore Services (10.0.6) – Live  Jackson National Insurance (10.0.6) – Fall 2015  Cold Spring Harbor Laboratories (10.0.6) – Fall 2015  National Wildlife Federation (10.0.6) – Fall 2015  CentraState Health System (10.0.6) – Fall 2015  Mary Washington Health System (10.0.6) – Fall 2015  Saia (10.0.7) – Fall 2015  PhysioCorp (10.0.7) – Year End 2015  Cumberland County (10.0.7) – Year End 2015  Kirklands (10.0.7) – Fall 2015  University of Kansas Medical Center (10.0.7) – Early 2016  Shriners Hospitals (10.0.7) – Fall 2015  Community Hospital of Monterrey (10.0.7) – Year End 2015  Milwaukee Metropolitan Sewage District (10.0.7) – Early 2016  Middlesex Hospital (10.0.7) – Early 2016  Eurofins (10.0.7) – Year End 2015  Bucks County (10.0.7) – Year End 2015  Grand Central Travel (10.0.7) – Early 2016

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 21 Western Municipal Water District Infor Lawson 10x Upgrade Services

Connecticut Children’s Medical Center — Hartford, CT Connecticut Children's Medical Center is a not-for-profit children's hospital. RPI has just completed a full-cycle Infor Lawson 10 implementation for Financials and SCM on time and on budget, March 2015. RPI was responsible for all aspects of the v10 project, including: Technical installation and administration of LSF, Landmark, Ming.le, ISS, IPA, and Smart Office through go live. RPI provided full project management, data conversion, testing, training, and go-live support. Jessica Beaulieu Sr. Project Manager (860) 837-5854 [email protected]

Hornbeck Offshore - Covington, LA RPI has been engaged by Hornbeck Offshore Services (Hornbeck) since 2009 on various projects including a 9.x upgrade, LBI support, and transition to Lawson security. RPI is currently in the final Pass stage of the upgrade for Hornbeck to Infor Lawson 10x. Our team has been responsible for the technical installation for all environments of LSF, Ming.le, LBI, and Smart Office. RPI is providing full project management, testing, training, and go-live support. Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America. Hornbeck Offshore currently owns a fleet of 68 vessels primarily serving the energy industry and has eight additional high-spec Upstream vessels under construction for delivery through 2016. Nick Young IT Project Manager (985) 727-6890 [email protected]

Rush Copley Medical Center — Aurora, IL Rush Copley is a regional hospital in Aurora, IL. RPI completed a full-cycle Infor Lawson 10 implementation for Financials on April 1, 2014 and is currently working on Phase 2 modules. RPI was responsible for all aspects of the v10 project, including: Technical installation and administration of LSF, Landmark, Ming.le, ISS, IPA, and Smart Office through go live. RPI provided full project management, data conversion, testing, training, and go-live support. Richard Schefke Director of Accounting (630) 978-4919 [email protected]

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 22 Western Municipal Water District Infor Lawson 10x Upgrade Services

Infor Process Automation (IPA) Experience RPI has been working with Infor Process Automation (IPA), formerly known as Lawson Process Automation, for three plus years. We are regularly asked to present at Lawson User Groups and have delivered multiple webinars on IPA: What’s Hoppy with IPA: https://www.youtube.com/watch?v=5JvMl3e_R8M RPI was worked to install IPA and/or develop IPA process flows at the following clients:

 Reading Health System – IPA flow development  Two Sigma – Landmark/IPA installation and flow development  Sterling Jewelers – Landmark /IPA installation and flow development  Evangelical Health System – Landmark/ISS/IPA installation and flow development  CCMC – Landmark/ISS/IPA installation and flow development  Baystate Health– Landmark/ISS/IPA installation and flow development  Harford County Public Schools – Landmark/IPA installation, Process Flow to IPA migration  Eurofins– Landmark/ISS/IPA installation and flow development  Employee Bridge – Landmark/ IPA installation Process Flow to IPA migration  Centra State Health System – Process Flow to IPA migration (Fall 2015)  Saia – Process Flow to IPA migration (Fall 2015)  Cumberland County – Process Flow to IPA migration (Fall 2015)  Kirklands – Process Flow to IPA migration (Fall 2015)  Shriners Hospitals – Process Flow to IPA migration (Fall 2015)  Milwaukee Metropolitan Sewage District – Process Flow to IPA migration (Early 2016)  Middlesex Hospital – Process Flow to IPA migration (Early 2016)  Bucks County – Process Flow to IPA migration (Year End 2015)

Lawson IPA References

Two Sigma – New York, NY RPI has been engaged by Two Sigma for a variety of Lawson projects including: Installation and deployment of Smart Office, Installation of Landmark and Infor Process Automation (IPA), the development of Invoice and Requisition approval flows, system integration with MCH and the build out of a disaster recovery system. Two Sigma is a technology company that applies a rigorous, scientific method-based approach to investment management. Founded in 2001, Two Sigma's vision has been to develop technological innovations that intelligently analyze the world's data to consistently deliver value for their clients. David Cardinali CMA, Accounting (646) 292-6480 [email protected]

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 23 Western Municipal Water District Infor Lawson 10x Upgrade Services

RPI Long Term Customer References

Bon Secours Health System — Columbia, MD RPI has been engaged by Bon Secours Health (BSHSI) since 2002 on a variety of projects including the implementation of Lawson, the development of the Shared Service Accounts Payable department for the entire system (currently based in Columbia, MD) and Procure-to-Pay optimization efforts. Additionally RPI has been engaged for a variety of post implementation process improvement efforts including multiple Lawson application and environment upgrades, Lawson Security, Mobile Supply Chain, asset conversions, requisition approval Process Flow, purchasing card deployment, optimization of data capture and imaging integration with Lawson, new company configuration (GL, AP, TX, AC, PO), and cost allocation development and maintenance. BSHSI is a $3.3 billion not-for-profit Catholic health system sponsored by Bon Secours Ministries. Headquartered in Marriottsville, Maryland, “The work that the system owns, manages, or joint ventures 19 acute-care hospitals, previously required five one psychiatric hospital, five nursing care facilities, four assisted living processors can now be facilities, and 14 home care and hospice services. More than 22,000 completed by one.” Bon Secours employees are located across six states, primarily on the — Joel Stafford, AP East Coast. Director, Bon Secours David Larkin Health System, Inc. Director of Finance (443) 367-2204 [email protected]

Sisters of Charity of Leavenworth Health System, Denver, CO Sisters of Charity of Leavenworth Health System (SCLHS) has been an RPI customer for 11 years. We have supported them through 15 full-cycle Lawson implementations including Financials, Supply Chain, and HCM. We have also helped them centralize operations, streamline business processes, and implement imaging and workflow. SCLHS was formed in 1972 to strengthen and unify the health care facilities sponsored by the Sisters of Charity of Leavenworth. The SCLHS System is made up of 11 hospitals and four stand-alone clinics located in the states of California, Colorado, Kansas, and Montana. Exempla Saint Joseph Hospital in Denver, a core Care Site of SCLHS, was founded by the Sisters in 1873 and is the oldest private teaching hospital in Colorado. Today, the not-for-profit Health System has annual revenues of $2.7 billion and includes 11 acute care facilities, one managed care site, four safety net clinics, and more than 100 ambulatory locations that add up to over 15,000 associates. Ty Coup Director of Business Systems (913) 488-8295 [email protected]

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 24 Western Municipal Water District Infor Lawson 10x Upgrade Services

Estimated Effort & Project Cost

Based on the information gathered from WMWD’s profile and the assumptions included in this SOW, the estimated consulting effort by task is as follows:

Estimated Effort by Task Hours Estimate

Technical Assessment & Planning 16

TEST – Environment Setup (1 Product Line) 0

Core Lawson (LSF, Applications, RQC) 40

Ming.le 24

Landmark/IPA 40

Infor Security Services 16

LBI 24

Migration (LDAP, Application Data, Job Defs, LBI reports and configuration) 32

Differences Training 0

System Administration Differences 12

Landmark Administration 8

IPA Developer Training 24

Application Differences (Functional) 8

Customizations & Modifications Support 0

PFI to IPA Migration 16

4GL Update Support 16

PROD – Environment Setup 0

Core Lawson (LSF, Applications, RQC) 40

Ming.le 24

Landmark/IPA 40

Infor Security Services 16

LBI 24

Migration (LDAP, Application Data, Job Defs, LBI reports and configuration) 32

Testing Review and Support 8

Readiness Assessment and Cutover Planning 8

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 25 Western Municipal Water District Infor Lawson 10x Upgrade Services

Go-Live Migration 20

Post Go Live Support 24

System Troubleshooting 40

On-Going Project Management - Weekly project coordination (4 hours / week at 18 weeks) 72 TOTAL HOURS 624

Estimated Project Cost Based upon the projected hours and billable rates for each resource, the total estimated RPI consulting cost for this effort is as follows:

Standard (Discounted) Estimated Estimated Hours by Rate Total Cost Hourly Hourly Rate Hours

Project Management and Functional $185 $175 104 $18,200 Consultants

Lead Technical Consultants $195 $175 520 $91,000

TOTAL HOURS 624 $109,200

The hours and cost above are an estimate. RPI only bills for actual hours worked. For discounted pricing to be valid, proposal must be accepted and returned signed by 10/15/2015.

Estimated Travel Expenses Following are the estimated travel expenses associated with RPI’s proposed project approach:

Estimated Travel Onsite Task Expenses

IPA Developer Training $2,500

Total Estimated Travel Costs $2,500

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 26 Western Municipal Water District Infor Lawson 10x Upgrade Services

Optional Process Improvement Services Following are the estimated costs for our Optional Process Improvement Services described in the project approach, inclusive of consulting cost and travel:

Service Estimated Cost

Inventory Control Overview and Business Process Review $9,500 (40 hours + travel)

Travel & Payment Terms RPI will charge all reasonable out-of-pocket expenses. Out-of-pocket expenses include such items as travel, lodging, airport parking, and/or mileage at the rate published by the IRS. All expenses shall be reimbursed for actual out-of-pocket amounts, with the exception of meals. Meals shall be reimbursed based on current GSA standard per diem rates. RPI understands the high cost of travel and will work with the project team to minimize travel costs at all stages of the project. RPI team members will work off-site on tasks that do not require on-site interaction to reduce the number of required trips. RPI invoices are submitted semi-monthly and due within fifteen days of receipt. RPI will be due a 1.5% finance charge for invoices not paid within thirty days of receipt.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 27 Western Municipal Water District Infor Lawson 10x Upgrade Services

Approvals & Signatures

Western Municipal Water District RPI Consultants, LLC

Signature: ______Signature: ______

Name: ______Name: ______

Title: ______Title: ______

Date: ______/______/______Date: ______/______/______

Contact/Address for Project Invoices

Name: ______

Address: ______

______

______

Email: ______

 Please check for invoicing via email

PO# or other special instructions: ______

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 28 Western Municipal Water District Infor Lawson 10x Upgrade Services

Appendix A - List of Lawson Components

The table below lists the Infor Lawson software components that are in scope for this upgrade:

Component Current Proposed *

Lawson Enterprise Applications 9.0.1.10 10.0.6

Lawson System Foundation 9.0.1.10 10.0.7

Ming.le N/A 11.1.5

Infor BI for Lawson (LBI) 9.0.4 10.4

Infor Landmark N/A 10.1.1

Requisition Center 10.x 10.x

* or newer if available All products will be installed on new Windows Server virtual machines. Target operating system is Windows Server 2012R2 pending Infor compatibility. WMWD will install Microsoft SQL Server.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 29 Western Municipal Water District Infor Lawson 10x Upgrade Services

Appendix B – List of Interfaces and Customizations

Interfaces: Below is the list of Lawson interfaces currently active in Production.

Name Application or Service Name Method (file transfer, custom programing…)

Various Various Western Municipal Water District has approximately five interfaces using various technologies.

Customizations: Below is the list of Lawson customizations that will be migrated to Lawson 10x as part of this upgrade.

Name Type (Report, Batch Update, etc.) Comments/details

Design Studio Customized screens Approximately 12 Design Studio forms

4GL Custom programs Approximately 8 custom 4GL programs

Scripts Scripts Approximately 20 server-side scripts

Process Flows: Below is a list of identified Process Flows that will be migrated to IPA:

Name Comments/details

Requisition Approval

Various Approximately 20 other flows for various purposes

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 30 Western Municipal Water District Infor Lawson 10x Upgrade Services

Appendix C – Project Resources

Personnel Depth RPI Consultants are noted for their depth of product knowledge, communication skills, team work and experience. Our team includes over 40 consultants covering all the core functional business areas (HCM, Financial, Procurement/Supply Chain) and technical requirements of Infor's Lawson solution across all platforms. Additionally, our consultants have extensive experience implementing various add-on modules such as LP, LTM, Process Automation, and Grants Management. We have even had the opportunity to work with S3 beta products, such as the new Close and Recon module, which no other consulting company can claim. The RPI implementation process uses a “teaming approach” to truly capitalize on our consultant’s broad range of experience and their knowledge of best practices. This approach also ensures optimum continuous support for the client throughout the full-cycle of the implementation process.

Project Team The entire RPI team will be available to support this project, directly or indirectly, when needed, throughout its duration. Our consulting team is composed primarily of full-time, US-based employees. Team members dedicated to this project will be selected based on scheduling and coordination with WMWD. The target team for WMWD is as follows:

 Engagement Manager: Justin Braun  Project Manager: Ken Bonchack  Technical Project Manager: Richard Stout  Technical Lead: Carl Seay  Technical Lead (Back-up): Chip Cunningham  Ming.le SME: Benjamin Hardin  Landmark SME: Ashley Rhodes  Lawson Financials SME: Chris Gordon  Lawson Procurement SME: Stephanie Kowal

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 31 Western Municipal Water District Infor Lawson 10x Upgrade Services

RPI Bios for Proposed WMWD Project Team

Resource/Role Description Justin Braun, PMP Mr. Braun holds certification in Lawson Financial and Procurement Suites, as well as Partner, Engagement PMP credentials from the Project Management Institute. He has been providing Manager thought leadership to Lawson clients on various projects since August, 1999. His broad application knowledge is supported by an in depth understanding of the relationships and interdependencies of technology and process. Mr. Braun has managed enterprise applications within the IT organization of a healthcare organization running all Lawson application suites, resulting in an in-depth understanding of the staffing levels and skill mix required to appropriately support and optimize the Lawson system. Mr. Braun has been able to synthesize these complimentary skills in a variety of ways, including full cycle implementation phases such as design, configuration, testing, training and go-live support. Mr. Braun has led post implementation optimization assessments, conducted business process review sessions; and developed custom reporting to support ongoing business and implementation functions. Mr. Braun has led several Lawson implementation and upgrade projects to on time and under budget delivery. Mr. Braun has been consistently complimented by several clients for his patience, attention to detail, interpersonal, and communication skills. Ken Bonchack, PMP Mr. Bonchack has been managing Lawson projects for over 10 years. He has Project Manager demonstrated project management expertise by leading numerous successful full life cycle (Planning, Initiating, Executing, Monitoring and Controlling, Closing)

implementations and upgrades of Lawson ERP Version 7.x, 8.x, 9.x and 10.x projects. He was the project manager on multi-phase/multi-year Lawson “flagship” implementation of Lawson v9.x and v10.x project for Wheaton Franciscan Healthcare. Phases include installation and implementation of Lawson Financials, HR, Payroll, LBI, Process Flow, Lawson Security, LTM, Global HR Foundations, and Compensation Management system-wide. Ken’s success is realized through his knowledge and skills in risk analysis; change management; leadership and team building; effective and persuasive communications; process reengineering; contract administration and negotiations; value/quality analysis; vendor management; systems administration; outcome management through benchmarking, scorecards and custom reporting; and relationship building with core team members and upper management.

Richard Stout, With 10 years of experience working on a variety of system integration projects for Partner, Lawson Customers, Mr. Stout is able to understand an organization’s true pain points and develop and implement a solution using a variety of available technologies. He Technical Solutions draws on his IT background in database management, systems administration, Architect programming, and automation to provide simple solutions to complex problems. As a certified Lawson technical consultant, Richard has installed and supported the full suite of Lawson products. He has worked extensively with ProcessFlow / Process Automation and various reporting, workflow, and imaging solutions. Fluent in SQL, C#, Java, VB, XSLT, ImageNow scripting, eForm and web development. Primarily serving the healthcare industry with long term engagements for Catholic Health Initiatives and Novation.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 32 Western Municipal Water District Infor Lawson 10x Upgrade Services

Resource/Role Description Chip Cunningham Certified in Lawson installation and administration, Mr. Cunningham is an expert in Senior Technical Lawson systems on both Windows/MS-SQL and Unix/Oracle platforms. With Consultant experience managing people and projects and implementing large scale enterprise systems and comprehensive knowledge of the application stack from OS to user

interface, Chip has been helping Lawson customers make the most of their technology investment for over ten years as a technical lead, architecture manager, integration architect, systems administrator, systems analyst, and programmer. Previous to joining RPI, Mr. Cunningham was technical lead at Ciber, worked as the Enterprise Architecture Manager at Lakeland Regional Medical Center and was a Senior Systems Analyst at Platform one – supporting multiple customers on Lawson. Carl Seay Certified in Lawson installation and administration, Mr. Seay is an expert in Lawson Senior Technical systems on both Windows/MS-SQL and Unix/Oracle platforms. Commanding total Consultant knowledge of the application stack from OS to user interface, Carl has been helping Lawson customers make the most of their technology investment for over six years as

a system analyst, programmer, administrator, and installer. The past year has given Carl the rare opportunity to master emerging technologies such as LSF 10, Workspace/Ming.le, and Landmark federation working on four new implementations. Mr. Seay’s background is with HR in a healthcare environment, where he became an expert on ESS/MSS customizations and ProcessFlow. Rob Marshall Rob has been on the frontline of Infor Lawson technology and applications for over Senior Technical twenty years as a software developer, administrator, installer, systems analyst, and Consultant troubleshooter. He combines extensive solution development experience with skills in business requirements analysis, solution design, creative thinking, efficient

programming, advanced troubleshooting, systems configuration and installation and effective communication. Mr. Marshall spent 15+ years working for Lawson Software as a Lead Software Engineer and Product Support Engineer. He was a key member of the HR LSF 4GL product development and maintenance team and was later part of the Talent Management development group that worked on Landmark Java/J2EE). In addition to his experience working for Infor Lawson Rob has worked for two major regional healthcare systems. He has a talent for understanding client needs and coming up with solutions that work. Jeff House Jeff House is a seasoned Lawson Technical Consultant with deep expertise in Lawson Senior Technical customization/interface development, system administration/installation and HCM Consultant, functionality. Jeff has worked extensively with 4GL, IPA, and SQL, and has a thorough understanding of Lawson’s Cobol-based data extract programs and how Lawson Florida retrieves and manipulates information. He has created numerous customized Employee/Manager Self Service solutions, led Absence Management implementations including writing custom calculations, and led multiple Lawson Security design and implementation projects, serving as the functional and technical resource. Additionally Jeff has a deep understanding of the GL and HCM data models and the business use of these Lawson suites. He has hands-on experience across the board of various Lawson configurations with a particular affinity for AIX. Mr. House has been working as Lawson consultant for five years and before that was a Lawson System Administrator and developer for University Community Health. Fluent in: 4GL Cobol, JavaScript, HTML, SQL, IPA.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 33 Western Municipal Water District Infor Lawson 10x Upgrade Services

Resource/Role Description Benjamin Hardin Certified in Lawson System Foundation Installation, Ben Hardin is experienced in the Lawson Technical installation and configuration of LSF and Infor Ming.le on Windows and UNIX Consultant, Mingle SME platforms, as well as Employee and Manager Self Service customizations. Mr. Hardin has technical expertise with related third party software, such as IBM WebSphere,

Tivoli Directory Server, MicroFocus NetExpress and VisualCobol, Microsoft AD LDS, and Cygwin. Ben is also knowledgeable with Lawson Security, Mobile Supply Chain Management, RQC, and EDI. Prior to working for RPI, he had three years of technical experience as an IT professional providing technical support for a variety of hardware and software.

Ashley Rhodes Ashley Rhodes is a Lawson Technical Consultant with extensive experience in Infor’s Lawson Technical Landmark platform. She has extensive experiences in software implementations, Consultant, Landmark business process documentation, database design, database programming, Web to SME database connectivity solutions, and GUI design areas. Ashley’s strong software skills and consensus building capabilities have been instrumental in her successful implementations. Previous to working for RPI, Ashley worked for Infor where she was responsible for developing product deliverables that include a pre-configured, fully tested and operational database, data upload templates, process diagrams and descriptions. She also created training documents and taught users how to navigate and use the Talent Management system and implemented the Talent Management Trigger Interface, GHR and TA. At SouthEast Health she was responsible to maintain Lawson HCM, created reports using Lawson Addins, Crystal and Microsoft SQL Server 2008 R2, served as a Kronos Administrator, diagnosed and resolved technical solutions and provided end user support. She has worked with Visual Basic 6/.NET, C++, Java, Microsoft Visual Studio 6/.NET, Bomgar, Citrix, Microsoft SQL 2008 R2 and Aspect Workforce Management. Stephanie Kowal Mrs. Kowal, certified in Lawson’s Procurement Suite, has over five years of experience Senior Lawson Supply working in materials management, process improvement, and project management, Chain Consultant including three years in system administration. She has led the implementation of electronic requisition and approval processes and created user training materials and sessions for more than 1,000 requesters and approvers. Additionally, she spear- headed the conversion of LAUA to Lawson Security for supply chain, reconfiguring user setup and roles for better alignment with the segregation of duties. Her expertise in project management is comprehensive, including workflow design, system builds, testing, metrics, and go-live support. At heart, Mrs. Kowal is a self-directed learner and creative problem solver. She challenges constructs to identify and exploit the capabilities of a given process or system. Combining a degree in Communication with her natural aptitude for leadership and mentoring, she is an ideal resource on projects involving complex systems or processes and audiences with varying skill levels. Before coming to RPI, Mrs. Kowal was the Supply Chain Consultant & System Administrator for a large health system.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 34 Western Municipal Water District Infor Lawson 10x Upgrade Services

Resource/Role Description Chris Gordon Chris Gordon is a certified Infor Lawson Financials Consultants with experience in Lawson Financials process improvement initiatives, reporting solutions, and implementation support. He Consultant has implemented Lawson 10x and delivered differences training for over half a dozen upgrade customers. He has developed and executed testing plans. Chris has worked with a hedge-fund client to implement RQC, PO, MA, and AC modules streamlining their Req to Check process, improving business controls, and increasing reporting transparency. He has also supported the implementation of Infor Accounts Payable and Project Accounting modules, designing and building the Capital Project structure with super-user training and post go-live support. He has created client-specific testing scripts and business scenarios test cases, lending to the training efforts of multiple projects. On the reporting front, Chris has supported the transition of numerous static excel reports to live, dynamic reports using a tool named Spreadsheet Server. Chris graduated from Penn State’s Smeal College of Business with a Finance degree. Prior to working with RPI, he worked for Morgan Stanley as a Retail Banking Analyst, supporting various national banking operations.

RPI Consultants, LLC. 101 N. Haven St. Suite 201, Baltimore, MD 21224 410-276-6090 35

November 4, 2015

TO THE BOARD OF DIRECTORS:

Donald D. Galleano, President S. R. “Al” Lopez, Vice President Thomas P. Evans, Secretary-Treasurer Brenda Dennstedt Robert Stockton

FROM: John V. Rossi, General Manager Rod LeMond, Assistant General Manager/CFO

CONSIDER ADOPTION OF RESOLUTION 2927, APPROVING THE JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SANTA ROSA REGIONAL RESOURCES AUTHORITY AND APPOINTING A PRIMARY DIRECTOR AND ALTERNATE DIRECTOR

RECOMMENDATION: Western Municipal Water District’s Sewer Ad Hoc Committee for Santa Rosa Water Reclamation Facility and staff recommend the Board of Directors:

1. Adopt Resolution 2927, approving the Joint Exercise of Powers Agreement (JPA) creating the Santa Rosa Regional Resources Authority (subject to non- substantive changes), a joint exercise of powers authority established pursuant to Section 6500 et seq., of the Government Code; and appointing a Primary Director and Alternate Director to serve as Western Municipal Water District’s representatives on the JPA’s Board of Directors;

2. Adopt the California Environmental Quality Act (CEQA) Notice of Exemption for the creation of the Santa Rosa Regional Resources Authority; and

3. Authorize the General Manager to execute the Memorandum of Agreement by and Between Western Municipal Water District and Rancho California Water District Providing for Ownership, Use, and Disposition of the Santa Rosa Regional Resources Authority.

Board of Directors November 4, 2015 Page 2 of 6

BUDGET IMPACT: All revenues and expenses for the Murrieta Wastewater Service Area are included in the Fiscal Year 2015-2016 Operating Budget. Staff believes the formation of the Santa Rosa Regional Resources Authority (SRRRA) JPA will not significantly impact the budget. Approval of the Memorandum of Agreement for recycled water with Rancho California Water District (RCWD) will require an increase in Western Municipal Water District’s (Western) Capital Spending Plan for Fiscal Year 2015-2016, once a final amount has been determined and agreed on by the parties.

BUSINESS PLAN REFERENCE: This item is consistent with Western’s Business Plan Initiative 4.1.1 to evaluate RCWD’s upgrade proposals and to proceed with the JPA formation enabling the governance of the Santa Rosa Water Reclamation Facility.

EXECUTIVE SUMMARY: After several years of evaluating the most efficient and economic method of wastewater disposal for the Murrieta Service Area, staff concluded that continuing to utilize the RCWD Santa Rosa Water Reclamation Facility (SRWRF) was the best alternative. Staff from both RCWD and Elsinore Valley Municipal Water District (EVMWD) have also concluded that a JPA between the three parties would be the best approach for governing, upgrading, and operating SRWRF.

The JPA Agreement, presented for Board approval, will allow Western and EVMWD to participate in many activities with regard to SRWRF that were previously only under the purview of RCWD such as:

 Budget approval and rate setting  Financing and refinancing  Approval of contracts  Adoption of rules and regulations  Negotiations with regulatory agencies  Approval of investment of excess funds and reserves

The Board is also being asked to appoint a Primary Director and an Alternate Director to the SRRRA’s Board of Directors.

In connection with the adoption of the JPA, the Board is asked to approve a Notice of Exemption requirement of CEQA.

In conjunction with the formation, the Board is asked to authorize the General Manager to execute a Memorandum of Agreement (MOA) with RCWD establishing rights and obligations for recycled water production and use of flows generated by Western’s Murrieta Service Area.

Board of Directors November 4, 2015 Page 3 of 6

DETAIL: Background

The existing wastewater agreement for the Murrieta Service Area dates back to 1989 and was between Murrieta County Water District (MCWD) and RCWD and was assumed by Western in 2005, when MCWD was merged into Western.

As early as 2006, RCWD began discussions with both Western and EVMWD to share in costs to expand SRWRF. At that time it was anticipated that SRWRF would need to be expanded from 5 million gallons per day (MGD) to an ultimate size of 7 MGD. In 2009, Carollo Engineering estimated the expansion cost at $59.5 million.

By late 2012, as a result of reduced wastewater flows per equivalent dwelling unit (EDU), RCWD determined that an expansion of SRWRF would not be necessary. However, due to the age and condition of the secondary treatment facilities, the 5 MGD plant could reliably treat only a little over 4 MGD. RCWD proposed converting the plant from a Sequencing Batch Reactor (SBR) to a conventional activated sludge plant with nitrification/denitrification (Conventional NDN) at a cost of $59.4 million or retrofitting the SBR at a cost of $56.3 million.

Due to the high estimated cost of rehabilitating the SBR as well as converting SRWRF, both Western and EVMWD agreed to jointly fund a study, in conjunction with Eastern Municipal Water District (EMWD), to evaluate diverting SRWRF flows to the Temecula Valley Regional Water Reclamation Facility (TVRWRF), owned and operated by EMWD. That study, dated September 2013, was entitled the "Southern Division Sewer Service Areas Study" (SDSSAS). Based on that study, Western and EVMWD concluded that the capital/buy-in costs would be $28.6 million and $27.0 million respectively, which was considerably more than the districts envisioned.

As the result of the SDSSAS, EMWD, EVMWD, and Western sent a request for information, primarily financial, to RCWD. One of the questions in the request was for projected capital cost components and projected operating expenses. The response from RCWD, in December of 2013, indicated that the Conventional NDN approach proved too expensive. After further analysis, RCWD identified a more cost efficient alternative to rehabilitate SRWRF, estimated at one-half the cost of changing to a different process. The rehabilitated plant would have an estimated capacity of 5.2 MGD of average daily flow and 7.8 MGD of peak daily flow. Design and construction was estimated to occur over a 5-year period. Operating costs also were projected to fall dramatically over the subsequent 9 years.

With the significant reduction in both SRWRF projected capital and operating costs, the alternative of continuing to send wastewater flows to SRWRF and retrofitting the SBR was more economic, for both Western and EVMWD, than diverting flows to the TVRWRF. A joint report entitled "Evaluation of Wastewater Alternatives for the Murrieta

Board of Directors November 4, 2015 Page 4 of 6

Service Area," dated June 19 2014, was prepared by EVMWD and Western staff and submitted to their respective Boards or Board committees. The concluding comments of the report stated:

"After financial evaluation of the capital/buy-in cost and operating costs, the SRWRF alternative is significantly more favorable from a net present value standpoint. The formation of a Joint Powers Authority to own and operate the plant is recommended and is currently being explored by the participating agencies."

JPA Agreement

Approval of the JPA Agreement will form the SRRRA, a Joint Exercise of Powers Authority between EVMWD, RCWD and Western.

The JPA Agreement will allow Western and EVMWD to be involved in SRWRF’s operations, with the goal of controlling costs and improving efficiency. The districts will be involved in activities with regard to SRWRF that were previously only under the purview of RCWD, such as:

 Participate in preparing and approving budgets including, but not limited to, Operating, Non-Operating and Capital  Participate in establishing rates for various services provided by the JPA  Participate in approval of refinancing existing debt obligations and financing new projects  Participate in approving major contracts for supplies, equipment, and services for operations and administration  Participate in adopting rules, regulations, and procedures for the SRRRA facility and the JPA  Participate in negotiations with regulatory agencies  Participate in the approval of investing excess funds and reserves

The SRRRA will be governed and administered by a three member Board of Directors appointed by Resolution by each member agency’s governing board. The SRRRA will elect the following officers in January of each year, for a term of one year: Chair and Vice-Chair. The SRRRA Administrator and General Legal Counsel will be appointed by the Board.

The following budgets are required to be adopted by unanimous approval of the SRRRA Board each year:

 General Operating Budget  Non-Operating Budget  Capital Project Budget

Board of Directors November 4, 2015 Page 5 of 6

The permitted and design treatment capacity of the facility is 5 MGD. The allocation of capacity rights for wastewater treatment (primary and secondary) and recycled effluent are as follows:

Primary & Secondary Tertiary Treatment Trunk Sewer

Based on ultimate Based on ultimate Based on Capital/Debt flow/capacity recycled water engineering requirements amounts analysis EVMWD 40% - 2.0 MGD 40% - 2.0 MGD 43.57% RCWD 40% - 2.0 MGD 52% - 2.6 MGD 36.61% Western 20% - 1.0 MGD 8% - 0.4 MGD 19.82%

A provision for temporary use of unused/excess capacity by a Member Agency or non- Member Agency, at fair market rental value is provided for in the JPA Agreement.

The debts, liabilities or obligations of the JPA will be the debts, liabilities, and obligations of the JPA alone and not of its Member Agencies. Any bonds and loans entered into by the JPA shall be special obligations of the JPA payable solely from, and solely secured by, the revenues, funds, and other assets pledged. The JPA shall have no taxing power. The land upon which the SRWRF facilities (Facilities) are located will not be owned by the JPA, and will be leased by the JPA from RCWD for the term of the JPA Agreement (ninety-nine (99) years) at a rental rate of one dollar ($1.00) per year.

Upon conveyance of the Facilities by RCWD to the JPA, the JPA shall own all of the Facilities and shall be responsible for all debts and liabilities associated with the Facilities, incurred by the JPA, after the effective date of the JPA Agreement. Upon the effective date of the JPA Agreement, the JPA is obligated to acquire the Facilities and to obtain financing in order to pay off and defease the RCWD debt associated with the Facilities. The Member Agencies intend for the JPA to finance the acquisition of the Facilities by obtaining a State Revolving Fund loan or revenue bond financing.

The Board is also being asked to appoint a Primary Director and an Alternate Director to the Board of Directors of the SRRRA and to approve Resolution 2927 for submission to the SRRRA.

Notice of Exemption

Finally, the Board is asked to adopt the CEQA Notice of Exemption as the creation of the SRRRA is exempt from CEQA under 14 Cal. Code Regs., Sections 15061(b)(3) [common sense exemption] and 15320 [change of ownership and organization exemption].

Board of Directors November 4, 2015 Page 6 of 6

Memorandum of Agreement for Recycled Water

Western currently flows approximately .6 MGD into SRWRF and anticipates additional future flows of .4 MGD for total flows of 1 MGD upon build-out. Existing agreements allow for use of Western’s flows for recycled water production and use by RCWD. In turn, RCWD pays all tertiary treatment capital, and operations and maintenance costs associated with the flows. The proposed Memorandum of Agreement (MOA) maintains this arrangement with RCWD.

The proposed MOA establishes Western’s rights to its future flows as well as Western’s obligations for capital, and operations and maintenance costs for these flows. In this regard, the parties acknowledge that RCWD has previously paid tertiary treatment capital and related financing costs attributable to the system capacity needs for expected future flows. Accordingly, the MOA provides for reimbursement to RCWD for these costs. In addition, Western will assume the obligation for any remaining unpaid capital costs attributable to the expected future flows.

The MOA provides that in the event Western is not able to utilize or sell recycled water production from its future flows, RCWD will buy this recycled production from Western by reimbursing Western for its cost of the production including capital, and operations and maintenance costs. It is assumed that RCWD will be the initial buyer of Western’s recycled production. Under this assumption, the MOA provides that Western must give 24 months’ notice to RCWD of its intent to utilize its recycled production for its own purposes.

JOHN V. ROSSI General Manager

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Attachments: 1. Resolution 2927 2. Joint Exercise of Powers Agreement Creating the Santa Rosa Water Resources Recovery Authority (SRRRA) 3. CEQA Notice of Exemption 4. Memorandum of Agreement by and Between Western Municipal Water District and Rancho California Water District Providing for Ownership, Use, and Disposition of the Santa Rosa Regional Resources Authority 5. Santa Rosa Joint Powers Authority – PowerPoint Presentation

Attachment 1

RESOLUTION 2927

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE WESTERN MUNICIPAL WATER DISTRICT OF RIVERSIDE COUNTY APPROVING THE JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SANTA ROSA REGIONAL RESOURCES AUTHORITY, A JOINT POWERS PUBLIC AGENCY AND DESIGNATING WESTERN’S PRIMARY AND ALTERNATE DIRECTORS TO THE BOARD OF DIRECTORS OF THE SANTA ROSA REGIONAL RESOURCES AUTHORITY

WHEREAS, the Board of Directors of the Western Municipal Water District of Riverside County (“Western”) hereby intends by this Resolution to approve the attached Joint Exercise of Powers Agreement Creating the Santa Rosa Regional Resources Authority (“Authority”) as authorized pursuant to Sections 6500 et seq., of the Government Code; and WHEREAS, it is the intent of the Board of Directors by this Resolution to create the Authority along with Elsinore Valley Municipal Water District and Rancho California Water District for purposes of establishing joint ownership and operation of the existing wastewater treatment plant known as the Santa Rosa Water Reclamation Facility currently owned and operated by Rancho California Water District; and WHEREAS, it is the intent of the Board of Directors by this Resolution to also designate the District’s primary and alternate directors to serve on the Authority’s Board of Directors. NOW, THEREFORE, the Western’s Board of Directors hereby resolves as follows: 1. Western’s Board of Directors hereby approves the attached Joint Exercise of Powers Agreement Creating the Santa R-2927 2

Rosa Regional Resources Authority, a joint powers public agency pursuant to Sections 6500 et seq., of the Government Code. 2. Western’s Board of Directors hereby appoints Director ______as its Primary Director and Director ______as its Alternate Director to serve as Western’s representatives on the Authority’s Board of Directors.

ADOPTED this 4th day of November, 2015.

______DONALD D. GALLEANO President

November 4, 2015

I HEREBY CERTIFY that the foregoing is a full, true and correct copy of Resolution 2927 adopted by the Board of Directors of Western Municipal Water District of Riverside County at its Regular meeting held November 4, 2015.

______THOMAS P. EVANS Secretary-Treasurer

2 Attachment 2

JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SANTA ROSA REGIONAL RESOURCES AUTHORITY (SRRRA)

TABLE OF CONTENTS

PAGE

Section 1. PURPOSE AND POWERS...... 2

Section 2. ORGANIZATION...... 6

Section 3. BUDGETS...... 8

Section 4. ACCOUNTING AND AUDITS...... 11

Section 5. CAPACITY AND RECYCLED EFFLUENT RIGHTS...... 11

Section 6. ASSETS, DEBTS AND LIABILITIES...... 12

Section 7. TERM AND TERMINATION...... 14

Section 8. ADMISSION OF NEW PARTIES...... 14

Section 9. AMENDMENTS...... 14

Section 10. WITHDRAWAL, ASSIGNMENTS OR DISSOLUTION...... 14

Section 11. DISPUTE RESOLUTION...... 15

Section 12. INDEMNIFICATION...... 16

Section 13. MISCELLANEOUS...... 16

EXHIBIT A—FACILITIES PER SECTION 1.1.7 OF JOINT EXERCISE OF POWERS AGREEMENT

EXHIBIT B--- SCHEDULE OF DEBT

FINAL 10/27/2015

JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SANTA ROSA REGIONAL RESOURCES AUTHORITY

THIS AGREEMENT is made and entered into this 12th day of November, 2015 (“Effective Date”), by and among the Elsinore Valley Municipal Water District, a Municipal Water District (Elsinore), Rancho California Water District, a California Water District (Rancho), and Western Municipal Water District of Riverside County (Western), a Municipal Water District, individually or collectively referred to herein as the “Member Agency” or “Member Agencies” respectively, for the creation of the Santa Rosa Regional Resources Authority and the ownership, operation, maintenance, and administration of the Santa Rosa Water Reclamation Facilities (Facilities).

RECITALS

WHEREAS, each of the Member Agencies is a public agency authorized and empowered to contract for the joint exercise of powers under the Section 6500 et seq. Government Code of the State of California; and

WHEREAS, each of the Member Agencies have the authority and power to collect, transmit, treat, and dispose or reuse wastewater and wastewater treatment byproducts, and to construct, own, operate, and maintain facilities for such purposes; and

WHEREAS, Elsinore is a Municipal Water District providing water and sewer services to portions of southern Riverside County; and

WHEREAS, Rancho is a California Water District providing water and sewer services to portions of southern Riverside County; and

WHEREAS, Western is a Municipal Water District providing water and sewer services to southern and western Riverside County; and

WHEREAS, the Member Agencies recognize the need to operate, maintain, and administer the Facilities on a cooperative basis for the collection, transmission, treatment, and disposal of wastewater, and the management of wastewater treatment byproducts; and

WHEREAS, the Member Agencies hereby enter into this Agreement to establish this Joint Powers Authority to own, operate, maintain, and administer the Facilities on a cooperative basis for the collection, transmission, treatment, and disposal of wastewater, and the management of wastewater treatment byproducts, and to supersede certain agreements by and among the Member Agencies.

NOW THEREFORE, based on the foregoing recitals, the Member Agencies agree as follows:

Section 1. PURPOSE AND POWERS.

1.1. Definitions. For purpose of this Agreement, the meaning of the following terms shall be as follows:

1.1.1 “Act” means Articles 1, 2, and 4 of Chapter 5 of Division 7 of Title 1 of the Government Code (Section 6500 et seq.), as amended.

1.1.2. “Agreement” means this Joint Exercise of Powers Agreement.

1.1.3. “Authority” means the Santa Rosa Regional Resources Authority formed pursuant to this Agreement.

1.1.4. “Board” or “Board of Directors” means the governing body of the Authority as established in this Agreement.

1.1.5. “Budget” means each of the budgets approved in accordance with Section 3 below.

1.1.6. “Director” means the Director or Alternate Director representing a Member Agency of the Authority.

1.1.7. “Facilities” mean the Santa Rosa Water Reclamation Facility, its onsite and offsite trunk sewer and lift station facilities and any wastewater facilities financed, acquired, developed, designed, constructed, managed, operated, maintained, or replaced by the Authority, including without limitation, conduits, pipelines, pump stations, transmission facilities, buildings, and other structures utilized for the collection, transmission, treatment, and disposal of wastewater, and wastewater byproducts (not including recycled water) for any beneficial purpose including any beneficial use by Member Agencies. The Facilities are generally described and shown on Exhibit A attached to and made a part of this Agreement.

1.1.8. “Facilities Acquisition Agreement” means the Facilities Acquisition Agreement by and among the Authority and Rancho for the acquisition of the Facilities by the Authority from Rancho and the interim operations of the Facilities prior to the acquisition of the Facilities from Rancho.

1.1.9. “Fiscal Year” means July 1 through June 30 or such other period as the Board of Directors shall determine.

1.1.10. “Member Agency” or “Member Agencies” means each, or all, of the parties to this Agreement.

-2- 1.1.11. “Rancho Debt” means the debt generally described in the Schedule of Debt attached to this Agreement as Exhibit B which represents the Rancho Debt associated with the Facilities and constitutes the debt to be refinanced by the Authority.

1.2. Establishment of Joint Powers Public Agency and Common Powers to be Exercised. There is hereby created a joint powers public agency known as the Santa Rosa Regional Resources Authority (Authority). For the purposes of this Agreement, the Authority is a public agency separate from its Member Agencies. Each Member Agency has the power to construct, operate, maintain, administer, and manage facilities for the collection, transmission, and disposal of wastewater, the reuse of treated wastewater, and wastewater byproducts for any beneficial purpose. The purpose of this Agreement is to jointly exercise the foregoing common powers in the manner hereinafter provided solely as they relate to the wastewater flows to the Facilities from each of the Member Agencies. In connection with the foregoing, Rancho shall transfer the Facilities to the Authority. Nothing contained in this Agreement shall obligate any Member Agency to participate in projects undertaken by any other Member Agency constructed, funded, or financed prior to the date of this Agreement, except for the Facilities defined in this Agreement.

1.3. General Duties of the Authority. The Authority shall own, operate, maintain, and administer the Facilities utilizing revenues generated by the Facilities, funds contributed by the Member Agencies, and loan proceeds and grants received from the federal and state governments and other sources. The Facilities are to be transferred by Rancho to the Authority in accordance with the Facilities Acquisition Agreement. However, ownership of the Facilities shall not be transferred by Rancho to the Authority until the acquisition price has been paid to Rancho in accordance with the Facilities Acquisition Agreement. The acquisition price shall be the refinancing by the Authority of the Rancho Debt associated with the Facilities.

1.4. Powers. The Authority, by and through its Board of Directors, shall have the following powers as needed to fulfill its duties:

1.4.1. To own, operate, maintain, administer, and manage the Facilities, including any buildings, works, or improvements comprising part of the Facilities and located either inside or outside the boundaries of the Member Agencies, in accordance with sound operational, engineering, and accounting practices and local, state, and federal laws, and

regulations;

1.4.2. To make and enter contracts, leases, and agreements in connection with the ownership, operations, maintenance, administration, and management

of the Facilities;

1.4.3. To acquire by negotiation or condemnation, lease, purchase, construct, hold, manage, maintain, operate, and dispose of any buildings, property (real and personal), works, or improvements within and without the respective boundaries of the Member Agencies necessary to accomplish

the purpose of this Agreement;

1.4.4. To contract for the services of engineers, attorneys, planners, financial consultants, construction contractors, and separate and a part therefrom, to appoint agents and representatives and to employ such other staff persons as necessary;

-3- 1.4.5. To issue revenue bonds or other appropriate public or private debt and incur debts, liabilities, or obligations in connection with the operation, maintenance, administration, and management of the Facilities;

1.4.6. To apply for, and obtain, grants or loans under any federal, state, or local programs for assistance in developing or implementing any of its projects or programs in connection with the construction, operation, maintenance, administration, and management of the Facilities;

1.4.7. To sue and be sued in its own name;

1.4.8. To acquire, hold, and dispose of such equipment as may be reasonably necessary for the operation, maintenance, administration, and management of the Facilities;

1.4.9. To file reports associated with the operation, maintenance, administration, and management of the Facilities;

1.4.10. In an emergency, to reconstruct or cause to be reconstructed such portions of the Facilities when reconstruction is immediately required to permit the Facilities to continue to function;

1.4.11. To maintain insurance coverage at all times with a responsible California-admitted insurer or insurers sufficient against loss or damage to the Facilities or portion thereof, insurance against public liability and property damage and pollution remediation and liability insurance, and any other insurance coverage deemed necessary;

1.4.12. To adopt industrial pretreatment regulations that complies with federal and state pretreatment regulations. The regulations shall include, but not necessarily be limited to, technically based local limits, shall be followed by each Member Agency, shall apply to industrial connections and groundwater cleanup sites that discharge or have the potential to discharge into the Facilities, and shall allow the Authority to take enforcement action against dischargers that violate the regulation;

1.4.13. To review and amend the industrial pretreatment regulations from time to time as the need arises;

1.4.14. To implement all requirements of the pretreatment regulations and all aspects of the Authority’s service area pretreatment program, including permitting, inspection, monitoring, reporting, and enforcement activities, except that industrial pretreatment permits shall be jointly issued by the Authority and the Member Agency in whose jurisdiction the discharge is located;

1.4.15. To charge and bill the industrial dischargers for their respective share of the Authority’s cost to implement the pretreatment regulations, including application review, permit issuance, sampling, monitoring, inspection, and enforcement costs;

1.4.16. To operate and maintain other facilities outside the Facilities as recommended in accordance with the Authority’s operation agreements, which may include budgeting responsibilities;

-4-

1.4.17. To create and appoint advisory committees to serve at the pleasure of the Board;

1.4.18. To jointly exercise the common powers of the Member Agencies, solely as they relate to the wastewater flows to the Facilities from each of the Member Agencies, as set forth in this Section 1.4;

1.4.19. To adopt rules, regulations, and procedures governing the Authority and its operations;

1.4.20. To invest funds pursuant to Government Code Section 6509.5 or other applicable state law; and

1.4.21. Any power necessary or incidental to the foregoing powers in the manner and according to the procedures provided for under the law applicable to the Member Agencies to this Agreement.

1.4.22. 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 this Section 1, including all powers granted to the Authority under Article 4 of the Act which are in addition to the common powers of the Member Agencies, including the power to issue bonds or otherwise incur debts, liabilities or obligations to the extent authorized by the Act or any other applicable provision of law and to pledge any property or revenues or the rights thereto as security for such bonds and other indebtedness; and

1.4.23. Any power necessary or incidental to the foregoing powers shall be exercised in the manner and according to the procedures provided for under the California Municipal Water District Law (Water Code, Section 71000 et seq.) except as otherwise provided in the Act or by law or in this Agreement.

1.5. This Agreement Supersedes Previous Agreements. This Agreement is intended to, and does hereby, supersede the following agreements as of the Effective Date of this Agreement:

1.5.1. The “Agreement Between The Elsinore Valley Municipal Water District and Rancho California Water District concerning Treatment And Disposal Of Sewage Generated Within A Portion Of The Southern Division Of Elsinore Valley Municipal Water District Known As California Oaks,” dated June 22, 1988;

1.5.2. The “Agreement Between Murrieta County Water District and Rancho California Water District For Receiving, Treating And Disposing Of Wastewater,” dated March 1, 1989;

-5- 1.5.3. The “Agreement Between Elsinore Valley Municipal Water District and Rancho California Water District For The Collection, Treatment, And Disposal Of Wastewater Generated Within The Northern California Oaks Area Of The Elsinore Valley Municipal Water District,” dated March 2, 2004;

1.5.4. The “Agreement Between Elsinore Valley Municipal Water District And Rancho California Water District For The Collection, Treatment, And Disposal Of Wastewater Generated Within The Palomar Area Of The Elsinore Valley Municipal Water District,” dated March 2, 2004;

1.5.5. The “Agreement Between Rancho California Water And Western Municipal Water District Regarding Rights And Obligations In Murrieta County Water District,” dated September 20, 2006; and

1.5.6. The letter from Rancho to Elsinore dated September 20, 2011, extending Rancho’s notice of termination from June 22, 2013 to June 22, 2016.

Section 2. ORGANIZATION.

2.1. Board of Directors. The Authority shall be governed and administered by a Board of Directors (Board). The Board shall consist of three (3) individuals (the “Primary Directors”), one each of which shall be appointed by Resolution by each Member Agency’s governing board. Each Member Agency’s governing board shall also appoint by Resolution one Alternate Director who shall serve and assume the rights and duties of the Primary Director when the Primary Director is unable to attend a Board meeting. Concurrently with the adoption of a Resolution authorizing the execution of this Agreement, each Member Agency shall designate and appoint, by resolution of its governing body, two persons to act as its Primary Director and its Alternate Director on the Board. Both the Primary Director and Alternate Director shall be an elected member of the governing board of the appointing Member Agency. Each Primary Director and Alternate Director shall hold office until their successor is selected. Primary Directors and Alternate Directors shall serve at the pleasure of the governing board of the appointing Member Agency and may be removed at any time, with or without cause, in the sole discretion of a Member Agency’s governing board.

2.2. Officers of the Board. The Board shall elect its own officers, which shall include a Chair and Vice-Chair both of whom shall be members of the Board. The Chair shall preside at all meetings of the Board, and shall exercise and perform such other powers and duties as may be assigned by the Board. The Vice-Chair shall perform the duties of the Chair in the absence or disability of the Chair, and shall have such other powers as the Board may prescribe. The officers shall hold office for a term of one year commencing on January 1st of each and every calendar year and may serve a maximum of two consecutive years before the rotation of the officer positions.

2.3 Secretary-Treasurer. The Authority’s Secretary-Treasurer shall be the Administrator’s senior financial officer (such as its chief financial officer, director of finance or finance manager as designated by the Administrator) unless the Board elects to appoint as Secretary-Treasurer another individual of its own choosing. The Secretary-Treasurer shall fulfill the duties and obligations required under Government Code, Sections 6505.5 and 6505.6.

2.4. Administrator. The Authority shall appoint, from time-to-time, when and as it deems appropriate, an Administrator for the purpose of managing the Facility, contracting for the

-6- construction, operation, and maintenance of the Facility and providing management and administrative services for the Authority. The Administrator shall serve in accordance with a written agreement with the Authority. A Member Agency may be appointed as the Administrator. The Authority shall make such an appointment by adopting a Resolution, a copy of which shall be provided to each Member Agency. Such a Resolution or a separate Resolution shall place a limitation on the Administrator in connection with any proposed expenditures of Authority funds as the Board deems appropriate and consistent with applicable law.

2.5. General Legal Counsel and Other Officers. General Legal Counsel shall be appointed by the Board and shall serve at the pleasure of the Board. Subject to the limits of the Authority’s approved budget, the Board shall also have the power to appoint and contract for the services of such other officers, consultants, advisors, and independent contractors as it may deem necessary or convenient for the business of the Authority all of whom shall serve at the pleasure of the Board.

2.6. Principal Office. The Principal Office of the Authority shall be established from time-to-time by a Resolution of the Board, a copy of which shall be provided to each Member Agency. The Authority’s Principal Office shall initially be located at the Principal Office of the Administrator. The Board is hereby granted full power and authority to change, by resolution, that Principal Office from one location to another, within the collective service territories of the Member Agencies.

2.7. Powers and Limitations Thereon. All the power and authority of the Authority shall be exercised by the Board, subject, however, to the rights reserved by the Member Agencies as set forth herein; provided, however, that the Board may delegate by Resolution such powers and authority to the Administrator as the Board deems appropriate. Unless the Administrator is an employee of the Authority, the Administrator shall at all times maintain exclusive control over any employees of the Administrator assigned to perform services under the Administrator’s agreement with the Authority, including, but not limited to, matters related to hiring, probationary periods, disciplinary actions, termination, benefits, performance evaluations, salary determinations, promotions and demotions, and leave accruals.

2.8. Meetings. The Board shall meet at the Principal Office of the Authority or such other place as may be designated by the Board. The time and place of regular meetings of the Board shall be determined by Resolution adopted by the Board, a copy of which shall be provided to each Member Agency. The Chair, Vice-Chair, a Board member or the Administrator may call such special meetings of the Board at such time and place as determined by the Board.

2.9. Ralph M. Brown Act. All meetings of the Board, including, without limitations, regular, adjourned regular and special meetings, shall be called, noticed, held, and conducted in accordance with the provisions of the Ralph M. Brown Act (Government Code, Section 54950 et seq.).

2.10. Minutes. The Board shall cause to be kept minutes of all meetings of the Board and shall cause a copy of the minutes to be forwarded to each member of the Board and to each Member Agency.

2.11. Quorum and Vote. The majority of the Board shall constitute a quorum for the transaction of business; except that less than a quorum may adjourn from time-to-time. The affirmative vote of a majority of the Board shall be required for the approval of any action except for the budget approval process, admission of new parties or an amendment of this Agreement all

-7- of which shall be governed by the unanimous approval process in Sections 3.1, 3.2, 3.3, 3.4, 7, and 8 below, and a quorum for those matters shall be all three (3) Board members. Each Member Agency shall have one vote.

2.12. Rules. The Board may adopt rules and regulations for, among other things, its meetings, including a conflict of interest code and a purchasing procedure. The Board may, from time-to-time, review and revise these rules and regulations as needed.

2.13. No Compensation of Board or Committee Members by the Authority. No Director shall be compensated by the Authority for attendance at meetings of the Board or at any committee created by the Board. No member of a committee created by the Board shall be compensated for attendance at any meetings of that committee. Nothing in this section is intended to prohibit a Member Agency from compensating its representatives on the Board or on a committee for attending such meetings.

Section 3. BUDGETS.

Until such time as the Facilities are conveyed from Rancho to the Authority, budgeting shall occur pursuant to the terms of the Facilities Acquisition Agreement. Thereafter, budgeting shall occur as described in this section.

3.1. General Operating Budget. At the first meeting of the Board, and annually thereafter in the month of March or other mutually agreed upon timeframe, a general operation budget (the “Operating Budget”) shall be adopted by the Board. The Operating Budget shall be prepared in sufficient detail to constitute an operating outline for the purpose of establishing rates and/or contributions to be billed to and paid by the Member Agencies for each available level of service provided. The operating rates and/or contributions to be billed to and paid by each Member Agency shall be based upon current flows or Equivalent Dwelling Units (EDUs) as of the January prior to the start of the Budget year. The Operating Budget shall outline anticipated revenues and planned expenditures to be made during the ensuing Budget year by functional category such as operations and maintenance, administration, projects, programs, planning, study and any applicable contributions to operate related reserves. For the purpose of the Operating Budget, operating shall mean any financial activity related to exchange transactions, as defined by applicable generally accepted accounting principles (GAAP) associated with the principal activity of the JPA. The Operating Budget shall be adopted by unanimous approval of the Board. The rates and contributions approved by the Board shall be paid by the Member Agencies pursuant to Section 3.6 below.

3.2. Non-Operating Budget. At the first meeting of the Board, and annually thereafter in the month of March or other mutually agreed upon timeframe, a non-operating budget (the “Non-Operating Budget”) shall be adopted by the Board. The Non-Operating Budget shall be prepared in sufficient detail to constitute a non-operating outline for the purpose of establishing rates and/or contributions to be billed to and paid by the Member Agencies. These rates and/or contributions shall be based upon the proportionate amount of ultimate capacity in the relevant asset type applicable to each Member Agency at the amounts set forth in the Section 5.1. table. At a minimum, the Non-Operating Budget shall outline anticipated revenues and planned expenditures for non-operating financial activities for the ensuing Budget year, inclusive of any amount necessary for servicing debt. For the purpose of the Budget, Non-Operating shall mean any financial activity related to non-exchange transactions, as defined by applicable GAAP. Examples of non-exchange transactions include investment income, contributed capital from Member Agencies for capital debt service, interest expense, and return of capital to Member Agencies. The non-operating budget shall be adopted by unanimous approval of the Board. The

-8- rates and contributions approved by the Board shall be paid by the Member Agencies pursuant to Section 3.6 below.

3.3. Capital Project Budget. At the first meeting of the Board, and annually thereafter in the month of March, or other mutually agreed upon timeframe, a capital project budget (the “Capital Project Budget”) shall be adopted by the Board. The Capital Project Budget shall be prepared in sufficient detail to constitute a capital project outline to assess contributions to be paid by the Member Agencies and expenditures to be paid by the Member Agencies during the ensuing year for capital projects needed for major repair, replacement, expansion and efficiency of the Facilities. These contributions shall be based upon the proportionate amount of ultimate capacity in the relevant asset type applicable to each Member Agency at the amounts set forth in the Section 5.1 table. The Capital Project Budget shall be adopted by unanimous approval of the Board. The contributions approved by the Board shall be paid by the Member Agencies pursuant to Section 3.6 below.

3.4. Specific Project Budgets. In addition to the Operating Budgets and Non- Operating Budgets, the Board may budget at any time for the study, implementation or construction of any specific project, program or study proposed to be undertaken by the Authority for matters not deemed to be of general benefit to all Member Agencies, provided that no Member Agency shall be involved without its approval. A specific project budget and written project Agreement of the Member Agencies who consented to participation in the specific project shall be established for each specific project, which budget and agreement shall determine the respective obligations, functions, and rights of the Member Agencies involved and of the Authority. The members of the Board representing the Member Agencies who will be involved in financing and implementing the specific project shall be and constitute a “Project Committee,” for purposes of administration and implementation of the specific project. No project shall be acquired or constructed by the Board without the unanimous consent of the governing boards of participating Member Agencies. Ratification of the project budget by each of the participating Member Agencies shall constitute consent for the acquisition and construction of the specific project. Notwithstanding the foregoing, no debt shall be incurred by the Authority for a specific project without the unanimous consent of the Board. Any rates and contributions approved by the Project Committee and approved by the participating Member Agencies shall be paid by the participating Member Agencies pursuant to Section 3.6 below.

Each project budget shall include, without limitation, the following:

(a) Administrative expenses; (b) Studies and planning costs; (c) Engineering and construction costs; (d) The allocation of costs, including debt service costs, if any, among participating Member Agencies; (e) Annual maintenance and operating expenses for the project; and (f) A formula for allocating annual maintenance and operating expenses, if any.

3.5. Failure to Obtain Budget Approvals. In the event a budget acceptable to the Board is not obtained prior to the start of a fiscal year the Authority shall continue to operate at the level of expenditure as authorized below:

3.5.1. General Operating Budget. The general operating budget shall be at the expenditure level authorized by the last approved general operating budget

-9- increased by the Consumer Price Index (“CPI”) with a minimum increase of no less than two percent (2%). The CPI shall mean the change in CPI for Urban Wage Earners and Clerical Workers for the Los Angeles County, Orange County, and Riverside County areas for the all items category for the 12-month period ending the February prior to the beginning of the fiscal year budgeted as determined by the U.S. Department of Labor, Bureau of Labor Statistics, or other mutually agreeable source if such a CPI is no longer available. This factor will be applied to the budget until such time as a new budget is approved by the Authority. Any shortfall in revenues will be made up from available reserves dedicated by the Board for such a purpose, and if insufficient to cover the shortfall, any available reserve funds not be designated by the Board for other purposes or otherwise legally restricted for other purposes by external parties. Reserves shall mean any available cash or investments.

3.5.2. Non-Operating Budget. The Non-Operating Budget represents revenue requirements to pay debt service on all bonds, loans or other indebtedness of the Authority. The Non-Operating Budget shall automatically be established at the required level necessary to meet annual debt service requirements including any revenue coverage covenants. Each Member Agency covenants to fix, prescribe, and collect rates and charges for its use of capacity in the Facilities which will yield during each fiscal year net revenues payable to the Authority sufficient for the Authority to satisfy all covenants in any indentures, loan agreements or other documents entered into by the Authority and to enter into such other agreements as are necessary for the Authority to secure financing to pay the acquisition price for the Facilities to Rancho.

3.5.3. Capital Project Budget. The Capital Project Budget represents revenue requirements to pay the costs associated with capital projects approved by the Authority. The capital project budget shall automatically be established at the required level necessary to implement capital projects previously approved by the Authority.

3.5.4. If a budget acceptable to the Board is not developed during the course of the fiscal year, then the budget in the following fiscal year shall be adopted according to the voting procedures in section 2.10 such that unanimity shall not be required except for the Capital Project Budget which will remain at levels established by Section 3.5.3 until amended by unanimous vote of the Board.

3.6. Payments of Amounts Due. The payments owed for rates or contributions from each Member Agency to the Authority budget and/or project budget shall be due, payable, and delivered by the Member Agencies to the Authority within forty-five (45) days after receipt of a billing therefor from the Authority. To the extent permitted by state law, unpaid and past due contributions shall bear interest at ten percent (10%) per annum, calculated daily, from the date due to the date payment is received by the Authority.

-10- Section 4. ACCOUNTING AND AUDITS.

4.1. Fiscal year. The fiscal year of the Authority shall be from July 1 to June 30.

4.2. Accounting Procedures. Full books and accounts shall be maintained for the Authority primarily in accordance with applicable GAAP and secondarily by practices established by, and consistent with, those utilized by the Controller of the State of California for similar public entities. The Authority’s Secretary-Treasurer shall comply strictly with the requirements of the statute governing joint powers authorities at Government Code, Section 6500 et. seq.

4.3. Audit. An auditor shall be selected by the Board. The records and accounts of the Authority shall be audited annually by an independent certified public accountant in accordance with generally accepted auditing standards as applicable to special districts. Copies of such audit reports shall be filed as a public record with the Riverside County Auditor, the State Controller, and each Member Agency of the Authority within six (6) months of the end of the fiscal year under examination. The audit shall constitute a public record. Each Member Agency shall have the right to perform its own audit of the records and accounts of the Authority but the cost and expense of such special audit shall be born by the Member Agency seeking such audit.

Section 5. CAPACITY AND RECYCLED EFFLUENT RIGHTS

5.1. Capacity Rights in the Facilities. The permitted and design treatment capacity of the Facilities is currently five (5) million gallons per day (“MGD”). Treatment capacity rights in the Facilities shall be held for the benefit of the Member Agencies as shown in the following Asset/Liability Allocation Matrix. The Member Agencies agree that if, in the future, it is determined that the Facilities are operating at less than the permitted/designed treatment capacity of five (5) MGD, then the Member Agencies’ respective capacity rights shall be adjusted pro rata to conform to their percentage capacity rights based on the assumed five (5) MGD operating capacity.

ASSET/LIABILITY ALLOCATION MATRIX

Primary & Secondary Tertiary Treatment Trunk Sewer Based on ultimate Based on ultimate Based on Capital/Debt flow/capacity recycled water engineering requirements amounts analysis Elsinore 40% - 2.0 MGD 40% - 2.0 MGD 43.57% Rancho 40% - 2.0 MGD 52% - 2.6 MGD 36.61% Western 20% - 1.0 MGD 8% - 0.4 MGD 19.82%

5.2. Temporary Use of Excess Capacity. A Member Agency or non-Member Agency may use the unused capacity of the other Member Agencies on a month-to-month basis as follows:

(a) The Member Agency or non-Member Agency using the excess capacity shall pay the applicable operation and maintenance expenses, as well as a fair market rental value of such excess capacity. This rental value will be determined as part of the annual budget process as described in Section 3 above and is in addition to the other rates set forth in that Section.

-11- (b) Any excess capacity used shall be considered to be proportionally used from the current excess capacities of the other Member Agencies, and any funds received from the rental value provided in Section 5.2(a) will be used to offset any contributions required in such proportion for non-operation or capital related contributions as imposed in accordance with Sections 3.2, 3.3, 3.5.2, and 3.5.3.

(c) Any Member Agency providing excess capacity to another Member Agency or a non-Member Agency may terminate the other party’s use of such excess capacity upon giving ninety (90) days prior written notice.

(d) Any proposed temporary capacity use between a Member Agency and a non- Member Agency must first be approved by the Board.

(e) The temporary use of excess capacity shall not transfer a corresponding right to control, use or derive financial benefit from the corresponding effluent stream. Permanent transfers of capacity rights are presumed to also transfer the right to control, use or derive financial benefit from a corresponding quantity of the effluent stream (as calculated in Section 5.3, below).

5.3. Effluent/Recycled Water Rights. Each Member Agency shall own and have the right to control, transfer and derive all financial benefit from the treated wastewater and recycled water produced by the Facilities in proportion to the amount of sewage delivered by each Member Agency to the Facilities for treatment, less any amount consumed during the course of the operation of the Facilities including, but not limited to, regulatory-required discharges, except as otherwise agreed upon in writing between two or more Member Agencies.

Section 6. ASSETS, DEBTS AND LIABILITIES

6.1. Debts and Liabilities.

(a) The debts, liabilities, or obligations of the Authority shall be the debts, liabilities, and obligations of the Authority alone and not of its Member Agencies. Bonds and loans entered into by the Authority, shall be special obligations of the Authority payable solely from, and secured solely by, the revenues, funds, and other assets pledged therefor under the applicable indenture or loan agreement and shall not constitute a charge against the general credit of the Authority. Bonds, loans or other indebtedness shall not be secured by a legal or equitable pledge of, or lien or charge upon or security interest in, any property of the Authority or any of its income or receipts except the property, income, and receipts pledged therefor under the applicable indenture or loan agreement. Any bonds, loans, or other indebtedness shall not constitute a debt, liability, or obligation of the State or any public agency thereof, including the Member Agencies, other than the special obligation of the Authority as described above. Neither the faith and credit nor the taxing power of the State or any public agency thereof, including the Member Agencies, shall be pledged to the repayment of any bonds, loans, or other indebtedness. The Authority shall have no taxing power.

(b) No covenant or agreement contained in any Bond or Indenture shall be deemed to be a covenant or agreement of any director, officer, agent, or employee of the Authority in his or her individual capacity, and no director or officer of the Authority executing a Bond shall be liable personally on such Bond or be subject to any personal liability or accountability by reason of the issuance of such Bond.

(c) No bonds shall be issued and no loans or other indebtedness shall be incurred by the Authority without the unanimous consent of the Board.

-12- 6.2. Acquisition and Operation of Facilities; Ownership of Assets, Debts, and Liabilities.

(a) Prior to the conveyance of the Facilities by Rancho to the Authority, the Facilities shall be operated in accordance with the terms of this Agreement and the Facilities Acquisition Agreement. Upon the conveyance of the Facilities by Rancho to the Authority, the Facilities shall be operated in accordance with this Agreement and such other agreements as are entered into by the Authority and the Member Agencies from time to time. Upon conveyance by Rancho, the Authority shall own all of the Facilities and shall be responsible for all debts and liabilities associated with the Facilities that are incurred by the Authority after the Effective Date of this Agreement. The land upon which the Facilities are located will not be owned by the Authority, but will be leased by the Authority from Rancho for a ninety-nine (99) year term, unless extended, at a rental rate of one dollar ($1.00) per fiscal year payable on July 1 of each year. Each Member Agency shall execute any conveyance instruments necessary in order to accomplish a transfer of all assets, debts, and liabilities associated with the Facilities.

(b) Upon the Effective Date of this Agreement the Authority shall be obligated to acquire the Facilities including any related Property as more specifically described in the Facilities Acquisition Agreement and to obtain financing in order to pay off and defease the Rancho Debt associated with the Facilities as generally described in the Schedule of Debt attached hereto as Exhibit B. The Member Agencies intend for the Authority to acquire the Facilities from Rancho by obtaining a State Revolving Fund loan (the “SRF Loan”) or other financing to discharge Rancho’s Debt on the Facilities (Acquisition Price). If requested by the Authority, Rancho agrees to submit an application for the SRF Loan and to process it with the State Water Resources Control Board (the “Control Board”) in order to obtain approval for an SRF Loan to be made to the Authority. The Authority and Rancho agrees to diligently pursue approval of the SRF Loan and agrees to execute the necessary documentation to obtain, transfer or assign the SRF Loan approval to the Authority. In the event that the SRF Loan is not approved by the planned acquisition date, the Member Agencies agree that the acquisition price will be financed by revenue bonds issued by the Authority. The Member Agencies agree to cooperate in negotiating the terms of the documents required to obtain the SRF Loan or the bond documents necessary to issue the Authority bonds, including all documents necessary to ensure that the Authority will have sufficient wastewater revenues to repay the SRF Loan or the Authority bonds and operate and maintain the Wastewater Plant in accordance with the covenants in the SRF Loan documents or the bond covenants in the bond documents, as applicable. The parties acknowledge and agree that such documents will include a covenant that net revenues of the Authority exceed the debt service due in each year by a certain percentage as required by the Control Board of the underwriter and the rating agency or agencies for the Authority.

6.3. Treatment of Rancho’s SWAP Obligations. In connection with certain variable rate interest debt incurred by Rancho with respect to the Facilities, Rancho entered into SWAP Agreements for hedging interest rate risk. In accordance with the terms of the SWAP Agreements, Rancho could owe the SWAP providers early termination costs or payments should the SWAP Agreements be terminated before their expiration on August 15, 2031. To reduce the cost of acquiring the Facilities, Rancho shall internally reallocate the debt connected to the Facilities rather than terminating the SWAP Agreements. In return for the reallocation, the Authority agrees to reimburse Rancho for any early termination costs or payments due under the SWAP Agreements for the debt related to the Facilities should the SWAP Agreements be terminated for reasons beyond Rancho’s control or option. “SWAP Agreements” means that certain ISDA Master Agreement and related documents dated May 20, 2004 between Citibank, N.A. and Rancho and the Second Amended and Restated Confirmation dated as of March 19, 2008, evidencing a SWAP transaction in the notional amount of $17,850,000, and that certain

-13- ISDA Master Agreement and related documents dated May 20, 2004, between UBS, AG, Rancho, and the Amended and Restated Confirmation dated as of May 27, 2008, evidencing a SWAP transaction with a notional amount of $26,775,000.

6.4. California Public Employees Retirement System Actuarial Liability (CalPERS). The Parties acknowledge that Rancho presently has an unfunded potential actuarial liability to Cal PERS for Rancho’s employees who are, or have been, assigned to the Facilities (“Rancho Employees”). Although it is understood that Rancho will bear the financial responsibility to pay the annual employer contributions to CalPERS for the retirement benefits accrued by the Rancho Employees who will remain under the sole and exclusive control and direction of Rancho, the Parties agree that the unfunded actuarial liability is less a reflection of the cost of providing retirement benefits accrued by the Rancho Employees and more like a business cost tied to the performance of previously contributed funds to CalPERS by Rancho and certain actuarial assumptions. In light of the preceding, the Authority shall assume responsibility for and pay any remaining unfunded liability associated with Rancho Employees upon a change in Rancho as the Authority’s Administrator. In the event of the dissolution of the Authority, each Member Agency shall assume responsibility for and pay its proportionate share of any remaining unfunded actuarial liability associated with Rancho Employees. The unfunded actuarial liability will be computed as of the Authority’s formation date and periodically redetermined over the life of the Authority except that if Rancho is terminated as the Authority’s Administrator, the unfunded actuarial liability will be calculated based on benefit accrued by Rancho Employees as of the effective date of the termination. If a Member Agency elects to withdraw from the Authority, the Member Agency shall assume liability for its proportionate share of the unfunded actuarial liability, if any, at the time of that Member Agency’s withdrawal from the Authority. The unfunded actuarial liability will be determined by a mutually agreed upon neutral and qualified actuary.

Section 7. TERM AND TERMINATION.

This Agreement shall remain in effect and the Authority shall continue to fulfill its purpose and exercise its power for a period of ninety-nine (99) years from the Effective Date of this Agreement or until this Agreement is extended or terminated as provided for herein. This Agreement may be extended or terminated by written unanimous consent of the Member Agencies evidenced by copies of resolutions of the Member Agencies’ governing boards.

Section 8. ADMISSION OF NEW PARTIES.

It is recognized that public agencies other than the original Member Agencies to this Agreement may wish to participate in the Authority. Additional public agencies may become members of the Authority upon such terms and conditions as unanimously approved by the Board and upon the approval of all of the governing boards of the existing Member Agencies of the Authority, evidenced by the execution of a written amendment to this Agreement signed by all of the Member Agencies including the additional public agency.

Section 9. AMENDMENTS.

This Agreement may be amended only by the unanimous approval of the Board and all of the governing boards of the Member Agencies.

Section 10. WITHDRAWAL, ASSIGNMENTS OR DISSOLUTION.

10.1. Member Agency Withdrawal. Any Member Agency shall have the ability to withdraw its membership upon serving written notice of its intention to withdrawal on all other

-14- Member Agencies at least one-hundred twenty (120) days before the end of any fiscal year. However, such withdrawal by a Member Agency shall not relieve the Member Agency of its financial obligations (including, but not limited to, capital costs, debt obligations, CalPERS unfunded liability, and any net operations and maintenance costs resulting from such withdrawal) arising under this Agreement. Such obligations shall arise upon execution of this Agreement and shall include a Member Agency’s proportionate obligation to acquire the Facilities from Rancho. A withdrawing Member Agency may assign and convey its capacity rights, and related obligations to another Member Agency if approved by the unanimous vote of the Board. A Member Agency may also assign and convey its capacity rights, and related obligations, to a third party public agency, upon unanimous approval of the Board and the approval of each Member Agency’s governing boards and upon written acceptance by the third party public agency of all the terms of this Agreement and all other related agreements and resolutions of the Board as well as compliance with Section 8 of this Agreement. A withdrawing Member Agency shall have no entitlement, right, or claim to the Authority’s assets arising from its decision to withdraw.

10.2. Partial Sale of Capacity Rights to Member Agency. A Member Agency may assign and sell a portion of its Facilities capacity rights to another Member Agency upon unanimous approval of the Board. Unless otherwise agreed upon by the Seller and Buyer, the selling price for the partial sale of capacity rights from a Member Agency to another Member Agency shall be equal to the selling Member Agency’s incurred capital cost for the capacity, including financing costs, adjusted for inflation not to exceed the annual increase in the CPI for Urban Wage Earners and Clerical Workers for the Los Angeles County, Orange County, and Riverside County areas for all the items category for the 12-month period ending the February prior to the beginning of the Fiscal Year budgeted as determined by the U.S. Department of Labor, Bureau of Labor Statistics, or other mutually agreeably source if such a CPI is no longer available.

10.3. Partial Sale of Capacity Rights to a Non-Member Agency. A Member Agency may also assign and sell a portion of its Facilities capacity rights to a third party public agency upon the unanimous approval of the Board and the approval of each Member Agency’s governing boards and upon written acceptance by the third party public agency of the terms of this Agreement and all related agreements and resolutions of the Board as well as compliance with Section 8 of this Agreement.

10.4. Dissolution. The Authority may be dissolved at any time prior to the expiration of the term by unanimous vote of the Board and approval of the Member Agencies’ governing boards. However, the Authority shall not be dissolved until all debts and liabilities of the Authority have been eliminated. Upon dissolution of the Authority, each Member Agency shall receive its proportionate share of any remaining assets after all Authority liabilities and obligations have been paid or settled based on each Member’s Agency’s respective capacity ownership at the time of dissolution. The distribution of remaining assets may be made “in kind” or assets may be sold and the proceeds thereof distributed to the Member Agencies. The distribution of any remaining assets will occur within a reasonable time after dissolution. No former Member Agency which previously withdrew from the Authority shall be entitled to a distribution upon dissolution.

Section 11. DISPUTE RESOLUTION.

If a dispute arises as to the construction, interpretation or implementation of any portion of this Agreement or any matters that arise in connection with this Agreement, the issues of dispute or matter requiring resolution shall be submitted to non-binding mediation by an independent, neutral mediator agreed to by the Member Agencies. If no such agreement is

-15- reached as to the independent, neutral mediator, then the mediator shall be chosen by the Administrator.

Section 12. INDEMNIFICATION.

The Member Agencies, their employees, agents, and officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, defense costs, court costs, or any other cost arising out of or in any way related to the Authority. Accordingly, the provisions of this indemnity are intended by the Parties to be interpreted and construed to provide the fullest protection possible under the law to the Member Agencies.

Therefore, to the fullest extent permitted by law, the Authority shall defend, indemnify, and hold harmless the Member Agencies and their employees, agents, and officials from any liability, claims, suits, actions, arbitration, proceedings, administrative proceedings, regulatory proceedings, losses, expenses, or costs of any kind, whether actual, alleged, or threatened, actual attorney fees incurred by Member Agencies, court costs, interest, defense costs, (including expert witness fees) and any other costs or expenses of any kind whatsoever without restriction or limitation incurred in relation to, as a consequence of or arising out of, or in any way attributable actually, allegedly or impliedly, in whole, or in part, to the activities of the Authority.

Section 13. MISCELLANEOUS.

13.1. Section Headings. The section headings of this Agreement are for convenience only and are not to be construed as modifying or governing the language in each section.

13.2. Consent Or Approval Shall Not Be Unreasonably Withheld. Whenever in this Agreement any consent for approval is required, such consent or approval shall not be unreasonably withheld. 13.3. Applicable Laws. This Agreement is made under the laws of the State of California and is to be construed consistent with those laws. 13.4. Assignment and Succession. The Member Agencies shall not assign any rights or obligations under this Agreement without the written consent of all the Member Agencies. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties to this Agreement. 13.5. Severability. If any one or more of the terms, provisions, promises, covenants, or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants, and conditions of this Agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law.

-16-

IN WITNESS WHEREOF, each party hereto has pursuant to resolution duly passed and adopted by their respective governing bodies as indicated below caused this Agreement to be executed.

Approved by Elsinore Valley Municipal Water District Board of Directors By Resolution No.

By:______Dated: President

By:______Dated: Secretary-Treasurer

Approved by Rancho California Water District Board of Directors By Resolution No.

By:______Dated: President

By:______Dated: Secretary-Treasurer

Western Municipal Water District of Approved by Riverside County Board of Directors By Resolution No.

By:______Dated: President

By:______Dated: Secretary-Treasurer

-17- FACILITIES PER SECTION 1.1.7 OF THE JOINT EXERCISE OF POWERS AGREEMENT

Map Location Facility/Asset Description

Primary/Secondary Treatment Facilities 1 Headworks 2 Grit Chamber 3 Headworks Emergency Generator 4 Operations Building 5 SBR Basins/Aerobic Digester 6 Solids Dewatering Building 7 SBR Blower Building 8 Electrical Building 9 Solar Electrical Facility 16 Percolation Basin (non-compliant water pond) 17 SRWRF Maintenance & Collection System Building 25 Future Primary/Secondary Treatment Facility Area Tertiary Treatment Facilities 10 Equalization Basins 11 AWT Pump Station 12 AWT Facilities (Chemical Room, Chlorine Room, Operations Room & Emergency Generator) 13 AWT Facilities (Rapid Mix, Floculation, Clarifiers, Filters & Chlorination Basin) 14 Filter Backwash Basins 15 Sludge Drying Beds (vactor truck disposal area) 18 Recycled Water Splitter Box 19 Recycled Water Forebay

Other Non-identified Facilities Asphalt Concrete Paving Drainage (Curb & Gutter, Swales, Culverts) Perimeter Walls & Fencing Landscaping (Plant, Rock, DG & Dirt) Monitoring Wells Trunk Sewer Pipelines & Manholes

RCWD Facilities Not Being Acquired by JPA 20 Elm Street Recycled Water Pump Station Nos. 1 & 2 21 Well No. 135 22 Recycled Water Distribution System Disinfection Facility 23 Recycled Water System Algae Filters 24 Well No. 145 26 Future IPR Facility Area (Reserved for RCWD’s Future Use)

Exhibit “A” (And Attached Map of Reclamation Facility) Exhibit "A"

24

15

14 16

26 13 10 12 17 11

13 19 4 6 25 5 21 7 3 2 20 1 22 8 9 23

Santa Rosa Water Resource Recovery Authority RCWD Prepared by J. Gonzalez 0 140 280 560 Feet 5/13/2014 Filetag: G:\AVMap Documents\G\A\2014Projects\SantaRosa1.mxd

Exhibit "B"

Exhibit "B"‐ Debt Schedule Values as of June 30th, 2015* On Sewer Division Books Issue Principal Unamortized Discount/(Premium) Total Debt Reserve Cash in Trust Net Debt 2002A (4,112,974) (187,648) (4,300,622) 437,163 (3,863,459) 2008A (42,617,705) (626,672) (43,244,377) 3,546,519 (39,697,857) 2008B (13,973,518) (13,973,518) 991,750 (12,981,768) 2010A (910,768) 4,803 (905,965) ‐ (905,965) Total (61,614,964) (809,517) (62,424,481) 4,975,432 (57,449,050)

Tertiary Debt on Water Divisions Books Issue Principal Unamortized Discount/(Premium) Total Debt Reserve Cash in Trust Net Debt 2002A (237,214) (10,822) (248,037) 25,213 (222,824) 2005C (3,606,090) (168,672) (3,774,762) ‐ (3,774,762) 2008A (3,359,840) (221,425) (3,581,265) 1,625,191 (1,956,073) Total (7,203,143) (400,920) (7,604,064) 1,650,405 (5,953,659)

Total Sewer/Tertiary Debt Issue Principal Unamortized Discount/(Premium) Total Debt Reserve Cash in Trust Net Debt 2002A (4,350,188) (198,470) (4,548,659) 462,376 (4,086,283) 2005C (3,606,090) (168,672) (3,774,762) ‐ (3,774,762) 2008A (45,977,544) (848,097) (46,825,641) 5,171,711 (41,653,931) 2008B (13,973,518) ‐ (13,973,518) 991,750 (12,981,768) 2010A (910,768) 4,803 (905,965) ‐ (905,965) Total (68,818,108) (1,210,437) (70,028,545) 6,625,836 (63,402,708)

Asset % of Outstanding Capital Debt Reserve Cash in SRRRA ‐ Debt for Assets to be Acquired Asset % Total Debt Trust Net Debt Primary & Secondary Treatment 49% $ (34,291,563) $ 3,244,538 $ (31,047,025) Tertiary Treatment 8% $ (5,718,915) $ 541,102 $ (5,177,813) Collection System 34% $ (24,154,172) $ 2,285,377 $ (21,868,795) Total SRRRA Debt $ (64,164,650) $ 6,071,017 $ (58,093,633) RCWD‐ Debt for Retained Assets Temecula Valley Disposal Line‐Rancho Only 3% $ (2,326,519) $ 220,126 $ (2,106,392) Land 5% $ (3,537,376) $ 334,693 $ (3,202,683) Total RCWD Debt $ (5,863,895) $ 554,820 $ (5,309,075)

Total SRRRA & RCWD Debt 100% $ (70,028,545) $ 6,625,836 $ (63,402,708)

Per Agency ‐ Net Debt for Assets to be Acquired % RCWD % EVMWD % WMWD Total Primary & Secondary Treatment 40.0% $ 12,418,809.87 40.0%$ 12,418,809.87 20.0% $ 6,209,404.94 $ 31,047,024.68 Tertiary Treatment 52.0% $ 2,692,462.90 40.0%$ 2,071,125.31 8.0% $ 414,225.06 $ 5,177,813.26 Collection System 36.6% $ 8,006,166.02 43.6%$ 9,528,234.19 19.8% $ 4,334,395.26 $ 21,868,795.48 Total $ 23,117,438.79 $ 24,018,169.37 $ 10,958,025.26 $ 58,093,633.42

*For reference only. Values will be updated at time of asset acquisition Attachment 3

NOTICE OF EXEMPTION FOR THE CHANGE IN OWNERSHIP, OPERATION, MAINTENANCE AND ADMINISTRATION OF THE SANTA ROSA WATER RECLAMATION FACILITY

TO: Office of Planning and Research County Clerk State Clearinghouse County of Riverside Post Office Box 3044 2724 Gateway Drive Sacramento, California 95812-3044 Riverside, California 92502

FROM: Rancho California Water District 42135 Winchester Road Temecula, California 92590

1. Project Title and Location: The change of ownership and organization of the Santa Rosa Water Reclamation Facility (“Facility”), to a new joint powers authority created by Elsinore Valley Municipal Water District, a municipal water district (“Elsinore”), Rancho California Water District, a California water district (“Rancho”), and Western Municipal Water District of Riverside County, a municipal water district (“Western”). The new owner will be the Santa Rosa Regional Resources Authority, a joint exercise of powers authority public agency (“Santa Rosa JPA”) created and authorized pursuant to Government Code, Section 6500, et seq. The Facility is located at 42135 Winchester Road, Temecula, California 92590. Rancho is currently the owner and operator of the Facility. Upon transfer of ownership of the Facility to the Santa Rosa JPA, Rancho will continue to be the manager and operator of the Facility under a written contract between Rancho and the Santa Rosa JPA.

2. Description of Nature, Purpose and Beneficiaries of the Project: The Project is for the change of ownership and organization of the Facility to that of the Santa Rosa JPA thereby continuing to benefit Elsinore, Rancho, and Western which currently utilize the Facility.

3. Name of Lead Agency Approving Project: Rancho California Water District, a California Water District, 42135 Winchester Road, Temecula, California 92590.

4. Reasons Why Project is Exempt:

(a) The Project is categorically exempt under 14 Cal. Code Regs., Section 15320 as the Project is for the change of ownership and organization of the Facility. Specifically, the ownership and operation of the Facility is to be conveyed to the Santa Rosa JPA, with Rancho to continue as the operator of the Facility pursuant to a written contract between the Santa Rosa JPA and Rancho. (b) The Project is also exempt under 14 Cal. Code Regs., Section 15061(b)(3) under the “common sense exemption” in that it is certain that there is no possibility that the Project may have a significant effect on the environment.

This finding is based on the fact that the Project is an existing Facility which will continue to be operated by the existing operator, Rancho, pursuant to a written contract between Rancho and the Santa Rosa JPA.

5. Lead Agency Contact Person: Jeff Armstrong, General Manager, Rancho California Water District, a California Water District, 42135 Winchester Road, Temecula, California 92590; (951) 296-6933.

WESTERN MUNICIPAL WATER DISTRICT

Dated: ______By______President, Board of Directors Western Municipal Water District Attachment 4

MEMORANDUM OF AGREEMENT BY AND BETWEEN WESTERN MUNICIPAL WATER DISTRICT AND RANCHO CALIFORNIA WATER DISTRICT PROVIDING FOR OWNERSHIP, USE, AND DISPOSITION OF THE SANTA ROSA REGIONAL RESOURCES AUTHORITY

This Memorandum of Agreement (MOA) is made and entered into this 1st day of November, 2015 by and between Western Municipal Water District (Western) and Rancho California Water District (Rancho). 1. Section 5.1 of the Joint Exercise Of Powers Agreement Creating The Santa Rosa Regional Resources Authority (JPA) includes capacity rights Asset/Liability Allocation Matrix indicating, among other things, Western has 1 million gallons per day (MGD) of Primary and Secondary capacity (based on ultimate flow/capacity requirements) and 0.40 MGD of Tertiary Treatment capacity (based on ultimate recycled water amounts). 2. Western currently flows approximately 0.60 MGD from its Murrieta Service Area to the JPA (Existing Flow). 3. Rancho has paid the capital, and operations and maintenance costs for tertiary facilities in connection with the generation of recycled water for use within Rancho’s service area for Western’s Existing Flow. 4. In consideration of Rancho’s historical use of the Existing Flows, Rancho shall continue to use and remain obligated for the associated tertiary treatment capital, and operations and maintenance costs of the Existing Flow. 5. Western anticipates future flows from its Murrieta Service Area of 0.40 MGD (Future Flow). Western shall own and retain all rights to the Future Flow, including for recycled water use. Western shall pay all capital and operations and maintenance costs associated with tertiary treatment of the Future Flow. Additionally, Rancho has incurred capital costs that can be attributed to the Future Flow, and Western shall reimburse Rancho for all capital and related financing costs incurred that are associated with the tertiary treatment capacity of the 0.40 MGD. Reimbursement for these costs will be made to Rancho within six months of the execution of this agreement. 6. In the event Western is unable to utilize or otherwise sell recycled water from its Future Flow, Rancho agrees to purchase the unutilized or unsold recycled water at a cost equal to an amount sufficient to reimburse Western’s tertiary treatment cost. This cost includes required capital facilities, and operations and maintenance costs. Should Western determine to utilize or cease utilization of its Future Flows, Western will provide 24 months’ notice of this intent to Rancho.

SIGNATURES APPEAR ON FOLLOWING PAGE

SIGNATURE PAGE

WESTERN MUNICIPAL WATER DISTRICT By: ______John V. Rossi General Manager

RANCHO CALIFORNIA WATER DISTRICT By: ______Jeff Armstrong General Manager

Attachment 5

Santa Rosa Joint Powers Authority Presentation to the Board of Directors November 4, 2015

Western Municipal Water District Agenda

• Western Board Actions

• Joint Powers Authority (JPA) Actions

2 Western Board Actions

1. Adopt Resolution 2927

• Approves the Joint Exercise of Powers Agreement (JPA) creating the Santa Rosa Regional Resources Authority (SRRRA)

• Appoints a Primary Director and Alternate Director to serve as Western’s representatives on the JPA’s Board of Directors

2. Adopt the California Environmental Quality Act (CEQA) Notice of Exemption

3. Authorize the General Manager to execute the Memorandum of Understanding between Western and Rancho California Water District (RCWD) 3 Western Board Actions

Approve Joint Exercise of Powers Agreement

• Establishes the authority, duties and powers of the JPA • Supersedes previous agreements • Establishes organization of the JPA • Budget • Accounting and audit • Capacity and recycled effluent rights • Acquisition and operations; ownership of assets, debts and liabilities • Rancho’s Swap obligations • Public Employees Retirement System (PERS) • Termination • New parties • Withdrawals, assignments or dissolution

4 Approve Joint Exercise of Powers Agreement

Capacity and Recycled Effluent Rights

Primary and Tertiary Trunk Secondary Treatment Sewer Based on ultimate Based on ultimate Based on Capital/Debt flow/capacity recycled water engineering requirements amounts analysis Elsinore 40% - 2.0 MGD 40% - 2.0 MGD 43.57% Rancho 40% - 2.0 MGD 50% - 2.5 MGD 36.61% Western 20% - 1.0 MGD 10% - 0.5 MGD 19.82%

5 Approve Joint Exercise of Powers Agreement

Reserves

WMWD Portion Total Pooled Reserves* $2,127,875 $10,419,560 Replacement Reserves** $1,047,996 $3,633,812 Debt Service Surcharge Reserves** $2,500,952 $7,969,553 Total Reserves $5,676,823 $22,022,925

* Based on Paid Equivalent Dwelling Units of 6/30/15 ** Based on amounts contributed via rates

6 Approve Joint Exercise of Powers Agreement

Existing Plant Debt WMWD Portion Total Primary & Secondary Treatment $ 6,209,405 $ 31,047,025 Tertiary Treatment $ 559,074 $ 5,590,737 Collection System $ 4,334,395 $ 21,868,795 Total Debt* $11,102,874 $ 58,506,557 Less Reserves ** ($ 5,676,823) ($22,022,925) Net Plant Debt $ 5,426,051 $ 36,483,632

* Total debt is net of bond trustee reserves ** Reserves from slide 7, held by Rancho

7 Western Municipal Water District

JPA Board Actions

• Approve Facilities Acquisition Agreement

a) Asset acquisition and financing b) Approve first year budget c) Process for rates, charges and fees

• Approve agreement between the JPA and RCWD for the administration, management, and operation and maintenance of the SRRRA

• Resolution to create the Executive Committee

8 QUESTIONS?

Western Municipal Water District Administration 951.571.7100 Operations 951.789.5100 wmwd.com [email protected] Western Municipal Water District Western Municipal Water District

Western Municipal Water District Drought Update November 4, 2015

The water production and water waste enforcement information through October 31, 2015 was not available at the time this Board packet was published. The drought update presentation will be posted on the District’s website on the morning of November 4, 2015. LABOR AND BENEFITS EXPENSE BUDGET VS. ACTUAL SEPTEMBER 2015 Western Municipal Water District Employee Labor Expense by Department, plus Fringe Benefits - Budget vs. Actual Fiscal Year to Date through September 2015

Month Fiscal Year to Date Budget for Actuals for (Over) Under (Over) Under Department Sep-15 Sep-15 Budget Budget Actuals Budget Headquarters (incl. Overtime) 517,259 473,310 43,949 1,522,727 1,435,657 87,070 Operations (incl. Overtime and Call time) 431,371 409,602 21,769 1,269,885 1,217,707 52,178 Total Productive Labor 948,630 882,912 65,718 2,792,612 2,653,364 139,248

Board of Directors Fees 9,967 8,066 1,901 29,901 26,938 2,963 Non-productive Labor (vacation, sick, holiday) 171,628 166,333 5,295 889,434 1 798,751 1 90,683 Total Employee Labor$ 1,130,225 $ 1,057,311 $ 72,914 $ 3,711,947 $ 3,479,053 $ 232,894 Favorable (Unfavorable) Variance 6% Favorable (Unfavorable) Variance 6%

Fringe Benefit Description FICA 86,203 77,207 8,996 258,609 242,702 15,907 Workers Compensation 21,470 21,470 - 64,410 50,499 13,911 Group Medical Insurance Premiums 230,033 198,096 31,937 690,099 584,714 105,385 Retiree Health Benefits 39,119 39,120 (1) 117,357 117,359 (2) Group LT dis, Life & Other Insurance 6,436 5,008 1,428 19,308 16,592 2,716 Directors Group Life & Med Insurance 7,841 7,371 470 23,523 22,160 1,363 PERS 202,612 144,067 58,545 1,150,416 2 959,278 2 191,138 Education & Training 3,334 12,042 (8,708) 10,002 19,842 (9,840) Other Employee Benefits 9,197 7,188 2,009 27,591 40,727 (13,136) 401(a) Non-classified Plan 9,748 11,089 (1,341) 29,244 32,471 (3,227) Total Fringe Benefits$ 615,993 $ 522,658 $ 93,335 $ 2,390,559 $ 2,086,344 $ 304,215 Favorable (Unfavorable) Variance 15% Favorable (Unfavorable) Variance 13% 1 Includes Budget and Actual for Floating Holiday expense accounted for in July. 2 Includes Budget and Actual for Unfunded liability portion of PERS pension expense accounted for in July.