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HomeMy WebLinkAbout2022-07-06 Min - Board DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C MEETING MINUTES July 6, 2022 1. CALL TO ORDER The meeting of the Board of Directors of the Truckee Donner Public Utility District was called to order at 6:00 pm by President Finn. 2. ROLL CALL Directors: Harris, Laliotis, Aguera, Vice President Bender, and President Finn. EMPLOYEES PRESENT: Brian Wright, Mike Salmon, Jillian Steward, Chad Reed, Scott Crow, Alex Spychalsky, Brian Yohn, Joe Horvath Steven Poncelet and Shanna Kuhlemier. CONSULTANTS PRESENT— Steve Gross, District Counsel. 3. PLEDGE OF ALLEGIANCE 4. CHANGES TO THE AGENDA— Staff pulled Item #11 for further clarification. 5. PUBLIC INPUT — Kathy Freeman provided a statement, available upon request. In summary, Ms. Freeman had concerns with pesticides being placed on a power pole adjacent to her property. 6. DIRECTOR UPDATE This item provides time for Directors to comment on any item within the purview of the District. 7. GENERAL MANAGER UPDATE General Manager Wright provided an update. ACTION ITEM 8. Report from February 2, 2022, Board Meeting Agenda Item 22, Closed Session Pursuant to Government Code Section 54956.9(d)(1) — Existing Litigation: Nevada County Supe- rior Court Case Number: TCU21-7920, TDPUD v. Harris. The Board of Directors reported out on the litigation. President Finn called for public comment, seeing none. Steve Gross, District Counsel stated: "Report from Closed Session — TDPUD v Harris Report from February 2, 2022, Board Meeting Agenda Item 22, Closed Session Pursuant to Government Code Section 54956.9(d)(1) - Existing Litigation: Nevada County Superior Court Case Number: TCU21-7920, TDPUD v. Harris. At the February 2, 2022, Board meeting, we reported from closed session that the Board ap- proved a Settlement Agreement with Kim Harris and disclosed some of the essential terms of DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C the Agreement. We further disclosed that the Settlement Agreement would not be final until the Court approved it. The Settlement Agreement was approved by Directors Aguera and Bender and President Finn. Director Laliotis was absent, and Director Harris recused herself. The Court approved the Settlement Agreement at a hearing on May 20, 2022 and issued its Order that day. The Settlement Agreement and settlement of the lawsuit are now final. The Agreement was negotiated to the mutual satisfaction of the parties, they carefully reviewed the Agreement, knew what it contained, and entered into it voluntarily, deliberately, informed about its contents and legal effect, without coercion or duress, and based on their own judg- ment. The essential terms of the Settlement Agreement and General Release include the following. 1. Ms. Harris admitted that she breached the Severance Agreement with the District. 2. Ms. Harris agreed to comply with the Severance Agreement in the future. 3. The District reimbursed Ms. Harris for mediation fees she paid. 4. The Board agreed not to seek to have Ms. Harris removed from office during her current term based on her admission that she breached the Severance Agreement. 5. The Court will retain jurisdiction over the Settlement Agreement for a period of 10 years. 6. The District agreed to dismiss its complaint with prejudice, which it did on June 7, 2022. 7. The parties mutually agreed to release and waive all claims against each other. 8. The parties agreed to a mutual non-disparagement provision; however, that provision does not prevent the parties from truthfully responding to any statements, accusations, or comments made by any other person. 9. The parties complied with Governemnt Code Section 1091 in that the Settlement Agreement was entered into to resolve litgation, the parties were represented by counsel and Ms. Harris did not particpate in the making of the Agreement in her capacity as a Board member. That is the end of my report." President Finn, stated: "First, I want to make clear to everyone that our Settlement Agreement and General Release allow me to make this statement, because the release, and I quote: "shall not be construed to restrict the parties from truthfully responding to any statements, accusations, or comments made by any other individual." So, in response to many statements, accusations and com- ments that I have heard, that is what I am going to do. Share the truth, as I experienced it. Our community has rightly had an interest in and questions about our lawsuit against Director Harris. Until today, we have not been able to adequately address them. Specifically, I have heard many statements and questions along the lines of"What is going on?! "Why are you are bullying Director Harris?" "Was this the only solution?" You are suing for $70,000?!" Now that we have come to a settlement, I am going to take this moment to explain the Board's de- cisions and actions. Director Harris was employed by the District. When she left, she entered into an agreement with us, in which she agreed (among other things) that s/he would: DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C "Not contact, disrupt or attempt to disrupt employees while they are working and will not inter- fere with, undermine or attempt to undermine the authority of any of her supervisors or other supervisory or managerial staff at the District and will not encourage or assist others to do so." (Severance Agreement Section 1.c.) "Not review or discuss specifics of her resignation and departure from the District, except with the District's General Manager or General Counsel and Harris's legal, financial, personal and professional advisors." (Severance Agreement Section 1.b.) And "will not make any false or otherwise defamatory statements" about the District or its em- ployees, "including without limitation with respect to Harris's employment with and resignation and separation from the District." (Severance Agreement Section 10.) In return for agreeing not to lie about, defame or harass the district and its employees, she received approximately $75,000 and a letter of reference. Our intent with the Agreement was to give Director Harris the time and space to move for- ward in her career and to find a path that engaged her passions. Unfortunately, that is not what happened. Director Harris left the meeting. Very soon after leaving the District, Director Harris began talking of retribution. On multiple occasions, she stated that she had been robbed of her dream job and was going to run for the Board so that she could seek her revenge. Immediately upon her election to office, Direc- tor Harris began a sustained campaign of defamation, harassment and intimidation against the District, our consultants, our employees, our management team and our community. It was purposeful and it was malicious. We tried many times to elicit from her why she claimed we were "untrustworthy" and how our environment was "toxic", with no results. This Board is incredibly sincere in our commitment to the success of this District. We really wanted to understand Director Harris's concerns and to address the cause, but she had no answers to our questions. She was unable to provide us with any examples to support her accusations. This is when the Board began to take ac- tion. We have a responsibility to protect the people who make this District run. Director Harris was informed that her behavior was unacceptable and that she was in violation of her Agree- ment. She attended ethics training and Board training. She was informed of the District's code of behavior for the Board. . Through it all, she continued her attacks on the District. A tipping point came when Director Harris, in open session, requested that the Board revisit her Severance Agreement and change it so that she could continue to violate it with impunity. Attaining elected office and then using the power of that office to change the rules to benefit yourself is corrupt and, as Director Harris did it, illegal. The only tool left to us in that moment was the law. Let me be clear here. We, the Board, were and are not interested in revenge. Contrary to what we are hearing in the community, we did not sue for damages, or to cause her financial ruin. What we need is for Director Harris to honor her word and to abide by the terms of her DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C Severance Agreement. Integrity and Accountability are Core Values for this District. We can- not operate successfully without adhering to those values. The employees who work here, past, present and future, our consultants, our management team and our community deserve the full support and protection of this Board, and that in- cludes Director Harris. We have protected her privacy and her interests every step of the way. We hope that this is enough, moving forward, to help Director Harris to live up to her ob- ligations and understand the responsibilities and limitations of her office. Again, we have done all that we can to protect Director Harris. In conclusion, I want everyone to understand that we did not drop the suit. We settled it. Di- rector Harris admitted that she violated our agreement. She agreed that she will not lie about, harass or defame the District. In other words, she agreed to abide by her Severance agree- ment moving forward. I believe that she can. We truly hope that she does. Thank you." Director Harris re-joined the meeting. CONSENT CALENDAR 9. Consideration to Approve the Purchase of an Excavator Trailer. a) Authorize the General Manager to execute a contract with Felling Trailers, Inc. of Sauk Centre, MN, for the purchase of one (1) Drop Deck Ramp Trailer, Felling Model FT-20-1 in the amount of$19,361, plus a 10% change order authorization, for a total not to exceed the amount of$21,297, plus any other taxes and fees that may apply. b) Authorize the General Manager to execute a contract with Cashman Caterpillar of Spark, NV, for the purchase of one (1) Hydraulic Hammer, Epiroc Model SBU340/305 in the amount of$13,784, plus a 10% change order authorization, for a total not to exceed amount of $15,162 plus any other taxes and fees that may apply. c) Authorize the General Manager to execute a contract with Cashman Caterpillar of Spark, NV, for the purchase of one (1) Flail Mower, US Mower Model WT-MHE EX30 in the amount of $10,795, plus a 10% change order au- thorization, for a total not to exceed amount of$11,875, plus any other taxes and fees that may apply. 10.Consideration of an Emergency Backup Generator Rental Agreement for Water Pumping Facilities. Authorize the General Manager to execute a rental agreement with Holt of California to rent an emergency backup generator & cabling at the monthly rate of $8,800 for the dura- tion of up to three months with a total rent cost of ($26,400) plus a ten percent change order allowance, for a total not to exceed amount of ($29,040) plus any taxes and fees that may apply. 12. Consideration to Approve Water Utility Meter Database Upgrade. Consideration to authorize the General Manager to execute a contract with ACALRAONE, to upgrade meter reading database in the amount of$62,146.40. 13. Consideration of a Contract for Sanders Well Rehabilitation Services. Authorize the General Manager to execute a contract with Carson Pump, LLC to complete the 2022 Well Rehabilitation project for Sanders Well in the amount of $41,485 plus a 10%change order authorization for a total not to exceed $45,634. DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C 14. Schedule a Public Hearing for the District's 2022 Public Health Goals Report. Schedule a Public Hearing for August 3, 2022 at 6:OOPM or shortly thereafter to re- ceive input from the public regarding the District's 2022 Public Health Goals Report. President Finn called for public comment, seeing none. Vice President Bender Moved, Director Aguera seconded that the board approve the consent calendar. The motions passed (5-0), by roll call vote. ACTION ITEM 11. Consideration to Receive the Martis Valley Groundwater Management Plan Annual Report. File the Martis Valley Groundwater Management Plan annual report prepared by the GE I's staff. President Finn called for public comment, seeing none. Vice President Bender Moved, Director Aguera seconded that the board approve staff's rec- ommendation. The motions passed (5-0), by roll call vote. 15. Consideration to Purchase Emergency Backup Generator. Authorize the General Manager to execute a purchase agreement with Holt of California to Purchase a 400kW portable emergency backup generator in the amount of$287,765.00 plus taxes, fees, and delivery. President Finn called for public comment, seeing none. Director Aguera moved, Director Laliotis seconded that the board approve staff's recommen- dation. The motion passed (5-0), by roll call vote. 16. Consideration of a Joint Relocation and Reimbursement Agreement with AT&T Corporation for Fiber Optic Relocation Work. a) Make a finding to dispense with competitive bidding and negotiate with AT&T Cor- poration (AT&T) to perform the work to relocate the District's fiber optic cable (Fi- ber Optic Cable Relocation Work) necessary for the Town of Truckee's Church Street Extension Project. b)Authorize the General Manager to execute a Joint Relocation and Reimbursement Agreement with AT&T, in substantially the same form as presented and subject to District Counsel review, in an amount of$42,020, plus a twenty percent change order allowance for a total authorization not to exceed $50,425 for Fiber Optic Ca- ble Relocation Work necessary for the Church Street Extension Project. President Finn called for public comment, seeing none. Vice President Bender Moved, Director Laliotis seconded that the board approve the staff's recommendation. The motion passed (5-0), by roll call vote. ROUTINE BUSINESS DocuSign Envelope ID:62E5A6A6-2E79-4AA8-8930-2C706657DA3C 17. Approve the Treasurer's Report June 2022. a. Fund Balances for the Month April 30, 2022 b. Disbursements for the Month May 31, 2022 President Finn called for public comment, seeing none. Aguera moved, and Vice President Bender seconded, the motion passed (4-1), by a roll call vote. Director Harris abstained. 18. Approve the Minutes of June 1, 2022 President Finn called for public comment, seeing none. Vice President Bender moved, Director Laliotis seconded, the motion passed (5-0), by a roll call vote. President Finn called for a recess 7:26 pm. President Finn called the meeting back in session 7:31 pm CLOSED SESSION 19.Closed Session Pursuant to Government Code Section 54957 Public Employee Per- formance Evaluation — General Manager's Performance Plan Review. No reportable ac- tion. ADJOURNMENT - 9:10 p.m. There being no further business before the Board, the meeting was adjourned to the next scheduled regularly scheduled meeting of the Truckee Donner Public Utility District on August 3, 2022 at 6:00 pm. TRUCKEE DONNER PUBLIC UTILITY DISTRICT DocuSigned by: kcRsi, riy" iIffiTinn, President DocuSigned by: Respectfully Submitted,C 01 � u �t quit v Shanna D. Kuhlemier, CM is rict Clerk