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MEMORANDUM OF AGREEMENT between the CITY AND COUNTY OF SAN FRANCISCO acting through its PUBLIC UTILITIES COMMISSION, and the CITY OF REDWOOD CITY (Bay Division Pipeline No. 5 Project) This Memorandum of Agreement ( "MOA "), dated for reference purposes only March , 2010, is made by and between the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation ( "CCSF ") and the CITY OF REDWOOD CITY, a California municipal corporation ( "City "). RECITALS A. CCSF, acting by and through its Public Utilities Commission ( "SFPUC ") owns and operates a regional water system that serves San Francisco and twenty -seven (27) wholesale water customers, including City, located in San Mateo, Santa Clara, and Alameda counties in the Bay Area. B. CCSF's water system includes Bay Division Pipelines 1 and 2, which are principally located in CCSF's right of way that is situated in part within the limits of City as shown approximately on attached Exhibit A . C. CCSF has developed a Water System Improvement Program ( "WSIP ") with the goals of increasing the system's ability to withstand major seismic events and prolonged droughts and to reliably meet future water demands. As part of WSIP, CCSF proposed the Bay Division Pipeline No. 5 Project (the "Project "), which includes, among other improvements, the installation of an additional pipeline within CCSF's right of way, for the purpose of improving the seismic reliability, water delivery, and drought - management goals outlined in WSIP, for the benefit of City and its residents and businesses. D. City and CCSF have been working cooperatively to identify and address their respective requirements and concerns relating to the construction of the portion of the Project located within City's boundaries. City and CCSF have identified twenty -eight (28) locations where the Project will require the installation of the proposed Bay Division Pipeline No. 5 in parcels that are also used by City for its public streets or parks. CCSF has existing fee or easement rights at seven (7) of these locations. City has existing fee rights at twenty -one (2 1) of these locations (the "City Parcels "). CCSF has existing easement rights to construct, install, and maintain its pipelines across one of the City Parcels. Pursuant to previous City resolutions, City has granted permission to CCSF to construct, install, and maintain its pipelines at eighteen (18) of the City Parcels. Because there is no current record of City permission for CCSF to construct, install, and maintain its pipelines at two (2) of the City Parcels, CCSF seeks City's permission for the continued maintenance of Bay Division Pipelines 1 and 2 at those two (2) locations and for the construction, installation, and maintenance of the proposed Bay Division Pipeline No. 5 at those two (2) locations. E. On December 23, 2008, CCSF published a Draft Environmental Impact Report ( "DEIR ") for the Project. After the close of a forty -five (45) -day public review period on February 5, 2009, CCSF prepared responses to comments on environmental issues received at the public hearings and in writing during the public review period for the DEIR, prepared revisions to the text of the DEIR in response to comments received or based on additional information that became available during the public review period, and corrected errors in the DEIR. This material was presented in a Draft Comments and Responses document ( "C &R "), City of Redwood City MOA ver 030910