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Home My WebLink AboutDistrict 03 Minutes 1950-10-06181 MINUTES OF SPECIAL MEETING OF BOAHD OF DIRECTORS COUNTY SANITATION DISTRICT NO.3 ORANGE COUNTY,CALIFORNIA October 6,1950 at 7:30 P.M. G~ounci1 Chambers,City Hall Anaheim,California Pursuant to a call for a special meeting made by Chairman Warden, and rIotice duly mailed to each Director on the 2~th day of September, 1950,a special meeting of the Board of Directors of County Sani tation District No.3 was heldat 7:30 P.M.in the Council Chambers, City Hall,Anaheim,California. There were present:Directors~Ralph J.McFadden,C. R.Mil1er~Charles Newson,Willis H.Warner,and Joseph Webber. Absent:Directors Hugh W.Warden(Chairman) and A.C.Earley. Others present:Nelson N.Launer,Administrative Officer Nat H.Neff,Engineer Albert Launer,Attorney Walter Chaffee,Attorney E.J.Marks,~Attorney David French,Attorney Claude M.Owens~Attorney Ora Mae Merritt,Secretary CHAIRMAN A motion was made by Director Willis PRO TEM H.Warner,duly seconded and carried,appointing Ralph J.McFadden Chairman pro tern. RESOLUTION NO.47 The Board of Directors of County Sani tation District No.3 adopted the following Resolution No.47: RESOLUTION OF COUNTY SANITATION DISTRICT NO.THREE FIXING ANS DETERMINING COMPENSATION AND EXPENSES TO BE PAID LEGAL COUNSEL IN CONNECTION WITH LITI— G~TION TO DETERMINE THE VALIDITY OF A LIMITED PARTICIPATION AGREEMENT UNDER WHICH CERTAIN DIS TRICTS VOTED BONDS FOR THE PROCU1~.EMENT AND CON STFUJCTION OF SEWERAGE FACILITIES. .-J--. 182 WHEREAS,the matter of interpreting the limited partici pation agreement under which County Sanitation Districts Nos. 2,3 and 7 have agreed to participate in a countywide sewerage development plan has arisen;and WHEREAS,the attorneys representing the proposed bond buyers deem that it is necessary to bring court proceeding to fix and determine the exact interpretation of the aforesaid limited participation agreements;and WHEREAS,attorneys E.J.Marks and Adrian Marks are the attorneys representing the Joint Administrative Organization and County Sanitation Districts Nos.1,2,3,5,6,7 and 11;and WHEREAS,attorney C.Arthur Nisson,Jr.is the attorney specially representing County Sanitation District No.7;and WHEREAS,the aforesaid attorneys are preparing to bring a proceeding in the District Court of Appeal for the purpose of determining the validity and interpretation of the aforesaid limited participation agreements and for any other necessary purpose;and WHEREAS,it is necessary that the law firm of O’Melvany &Myers and James L.Beebe be employed as cour~sel therein and be paid the.reasonable value of their services therein which will not be less than $1,000.00 or more than $1,500.00. NOW,THEREFORE,BE IT RESOLVED: 1.Thatattorneys E.J.Marks and Adrian Marks and C. Arthur Nisson,.Jr.are authorized to bring a court proceeding in the name of County Sanitation Districts Nos.1,2,3,5,6,7 and 11 of Orange County,California,for the purpose of securing an interpretation and exact meaning of that certain limited participation agreement under which County Sanitation Districts Nos.2,3 and 7 have agreed to participate in a countywide sewerage development plan,and for any other necessary purposes. 2.~That the fees of each of said attorneys,excepting O’Melveny &Myers and JamesL.Beebe,be fixed at the sum of $150.00 per day for one day,or any part of a day,each attorney is in Court for the hearing of the proposed litigation,the principal purpose of which is to determine the validity and inter pretation of the limited participation agreement involving Dis tricts Nos.2,3 and 7,or any one of them;and the attorneys’ fees of O’Melveny &Myers and James L.Beebe be fixed at the above mentioned figure for their services. —2— 183 3.The attorney fees for preparation of pleadings and for the hearing shall be paid at the hourly rates heretofore authorized for the respective attorneys;this shall not include the compensationI for O’Melveny &Myers and James L.Beebe. 4.That the actual cost of lodging for said attorneys occasioned by their appearance at the District Court of Appeal for the hereinabove specified purpose shall be authorized to be paid in a sum not to exceed $5.00 per day. 5.That mileage be authorized at the usual rate in connection with the subject litigation. BE IT FURTHER RESOLVED that costs and expenses in connection with the above mentioned litigation bepaid outof the Joint Administrative Fund of Districts Nos.1,2,3,5,6,7 and 11. The foregoing Resolution was introduced by Director Webber who moved its adoption.This motion was seconded by Director Miller and was carried by the following vote: AYES:Directors Joseph Webber,C.R.Miller,Charles Newson, WillisH.Warner and Ralph J.McFadden. NOES:None. ABSENT:Directors Hugh W.Warden and A.C.Earley. STATE OF CALIFORNIA ss. COUNTY OF ORANGE ) I,OFtA MAE MERRITT,Secretary of the Board of Directors of County Sanitation District No.3 of Orange County,California, hereby certify that the above and foregoing Resolution was duly and regularly adopted by the said Board at a meeting thereof held on the 6th day of October,1950. IN WITNESS WHEREOF,I have hereunto set my hand this 13th day of October,1950. Secretary of the Board of Directors of County Sanitation District No.3 of Orange County,California —3— 18~4 Mr.E.J.Marks and Mr.Preston Turner led a general discussion on the proposed Use and Ultimate Purchase Agreement,as approved by the bond attorneys;and the suggested revisions on pages Nos.10, 11,16,17 and 19, Mr.Marks stated the only change between the original drafted Agreement of Sale and Purchase and the present Use and Ultimate Purchase Agreements was occasioned by the fact that it had not then been established that the cities and sanitary districts had the legal right to sell facilities built in part with Federal funds.~Mr.Marks stated further that the proposed revisions on Pages Nos.10,11,16,17 and 19 were suggested by the Directors of County Sanitation District No.1 and were mailed to the Directors of all of the Districts as the views of District No.1. Mr.Turner discussed the wording in several parts of the Use and Ultimate Purchase Agreement,whereby the meaning might be construed to mean use rather than ownership of facilities. Mr.Walter Chaffee suggested that the main issues of the proposed revisions be outlined;that the Directors could then determine policy and the attorneys would be in a position to work out the proper wording of the documents.Mr.Marks and Mr.Turner concurred in th±s op mi on. Mr.Marks statedthe main issues in the proposed revisLons on pages Nos.10,11,16,17 and 19 of the Use and Ultimate Purchase Agreement appear to be date of possession,control and operation. After a general discussion of the proposed revisions by Board members present,a motion was madeby director Warner,duly seconded and carried that Ralph J.McFadden,Chairman pro tern,be directed to meet with Chairman Boney of District Board No.2 and the Directors of County Sanitation District No.1 for the purpose of further discussion’and clarification of the proposed revisions on pages Nos, 10,11,16,17 and 19 of the Use and Ultimate Purchase Agreement;ai~ after such meeting report to the Board of Directors of County Sani tation District No.3 any recommendations he may have. A motion was made by Director Webber,duly seconded and carried that the meeting be declared adjourned at 9:35 P.N. •irman pro tern Lra or Directors Sanitation District No.3 County,California ATTEST: Temporary Secretary,‘Board of Ui~ectors County Sanitation District No.3 Orange County,California -4-