Loading...
HomeMy WebLinkAbout2014-07-09 e-packetWEDNESDAY, JULY 9, 2.014 7:00 P.M. PEOPLE OF SOUTH SAN FRANCISCO You are invited to offer your suggestions. In order that you may know our method of conducting Council business, we proceed as follows: The regular meetings of the City Council are held on the second and fourth Wednesday of each month at 7:00 p.m. in the Municipal Services Building, Council Chambers, 33 Arroyo Drive, South San Francisco, California. The City Clerk will read successively the items of business appearing on the Agenda. As she completes reading an item, it will be ready for Council action. RICHARD GARBARINO Vice Mayor PRADEEP GUPTA Councilman FRANK RISSO City Treasurer MIKE FUTRELL City Manager KARYL MATSUMOTO Mayor MARK ADDIEGO Councilman LIZA NORMANDY Councilwoman KRISTA MARTINELLI City Clerk STEVEN T. MATTAS City Attorney PLEASE SILENCE CELL PHONES AND PAGERS HEARING ASSISTANCE EQUIPMENT AVAILABLE FOR USE BY THE HEARING IMPAIRED AT CITY COUNCIL MEETINGS In accordance with California Government Code Section 54157.5, any writing or document that is a public record, relates to an open session agenda item, and is distributed 1,ss than 72 hours prior to a regular meeting will be made available for public inspection in the City Clerk's Office located at City Hall. If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda. The address of City Hail is 400 Grand Avenue, South San Francisco, California 94080. AGENDA S� � oU�u pk'� P_,y�n CITY COUNCIL `�` _ CITY OF SOUTH SAN FRANCISCO U Q t'�ttrotN�� REGULAR MEETING MUNICIPAL SERVICES BUILDING COUNCIL CHAMBERS 33 ARROYO DRIVE SOUTH SAN FRANCISCO, CA WEDNESDAY, JULY 9, 2.014 7:00 P.M. PEOPLE OF SOUTH SAN FRANCISCO You are invited to offer your suggestions. In order that you may know our method of conducting Council business, we proceed as follows: The regular meetings of the City Council are held on the second and fourth Wednesday of each month at 7:00 p.m. in the Municipal Services Building, Council Chambers, 33 Arroyo Drive, South San Francisco, California. The City Clerk will read successively the items of business appearing on the Agenda. As she completes reading an item, it will be ready for Council action. RICHARD GARBARINO Vice Mayor PRADEEP GUPTA Councilman FRANK RISSO City Treasurer MIKE FUTRELL City Manager KARYL MATSUMOTO Mayor MARK ADDIEGO Councilman LIZA NORMANDY Councilwoman KRISTA MARTINELLI City Clerk STEVEN T. MATTAS City Attorney PLEASE SILENCE CELL PHONES AND PAGERS HEARING ASSISTANCE EQUIPMENT AVAILABLE FOR USE BY THE HEARING IMPAIRED AT CITY COUNCIL MEETINGS In accordance with California Government Code Section 54157.5, any writing or document that is a public record, relates to an open session agenda item, and is distributed 1,ss than 72 hours prior to a regular meeting will be made available for public inspection in the City Clerk's Office located at City Hall. If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda. The address of City Hail is 400 Grand Avenue, South San Francisco, California 94080. CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AGENDA REVIEW PRESENTATIONS • Proclamation recognizing July as Parks and Recreation Month accepted by Richard Holt, Parks and Recreation Director. Library Presentation: Discover & Go Museum Pass Program presented by Adam Elsholz, Library Program Manager. Presentation of award from Freedom House to the South San Francisco Police Department presented to Public Safety Chief Masson. PUBLIC COMMENTS For those wishing to address the City Council on any Agenda or non- agendized item, please complete a Speaker Card located at the entrance to the Council Chamber's and submit it to the City Clerk. Please be sure to indicate the Agenda Item # you wish to address or the topic ofyour public comment. California law prevents the City Council from taking action on any item not on the Agenda (except in emergency circumstances). Your question or problem maybe referred to staff'for investigation and/or action where appropriate or the matter may be placed on a future Agenda for more comprehensive action or a report. When your name is called, please come to the podium, state your name and address (optional) for the Minutes. COMMENTS ARE LIMITED TO THREE (3) MINUTES PER SPEAKER. Thank you for your cooperation. COUNCIL COMMENTSIREQUESTS CONSENT CALENDAR 1. Motion approving the minutes from the meetings of January 15, 2014 and March 12, 2014. 2. Motion confirming payment registers for July 9, 2014. 3. Resolution authorizing the City Manager to sign a California Wastewater Process Optimization Program (CalPOP) Program Participation Agreement to receive an incentive of $27,700 for the replacement of Blower #9 at the Water Quality Control Plant. (Brian Schumacker, Superintendent of WQCP). 4. Approval of resolutions: pledging sewer service charges to repayment of State Water Resources Control Board loan financing; and declaring the City Council's intent to reimburse the sewer enterprise fund from State Water Resources Control Board loan proceeds for sewer enterprise fund capital expenditures made prior to the receipt of those loan proceeds. (Jim Steele, Finance Director) REGULAR CITY COUNCIL MEETING JULY 9, 2014 AGENDA PAGE 2 5. Resolution amending an existing on -call consulting services agreement with Ghirardelli Associates of Oakland, California to include special construction management and inspection services for the L -132 PG &E Pipeline Replacement Project in an amount not to exceed $446,662 and appropriate funds in the same amount to the Engineering Division operating budget from Inspection Fee Revenues. (Sam Bautista, Principal Engineer) 6. Motion to accept the City Hall Tot Lot Safety Surfacing Installation. Project (Project No. pf1410) as complete in accordance with the plans and specifications. (Total construction cost $125,420.73). (Sam Bautista, Principal Engineer) 7. Resolution approving the South San Francisco Conference Center Fiscal Year 2014 -2015 Operating Budget. (Dean Grubl, Conference Center Director) ADMINISTRATIVE BUSINESS 8. Resolution awarding the purchase agreement to California Hydronics Corporation of Hayward, California for the fabrication of the boiler and cooling tower skid for the Magnolia Senior Center of the HVAC Replacement at Various City Buildings Project (Project No. pf1408) in an amount not to exceed $146,060. (Brian McMinn, Public Works Director) 9. Resolution awarding the construction contract to Thermal Mechanical, Inc. of Santa Clara, California for the Municipal Services Building (MSB) HVAC & Fan Replacement Project (Project No. pf1408) in an amount not to exceed $993,583 and appropriate additional funds in the amount of $30,000 to the project from the Police Department Seizure Fund. (Brian McMinn, Public Works Director) PUBLIC HEARING 10. Resolution awarding the consulting services agreement to Syserco Inc. of Fremont, California for the Energy Monitoring System (EMS) of the Municipal Services Building (MSB) (Project No. pf1408) in an amount not to exceed $76,907. (Sam Bautista, Principal Engineer) 11. Resolution making findings and awarding an energy services consulting agreement to Pacific Gas and Electric Company of San Francisco, CA for the "Streetlight Conversion to LED" (Project No. stl404) in an amount not to exceed $1,129,458. (Justin Lovell, Management Analyst II) 12, Zoning Text and Map Amendments — Commercial and Public Parking Uses City of South San Francisco -Owner /Applicant Citywide P07- 0136:ZA14 -0002 Proposed Amendments to South San Francisco Municipal Code Chapter 20 — Zoning Ordinance — to clarify regulations related to commercial and public parking uses, including the definition and location of permitted or conditionally permitted parking uses, in REGULAR CITY COUNCIL MEETING JULY 9, 2014 AGENDA PAGE 3 accordance with South San Francisco Municipal Code Chapter 20.550 ( "Amendments to Zoning Ordinance and Map "). ( Billy Gross, Senior Planner) 13. Flight Car - Conditional Use Permit and Development Agreement to allow an automobile rental business and parking facility at 323 South Canal Street in the Mixed Industrial (Ml) Zoning District in accordance with SSFMC Chapters 19.60, 20.110, 20.460 and 20.490 and determination that the project is categorically exempt from CEQA. (Tony Rozzi, Associate Planner) ITEMS FROM COUNCIL -- COMMITTEE REPORTS AND ANNOUNCEMENTS ADJOURNMENT REGULAR CITY COUNCIL MEETING JULY 9, 2014 AGENDA PAGE 4 Q CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA JULY IS PARKS AND RECREATION MONTH WHEREAS in South San Francisco parks and recreation programs are an integral part of the community; and WHEREAS our parrs and recreation areas are vitally important in establishing and maintaining the quality of life in our community, ensuring the health of all citizens, and contributing to the environmental well -being of South San Francisco; and WHEREAS recreation programs build healthy, active communities that aid in the prevention of chronic disease, provide therapeutic recreation services,for those who are mentally or physically disabled, and also improve the mental and emotional health of all citizens; and WHEREAS parks and natural recreation areas improve water quality, protect groundwater, prevent flooding, improve the quality of the air we breathe, provide vegetative buffers to development, and produce habitat,for wildlife; and WHEREAS our parks and natural recreation areas ensure the ecological beauty ref our community and provide a place for children and adults to connect with nature and recreate outdoors; and WHEREAS the U.S. House of Representatives has designated July as Parks and Recreation Month; and WHEREAS South San Francisco, California recognizes the benefits derived from parks and recreation programs and resources. NOW, THEREFORE, the City Council of the City of South San Francisco does hereby proclaim July 2014, as "Parks and Recreation Month " and in doing so, urges all citizens to use and enjoy our parks and recreational activities. Karyl Matsumoto, Mayor Richard Garbarino, Vice Mayor MarkAddiego, Councilmember Pradeep Gupta, Councilmember Liza Normandy, Councilmember Dated: July 9, 2014 SPECIAL MEETING 0 MINUTES n o CITY COUNCIL of THE CITY OF SOUTH SAN FRANCISCO P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 None. No changes. Meeting to be held at: CITY HALL CONFERENCE ROOM 400 GRAND AVENUE SOUTH SAN FRANCISCO, CA WEDNESDAY, JANUARY 15, 2014 6:30 P.M. Purpose of the meeting: Call to Order. TIME: 6 :30 p.m. 2. Roll Call. PRESENT: Councilmembers Addiego, Gupta and Normandy, Vice Mayor Garbarino and Mayor Matsumoto 3. Public Comments -- comments are limited to items on the Special Meeting Agenda, 4. Agenda Review. Study Session: Overview of proposed three year sewer rate increase plan and approval of a resolution authorizing an application to the State Water Resources Control Board for a Clean Water State Revolving Fund loan for improvements to the Water Quality Control Plant ( "WQCP "). Public Works Director and City Engineer, Brian McMinn summarized the staff report and gave brief history of rate increases. The proposed plan would set the rate for the next three years, although staff recommended a shorter period due to the uncertainty of pending regulations. Council was also being asked to approve a resolution allowing the submission of a loan application to the state to fund improvements at the WQCP. Director McMinn reviewed the plant improvements to be made, which included the minimizing blending project, rebuilding three digesters, additional blower replacement, sewer collection system rehab, Pump 4 force main design, and completion of the backup generator replacement Director McMinn reminded Council that the last time rates had been set, there was a protest about equitability of fees as they related to multi -unit users. After studying the matter, it was discovered that multi -units did use slightly less, by approximately 10 percent. Adjustments were made this time around reflecting a three percent decrease for multi -units during the first year, so that by the second year the 10 percent would be realized. Council requested a visual breakdown of the different rates and statistics regarding multi - family units, single family units, trailer units and commercial be provided in the Friday memo. Director McMinn reviewed cash projections for the sewer fund and the timeline for completing the process. A public hearing would be held and rates would not be able to be raised if there was a majority protest received by the Clerk. Mayor Matsumoto reminded staff that Council would be attending Bio Conference and the last meeting of June was being cancelled. Director McMinn stated the public hearing could be held at the last meeting of May. Management Analyst Justin Lovell reported on the Clean Water State Revolving Fund loan application, reviewing the application process, the terms of the loan and anticipated timeframe. Councilmember Gupta asked why the Daly City discharge rate was so low comparatively. Director McMinn stated Daly City discharged directly into the ocean rather than the bay; requirements were different and without as many constraints when discharging into the ocean. Motion — Councilmember Addiego /Second — Vice Mayor Garbarino: to approve a resolution authorizing an application to the State Water Resources Control Board for a Clean Water State Revolving Fund loan for improvements to the Water Quality Control Plant ( "WQCP "). Unanimously approved by voice vote. 6, Study Session: Updating the City Council on the most recent actuarial study of the City's Other Post - Employment Benefits (OPEB). Finance Director Jim Steele presented the staff report which detailed the City's retiree health care obligations and their projected growth at the current rate of payment. Staff was also recommending an investment in one of the three investment vehicles from the Ca1PERS California Employers' Retiree Benefit Trust (CERBT), with strategy number one being staff s recommendation. Staff believed this strategy was the best option as it was long term and heavily weighted towards stocks. Strategy two was acceptable, but strategy three was not recommended as its focus was heavily weighted towards bonds and structured as a short term investment. Expected earnings over time were reported as comparable to CalPERS at T6 percent. Investments included Global Equity, US formal Bonds, Global Real Estate, Inflation Linked Bonds, and Commodities. Over the long term, advisors recommend having a mixture. This mixture is achieved by strategy one. SPECIAL CITY COUNCIL MEETING JANUARY 15, 2014 MINUTES PAGE 3 project. The request also included a $5 million buffer for potential changes in future permits. Finance Director Steele stated the expected costs of the improvements over the next three years would be approximately $31.6 million, half of which was being requested in the state loan. Approximately $4 million would be paid from the other entities (San Bruno, SFO, Millbrae and Burlingame) and the remainder would be from the City's rates. Mayor Matsumoto asked if collecting from the other entities could present an issue. Director Steele noted that San Bruno has been given plenty of lead time for them to plan although they were told there may be some flexibility. For instance, if Council was agreeable, the City could take on more of the loan initially, with internal payback. Millbrae, Burlingame and SFO only pay for outfall, which is minimal. San Bruno would be impacted the most and accordingly a great amount of time has been spent with them. Councilmember Addiego noted San Bruno's ability to collect fees with their sewer bill. Residential rates were reviewed for years 2004 through present. Proposed rates were presented for a breakdown of 4, 4 and 2 percent for years 2014/15, 2015116 and 2016117 respectively. Cash flow model indicated the 2 percent for year 2016/2017 was not needed at the moment, but adoption was still recommended just in case the need arose. Nothing prevented Council from rolling them back if they were unnecessary. Mayor Matsumoto understood the necessity, but questioned how that would be communicated. She also asked about the effect of unfunded mandates. Director Steele stated this was very common and had been done for the last three rate periods. It's communicated as a "not to exceed" with the clarification given they would not go forward if unnecessary. He added this would be the likely outcome if the environmental issues did not move forward but that it was still good to have it as a contingency. He assured Council that communications had been sufficient in explaining it clearly and added that in previous instances, the City did not collect what it had proposed. Director McMinn stated the unfunded mandates were on the stormwater side, and were currently being dealt with. Interim City Manager Mattas stated the last two percent was included because requirements were still unknown and staff wanted to avoid a situation where there wouldn't be enough to fund all the requirements. So long as proper notification is done under Prop 218, Council can ask for an increase up to a certain percentage. Councilmember Addiego asked what two percent would generate. Director Steele stated two percent would generate roughly $500,000.00 SPECIAL CITY COUNCIL.. MEETING JANUARY 15, 2014 MINUTES PAGE 2 Council noted that strategy two was higher in bonds and asked how this related to earnings over time. Council expressed their wish that the portfolio not be static and asked if the ratios were imposed or flexible, with allowances for rebalancing. Director Steele stated strategy two, which had more of percentage in bonds, was a more conservative strategy that would result in lower returns. It was his opinion that strategy two was too conservative and the City's investment firm agreed. Director Steele also assured Council the portfolio would be active as Ca1PERS actively follows the market and makes investment adjustments based on the direction of the economy. In regards to the ratio, Director Steele stated the investment policies were approved by the Ca1PERS board and have remained constant over the years. He stated the ratios were constantly rebalanced and that Ca1PERS dedicates a lot of resources to this function. He further explained that Council was only allowed to select one option, but this did not preclude them from directing more conservative future strategies. A strategy must be selected before any investment could be made. Changes could be made later at Council's request and as the City gets closer to being fully funded, the amount being put in would get ramped down. Director Steele displayed charts illustrating the power of paying off the liability over time. Compared were the options of paying as you go, with payments continuing out until 2080, and investing $13.5 million from reserves plus $250,000.00 annually, with a payoff being in 2043. Graphic representation of $500,000.00 and $1 million annual investments were also shown. Direction was needed from Council on which strategy to pursue, then staff could come back with a formal resolution. Director Steele repeated staff's recommendation of strategy one, adding that strategy two was acceptable while strategy three was not recommended at all.. Councilmember Addiego expressed his initial concerns about not having access to the money. The concerns had since been relieved given that Council would be able to use the funds to pay obligations during troubled times. Director Steele noted that money could not be pulled back, but staff could be directed to use it to pay for retiree health benefits. Though there would be more risk, Council could also authorize designated officers of the City to request drawdowns to pay retiree health care benefits. Councilmembers sought further clarification on the following matters: who would be the trustee of the account; the horizon of the OPEB payments; and inflation linked bonds. Director Steele replied that CalPERS would be the trustees; the timeline horizon would be the longest with pay as you go with a 2080 pay off. Each successive option would cut into that timeframe significantly. Lastly, Director Steele explained that inflation linked bonds paid a slightly lower interest rate but adjusted with inflation to protect against its effects. Interim City Manager Mattas added that he would have Chandler and Associates identify specific examples of inflation linked bonds. SPECIAL CITY COUNCIL MEETING JANUARY 15, 2014 MINUTES PAGE 4 Further discussion indicated Councilmembers were leaning between the first and second strategy. Interim City Manager Mattas reiterated that strategy one would present greater risk, but offer greater return. He added that 85 percent of public agencies were selecting the first strategy, 10 percent were choosing the second strategy and five percent were selecting the third strategy. In order to consider and understand the various calculations and timelines, Council requested the item come back on the agenda for the first meeting in February. 7. Adjournment. Being no further business, Mayor Matsumoto adjourned the meeting at 7:49 p.m. Submitted by: Anna M. Brown, Deputy City Clerk City of South San Francisco SPECIAL CITY COUNCIL MEETING MINUTES Approved by. Karyl Matsumoto, Mayor City of South San Francisco JANUARY 15, 2014 PAGE 5 r. n c4LIFOR��� CALL, TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE Led by Mayor Matsumoto AGENDA REEVIEW No changes. PRESENTATIONS MINUTES CITY COUNCIL CITY OF SOUTH SAN FRANCISCO REGULAR MEETING MUNICIPAL SERVICES BUILDING COUNCIL CHAMBERS 33 ARROYO DRIVE SOUTH SAN FRANCISCO, CA WEDNESDAY, MARCH 12, 2014 7:00 P.M. TIME: 7:06 P.M. PRESENT: Councilmembers Addiego, Gupta and Normandy, Vice Mayor Garbarino and Mayor Matsumoto. ASSENT_ None. Certificates of Recognition for California Parks and Recreation Society Awards. Vice Mayor Garbarino presented the certificates to Marciel Dela Cruz and faculty of the South San Francisco Unified School District who were in attendance to represent the Youth Government Day Program. Council Presentation - Social Services and Providers. Alin Lancaster of the Housing and Community Development Division summarized the staff report, providing information on the changes resulting from the cancellation of the North Peninsula Neighborhood Services Center ( "NPNSC "). The San Mateo County Human Services Agency located on Huntington would now be providing information and referrals, shelter referrals, emergency food, assistance with accessing emergency utility assistance, transportation assistance and the holiday program, as well as searching for a new core agency to replace NPNSC. Residents could also seek similar services through the Salvation Army, located across the street from the Human Services Agency at the corner of Spruce and Huntington. NPNSC would be open until the end of March but only for providing emergency food services. Recommended as the new core agency was the YMCA Youth Service Bureau, contract negotiations were currently under way. If approved, their services would be expanded to encompass the services that were formerly offered by NPNSC. Rebranding efforts would also be undertaken as well as the possibility of adopting after hours and weekend service hours. Mayor Matsumoto expressed concern about access to the services for people using public transportation or those on foot. Ms. Lancaster highlighted the fact that all services would now be located in one central area, whereas before, clients had to travel throughout the community to receive assistance. The location was also centrally located for both City and San Bruno residents, the population of service. Councilmember Addiego stated that many were sad to see NPNSC go because they had been in operation for 35 years. He was grateful that YMCA had stepped up because he understood many agencies located outside of the City were vying to be the core services agency. He felt the outcome was good given the exit of NPNSC. Vice Mayor Garbarino stated he was glad the social safety net services would remain local. PUBLIC COMMENTS Constituent Services Director for Congresswoman Jackie Speier, Mark Nagales stated one of the proudest things he has been able to accomplish through the Congresswoman's office was assisting veterans. In the past 2 years, the Congresswoman's office has helped recover over $4 million in veteran's benefits. Earlier in the day, he attended funeral services for World War II veteran Jake Ventrello, an individual who had been vocal about the treatment of veterans and who himself had received a large retroactive payment after speaking with local news reporters. Mr. Nagales also informed the public that Congresswoman Speier would be holding a press conference on Monday, March 17, on the dangers of human trafficking. Belen Seara, Project Coordinator for Coalition of Community Benefits invited residents to attend a walking tour of the downtown area on March 22. The tour would begin at 10:00 a.m. at the Caltrain station. For more information and to R.S.V.P., she asked people to visit the website at www.healthycommunitiesbayarea.org Del Schembari of San Bruno Mountain Watch spoke in reference to issues on Sign Hill. As one of the parcels was currently for sale, he had hoped a partnership could be forged with the City to see if something could be done before development was proposed. COUNCIL COMMENTS/REQUESTS Vice Mayor Garbarino requested the meeting be adjourned in memory of the aforementioned Jake Ventrella and Lillian Matsumoto, mother of Mayor Matsumoto. Councilmember Addiego requested the meeting be adjourned in honor of former South San Francisco motorcycle cop, Mike Dixon. The Councilmember also reported on the creation of a new entity called the San Francisco Bay Restoration Authority, which had been created without a REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 2 funding mechanism in place. He thought the item may be worthy of further discussion as they may be going to the ballot to request money from bay area citizens, some of whom do not have local representation on the board. He also saw the potential for the measure to be competition for other San Mateo County taxing measures. Mayor Matsumoto reported on her recent trip to Washington DC with Samtrans in an effort to get money for transportation matters. She also reported out of the Transportation Authority meeting in which 10 out of 23 projects received Measure A funding; unfortunately, the City's project was not awarded funding. Additional information was provided regarding the allocation of $9.6 million for a study on the three remaining hold out tracks located in South San Francisco, Burlingame and Atherton. Lastly, the Mayor warned residents about people who have been impersonating City workers and asked staff if all city employees carried badges. Interim Assistant City Manager, Kathy Mount stated all employees were issued badges but was not sure if staff actually carried them. CONSENT CALENDAR 1. Motion to approve City Council minutes for the meeting of December 11, 2013, February 10, 2014, and February 26, 2014. 2. Motion confirming payment registers for March 12, 2014. 3. Resolution approving an amendment to the lease agreement with Sprint Spectrum Realty Company, LLC for the cell phone tower at Sellick Park. 4. Waive reading and adopt an ordinance amending chapter 8.54 of the South San Francisco Municipal Code relating to a limit on administrative fees. Resolution amending the maintenance contract with Gonzalez Construction and General Contractor, Inc. Council requested discussion on items 3 and 5. Item 3 - Councilmember Addiego sought clarification on what was being done to the tower as the photos included in the report did not illustrate that clearly. Information Technology Director Doug Hollis explained the changes in the dimensions of the cabinetry. The cabinet would be expanded from 5 feet high to 7 feet high and would be 2 feet wider, the height of the pole would remain the same. Mayor Matsumoto and Councilmembers expressed concern about the size and aesthetics of the equipment and Councilmember Gupta noted the increase would actually be substantial, from four square feet to nine square feet. Other comments made were about having the equipment resemble a tree, life other towers. Council also expressed the potential for health concerns but understood the Federal Communications Commission had jurisdiction over the matter. REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 3 Director Hollis stated there were some towers that looked like trees but not in this area. The City discourages placement of towers in parks but this is an already existing structure. As far as changing the look, Director Hollis stated he would take whatever direction Council provided. Mayor Matsumoto asked if the matter had gone before the Planning Commission. Interim City Manager Mattas stated this particular tower had not, and suggested Council continue the item if further discussion about the aesthetics was wanted. There was consensus from Council to continue the item.. Item 5 - Councilmember Addiego asked about the progress. He understood the home that needed additional work was the only home that had a family residing in it. Now that the family was relocated and with the home being offered to the emancipated youth program, he wanted to make sure the City would not be responsible for further relocation costs. Housing Redevelopment Manager Norma Fragoso stated per the lease agreement, relocation costs were not required for the five properties being leased by the county. However, the buildings that held existing tenants had long standing relocation obligations; these were the three existing tenants at the Miller Avenue location. Motion - Councilmember Gupta/Second - Councilmember Addiego: to approve consent calendar items 1,2,4, and 5 and continuing item 3 to address aesthetics as directed by Council. Unanimously approved by voice vote. PUBLIC HEARING 6, Public Hearing on the 2014 -2015 One Year Action Plan for the Community Development Block Grant (CDBG) Program. Public Hearing opened at 7:53 p.m. Community Development Specialist Alin Lancaster summarized the staff report calling for public comments on the housing, community and economic development needs of the community. Staff was requesting Council direction on funding priorities to the CDBG subcommittee. The approximate total budget was $600,000 but actual entitlement should be known early next week. Applications were received from public service agencies and minor home repair programs with budgeting recommended at $67,000 and $60,000 respectively. City sponsored housing rehabilitation programs were also being implemented with a recommended budget of $220,000. There had been no applications received for public facility improvements, however the Parks and Recreation Department did request funds for ADA improvements. At a previous study session, Council shifted the usual funding for ADA to right -of -way improvements in the downtown. Before opening public comment, Mayor Matsumoto stated she may be rethinking the funding shift given where the City has to go in terms of ADA. She also asked if the applicants would consider accepting $5000 as opposed to $10,000 in an effort to make a broader impact with the funds. REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 4 Representatives from the following agencies made public comment, each highlighting their particular program's past accomplishments and current needs, and responding to questions asked by Council: Parca, Rebuilding Peninsula Together, Health Mobile Dental Services, HIP Housing, . Renaissance Entrepreneurship Center, YMCA Mental Health, El Concilio of San Mateo County, CORA, Legal Aide Society of San Mateo County, StarVista, Samaritan House /Safe Harbor, Rape Trauma Services, and Project Sentinel. All speakers said they were willing to accept any amount awarded by Council. Being no further comment, Mayor Matsumoto closed the public hearing at 8:53 p.m. and called for Council discussion. Mayor Matsumoto asked why the Legal Aide Society was listed under public service activities and Project Sentinel was listed under fair housing as their applications displayed an overlap of services. Specialist Lancaster noted that Project Sentinel was a HUD certified fair housing provider, and the City was mandated to fund them as such. Being no further comment, Mayor Matsumoto recessed the meeting at 8:53 p.m. Meeting resumed at 9:09 p.m. 7. Resolution approving Amendment Two to the Professional Services Agreement with American Traffic Solutions, Inc. (ATS) for the Automated Red Light Enforcement program. Mayor Matsumoto opened the public hearing at 9:10 p.m. Public Safety Chief Mike Masson summarized the staff report, providing information on the contract expiration date and updated contract provisions should Council chose to renew. Statistical data on accidents and citations issued at the monitored intersections was provided. A late development was reported, informing Council that Caltrans was now requiring any new or renewed program be approved by Caltrans as justified by a traffic study. Public Works Director McMinn could speak further on the study if Council decided to move forward with renewing the contract. Staff s original recommendation was for renewal, but given the latest development, staff now recommended a contract extension until December 31, allowing time to permit the required traffic study. Options were to 1) Not renew and let expire, or 2) accept amendment as presented and direct staff to conduct traffic study as required by Caltrans. Depending on whether or not the program met the warrants, it would either be terminated or opened up for all negotiations. A decision was needed by the next meeting of March to allow proper notification time to ATS. Public Comment - John Bergener, resident and civil engineer with background in traffic engineering questioned the true motive behind the cameras. Rebuttals submitted by Jim Lisner and others provided viable engineering alternatives for decreasing accidents. He asked that Council not extend the contract with ATS. Being no further comment, Mayor Matsumoto closed the public hearing at 9:19 p.m. REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 5 Council comments reflected a need to further understand the statistics provided regarding accidents and issuance of tickets, as well as the reported expenses and revenues. A request was made for the Chief to recalculate the numbers and bring them back for further study. Specific questions posed included: why 30 percent of the citations had been dismissed, what are the components involved in the newly required traffic study, and in what capacity would ATS be involved with the traffic study. Chief Massoni described several incidents in which tickets issued would be dismissed including the prerogative of a judge or perhaps the driver was part of a large funeral procession. ATS's role in the study would be to provide funding only. Director McMinn spoke to the traffic study, stating that it would include an evaluation of signal timing, yellow phase timing, collision timing, patters and frequency and other potential counter measures that could help reduce incidents. This would be done with the assistance of an engineering consultant. There was a level of discomfort expressed about ATS working with the City on the traffic study in any capacity as they have a vested interest. Further concern was expressed about the citizenry feeling there was collusion between government and corporations to make profit. The suggestion was made to have the contract extended on a month to month basis. Further comments, questions and requests included: receiving copies of minutes from the bay area cities that have taken the cameras out, particularly San Rafael and Belmont; a request for further data to conduct further cost - benefit analysis; further scrutiny of where tax payer money was going, as it appeared to be going towards the profits of a commercial entity; consideration of other engineering measures to reduce accidents. Comments were also made regarding the cost of the contract versus the cost of additional traffic officers and whether or not the lights were located in the correct area to begin with. Councilmember Addiego personally felt the danger of accidents was more prominent at Westborough and Junipero Serra. Mayor Matsumoto understood and shared Councils' concerns regarding the expense of the contract and ATS's involvement with the study, but she was still in favor of renewing the contract. As a resident, she has seen the dangerous behavior of drivers and noticed a change in that since the installation of the cameras. She could not see placing additional officers in lieu of the lights as the department was already down too many officers. Chief Massom gave a ballpark figure, stating the fee paid to ATS last year would pay for two full time peace officers. Councilmember Addiego made one more comment regarding an allegation that the City is paying for one camera too many and asked to be further educated on the matter the next time the item is heard. Motion to continue the hearing to the meeting of March 26, 2014, REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 6 8. "Centennial Village" Safeway Shopping Center Shamain Partnership /Owner WT Mitchell Group, Inc /Applicant 180 El Camino Real (APN 014 -183 -1.10) P11 -0065: UPI 1 -0005, DR11 -0019, ND12 -0004, DA13 -0002 & TDM13 -0001 Consideration of Planning Commission recommendation to approve a Use Permit, Design Review, Transportation Demand Management Plan, Development Agreement and Mitigated Negative Declaration to construct a mixed -use project including approximately 222,000 square feet of commercial space and 285 residential units on a 14.5 acre site located at 180 El Camino Real in the El Camino Real Mixed Use (ECRMX) Zoning District, in accordance with SSFMC Titles 19 and 20. Public Hearing opened at 9:54 p.m. Associate Planner Billy Gross summarized the staff report, providing a background of the project history and updates. The previous plans included three phases with no guarantee of residential and was subsequently denied. The current proposal includes completion in two phases and the inclusion of housing in both phases. Changes in the phasing and development agreement were reviewed. Language regarding affordable and inclusionary housing was accurate and case law referred to by a letter from Ms. Tracy Choi did not apply to this project. Planner Gross reviewed staff recommendations for approval and alternate recommendations should Council choose to deny. Council wished to hear from the developer before further consideration. Bill Mitchell of WT Mitchel Group gave a partial presentation providing information on the project and the changes that had been made in the last seven months. Information included the sites proximity to BART, SamTrans lines and the Centennial Trail, its adherence to the guiding principles of the Grand Boulevard initiative and the phasing of the project. Tenant location, structuring of the parking and site entrance information was detailed. Space was planned in efforts that would promote the most optimum use and accessibility. Other benefits discussed included that 45 percent of the property taxes would go to the local school district, creating an additional $800,000 in taxes without an additional burden on the district as most units are studio and one - bedroom. The City would get $700,000 every year for its share of property and regional sales tax, helping provide extra discretionary funds that could be used for some of the improvements he heard the community express a need for, such as field improvements. Lastly, Mr. Mitchell expressed his hopes that Council would follow the recommendation of staff and approve the project. Resident Joe Stagelini provided public comment, asking for an approximate time frame for the start of construction. He expressed concern for safety and wide berth vehicles being on Spruce, which he felt was too narrow to accommodate. Mayor Matsumoto informed him that the responsibility belonged to the Public Works department for staging in a way that would be the least burdensome. Being no further comment, Mayor Matsumoto closed the public hearing at 10:15 p.m. REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 7 Overall, Council expressed satisfaction with where the project was now and all of the changes made regarding the phasing, housing, prevailing wage and development agreement. Council appreciated the developer's willingness to come around and present what was finally felt to be a superior project. Staff was thanked for the work and for putting together a great development agreement. Council sought assurance as to the quality of the project and asked for an approximate timefrarne for groundbreaking. Mr. Mitchell asserted that the project was of very high quality in every aspect. If approved, the groundbreaking was expected to happen 12 months from now with the opening being approximately 12 months from that. Mr. Stangelini had a follow up question as to what would happen if Safeway was sold. Mr. Mitchell received recent news that the Northern California division of Safeway was not being touched. This particular location was important for them and he didn't imagine there would be an issue. Mayor Matsumoto reported reading similar news in the Wall Street Journal, Vice Mayor Garbarino sought clarification on the clause related to the issuance of the Certificate of Occupancy being dependent on the start of housing construction. Planner Gross stated that the vertical wall framing of the residential would need to be started before the certificate of occupancy for the commercial could be issued. Mayor Matsumoto expressed gratitude for the developer agreeing to have the certified payroll monitored as assurance that the commitments made regarding prevailing wage were being adhered to. Motion - Councilmember Gupta/Second - Councilmember Addiego: to approve Resolution No. 30 -2014. Unanimously approved by voice vote. Motion - Councilmember Addiego /Second - Councilmember Gupta: to approve Resolution No. 31 -2014. Unanimously approved by voice vote. Motion - Vice Mayor Garbarino /Second - Councilmember Normandy: to introduce ordinance. Unanimously approved by voice vote. ADMINISTRATIVE BUSINESS 9. Approval of Mid -year 2013 -14 Financial Report and Resolutions Accepting County Measure A funds and committing local matching funds and amending the 2013 -14 Budget. Finance Director Jim Steele summarized the staff report, providing highlights of the local economy and an overview of the General Fund's revenues and expenditures, reserves, and other funds. Staff was recommending Council adopt two resolutions: (1) accept $400,000 in Measure A grant funding to remodel the Grand Avenue Library and commits to local share; and (2)amend the City's 2013 -14 Operating Budget to adjust mid -year revenues and expenses consistent with REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 8 the Summary of Budget Amendment Changes f which a revised version was delivered to Council this evening. Mayor Matsumoto sought information on the City's matching portion of the $400,000 for Measure A funds. Director Steele noted Library Director Sommer was proposing using salary savings to be appropriated into the Capital Improvement Project in addition to some donations that the library has received. Total budget is approximately $700,000 of which $400,000 would be funded through Measure A. The Mayor spoke of a recent conversation she had where she was told San Francisco was placing a vehicle license fee on the upcoming ballot. Director Steele explained the state had sold deficit reduction bonds in recent years and paid for them by moving revenues around within the budget. One thing they swapped was state taxes for a back fill, that is the triple flip. Those dollars are being used up very highly in our county because we have wealthier school districts than the average. Councilmember Gupta sought clarification on the "triple flip ". His understanding was it was a zero impact as far as cities are concerned but now he sees that the City lost $300,000. Director Steele stated counties such as San Mateo, where the school districts take up more of the property taxes, were not accounted for when this was up. Money that would have normally gone to the City was taken by the school district, and it will not coming back. Motion - Vice Mayor Garbarino /Second - Councilmember Gupta: to approve Resolution No. 32- 2014. Unanimously approved by voice vote. Motion - Vice Mayor Garbarino /Second - Councilmember Addiego: to approve Resolution No. 33 -2014. Unanimously approved by voice vote. 10. Resolution approving a City Manager Employment Agreement between the City of South San Francisco and Michael Futrell for services as City Manager. Interim City Attorney Jason Rosenberg presented the staff report recommending approval of the two year contract between City and Mike Futrell for service as City Manager. The contract would begin on April 7 and contained provisions on salary and severance. The Mayor and Council expressed their excitement for Mr. Futrell to join the City and how they each looked forward to seeing how he would help the City achieve its goals. They also expressed thanks to Paul Kimura of Avery and Associates for the recruitment services rendered and to Interim City Manager Mattas for stepping into the role when he was needed. Motion - Councilmember Addiego /Second Vice Mayor Garbarino: to approve Resolution No. 34 -2014. Unanimously approved by voice vote. REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 9 ITEMS FROM COUNCIL. — COMMITTEE REPORTS AND ANNOUNCEMENTS Councilmember Gupta reported on conversations he had been having about biotechnology workforce development opportunities with several key stakeholders. He sought Councils' input about holding a one -day conference in October that would bring all of the stakeholders together to discuss how to maximize available resources in creating a program such as this. Council suggested developing a budget first. The Mayor suggested talking to Assembly member Mullin, State Senator Dill, and the State Commerce Department's Biotechnology Subcommittee. Vice Mayor Garbarino suggested getting some money from some of the main companies like Amgen and Genentech. He could provide contacts if needed. Councilmember Normandy invited everyone to participate in the Paradise Valley tree planting event on March 15 from 9:00 a.m. to 1:00 p.m. and reported business out of the latest HOPE Agency meeting. Mayor Matsumoto announced an extension of the recruitment period for Boards and Commissions and encouraged registered voters to apply for this worthwhile opportunity. Vice Mayor Garbarino announced the Citizens Academy had been cancelled due to the fact there was not enough participation. ADJOURNMENT Being no further business, Mayor Matsumoto adjourned the meeting at 11:00 p.m. Submitted by: Approved by: Anna M. Brown, Deputy City Clerk Karyl Matsumoto, Mayor City of South San Francisco City of South San Francisco REGULAR CITY COUNCIL MEETING MARCH 12, 2014 MINUTES PAGE 10 Listing of City Payments for Council Review I certify that the payments shown on this payment register are accurate and sufficient funds were available for payment.* DATED; 7/2/2014 r FlI /ANCE DIRECTOR *Note: Items below do not include payroll related payments Checks: Date Amount 06/09114 270,319.52 06/12/14 927,320.57 06/16/14 1, 988, 521.75 06/18/14 627,308.43 06/23/14 384,779.55 06/25/14 193,563.92 06/30/14 380,615.14 Electronic Payments: Date Amount To Total Payments $ 4,772,428.88 Description t0 O R (! m N a <t O Cd Na Cl Cl CO a r U) t3 LL U LO (O U) 0 Gf1 TJ U (D U) C a a� A (6 IL v 0 0 R O C 0 m c .l W Q U w U_ d Z z a a. F2 U U) W a W U } z h z D O Q W U O z uI g a v Z T �y CC4 O o Z o � CO O O X r V M It r CD N CD CD co CD CD 0 CD CD CO CD CD tD CO CO CO CD R M M I' LO IX) CO O R m W CD CD W OD M M M M W W O M O co co co m M CO 0 co CD CD CD CD co CO CO CO R CO CD M CD CD M CD CD C0 CD CD CQ CO CD co O Co CD R N N N N N N N N N N N N N N N N N N N N N N N N N N N N N C i c'7 co (") m co m c') n m Cl) CO M co co M cri M C') Co M C) m Cry m m M M m N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 00 O O IZT r P'1 CO C7) � N Ln r D) OP M Lf) r cs Cp cn t; 4 A N CD 6 6 O N L r 1- r,- CA Ca Cn O T R Ch (� R M CA R r 00 R W r, C? M M CD O CA O C3 N N O O R CD N 'j- Et �f Itt N R O N N N CD O 0 M-,r 0 O lf) CA r 0 07 r eC P r M M R M N CO 0) R R O 0 m V O N 0 M O r r O CQ M M R�f tf) M M M 4 n R O W O e-- N O O N t N CO N M LO M T O M�t M O M R O T N lh N M O N M CO SY LO R t LO T Ln C) r CD R T Co m LO R N O M T T T O O `zr LC) N M r fM R M M r M C) CD 't R O r CO O -# R cl R V' Il- N r - Nr R V P- �t R V' R U CO LO In LO M (0 W N CA M N CO CO Ltd 0 O Lf) CO N O N C) LO N M LC) C0 co T O R co CO N Lo r M ¢ Of LL of W W z cf) O cr a Z 0 a LL wCC)< 0� w 1: w 3: w LL Lli O Z z W L L ❑L LLL Z w w LL a' a' J Z w W` J ❑ J w 8 = w J U J Z W LL LL 0 cn U U) d Q w J ❑ Q U LL j fri Q U U ❑ Z z LL z � 0 O C) 0 0 0 0 0 0 0 O O C) d O O Ln 0 0 CD O O O m 6 1-- N O r C7 Ln O O M N O N CO N N h cs W C17 a U) x ¢ 3: W fn w Q _ I-- � 0 Z U Lu O ❑�¢ w U Z v w z R Y 2 U d ❑ w w w�❑ Q w p Z z d a. (1) Q w z j z d r7 z U Lu ¢ m � O 1L% N F F� U V Q W a w z b m c a 4 U) W J a a D cn z w w w U a U U Ln R Ln CD W co U) J_ z U w Z r o a D f� U Y z 0 4 m CL (n a Z:) h W W W W W W W w W w w W W W W !LJ W w > > > ? > > > 3 > vj Of 0! 0Y Of x 0r lY tY tY cY a W W W w W W W W w W W W w w W W W w C7 a cn cn Cl) fn cn W cn W to fn CO Cl) fn u) cn cn ua d U _U U U_ U_ U U_ U_ U_ _U U U U U_ U U C) d ❑ 1- H H H H F-- F-- H H H F H F- h h H z U U C) U U U U U U U U U U U U U U w < w w w w W w w w w w w w w w w w W z J ._J J J J J J J J J J J J J J J J Q w w w w w w w w w w w w W W W W W= p in fn c`n fn in en cn rn in to V) 0 Cn fn to c'n IL © CdJ Cd7 Cd7 C7 C7 dU' C¢7 C'� Cd7 C7 C7 dU' C7 C7 Cd7 Cd7 dU' � U j O V 4 w, a ID y C m 4 R R p R�t O 00 T LC) N N R LD M 0 O M R M pct a <� �'LU LU N LO M M LO N O CO N r R Ph O M R R M 0 0 to LO CD R LC) R N LO N lri CO LO N LC) 0) N CO M y} LQ N N N CO CO Et R N N CO CD LO 00 Ln OD M 0) co 00 N M N N 09 r c CD 4) U j O V 4 w, a ID y C m 4 IL J W O � O U C) U Q z tY U Z U LLI p p w w Z LL 0 Z a <� �'LU LU ti d U H U W LL a_ LL LL J 0 Y Q D 00 O a co Q) r O N O m� U) — R5 U L) C 0 C) LL U N LO C Y � U) U c o O� U) J cell U � � SO � A t� v O N Q O C O C al u Y U w U U w U Q z z 0 r a U N w 0 w O 5 Z H z 0 a w U 0 z w a �} Z r � N 0 o z W Q N co F C V- CD ti b9 S2 w m CL O M w CO CO CO m r+ R r+ i- r+ ti ti rl- ti m m�r m N C.0 O O O Cf ti M� r- m O O N m m m M m c') m cl m�r LO LO LO co co h r-- ti ti r� R I` � O (0 c0 c0 r-- rl- Co O cn O c0 CD co co Co co co co co co co co co Cif 0 CD c0 c0 to co SO N N N N N N N N N N N N N N N N N N N N N N N N N N (N N N N Cl m M m M M M M m m m M M m e 1 m m c'7 Cl) C.') m m m m n m m m n Cl) M m N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 4 CO w H w a X w tD U O J U) z 0- z ❑ O O J O O N LO N O O O LO I- m O O O C7 l!7 4 N C'i C7 m Q LO r- U Cl) N O LO 0 w w J O � U z Y Z m w U) � N O � U � cq ❑ M N O V O CO O CO O CO C; 0) N LO r N N co N V M r- r 0 ct LO O r p c+7 r Co 0 m LO C M L` ) V N N r O r �- N Cr O O r V co O Ln Ln Lo 11 L7 —Lo � ct7 LB O am a) r r r N O Q 0 0 4 4 0 0 4 LO -_� Cl) 00 00 LO rl- N O N m 0 E; c^J O M d' i � fD 00 00 R7 + 00 00 03 CQ cti3 00 co CO 0� V 07 N O N N O O O N N N N N N N N N tb LO O r c'3 to i+ F LO Z O CD LT ~ 0 '� m 00 O d' (D r O r Co c0 CO O L7± _ Cf7 LO 00 w N N M r C> Cf 0 C) CY Ct CY r O M CD ti rO ci O O tX7 LO 0 O m O 0 r 0 0 (7 LO C7 O O C7 Q O Q O O Q N CrJ OM to 0 — r O CO CO c0 U7 W C� O M O 4 CO w H w a X w tD U O J U) z 0- z ❑ O O J O O N LO N O O O LO I- m O O O C7 l!7 4 N C'i C7 m Q LO r- U Cl) N O LO 0 w w J O � U z Y Z m w U) � N O � U � z O z w ZE w 00 C4 Co zCl) w M UO L�t7 z J m z w N r` Co Z z } 0 z z O F z a 0 U ? ¢ O 0 w w J O Z C)� U z Y Z m w U) � ❑ U) O � U � cq ❑ U) w U w H U H z O U w CY U" w T U w ¢ ¢ z co U) W w w w w w w w w w --I J J J J J J J J J z cn Z O a. a a. a. a. a a a a w wwaLLJmmmaaaaaaw¢ _~ O❑❑:) D❑❑ T 7) a T �°- z Z 0 z ❑ cA cri w w w U) co C/) U) H p O ❑ m C� C7 0 C^ L7 C7 0 CD 0 U w O z z z z z z z z z U¢ w 7 Y O 0� C� Df w w> LL D U LL W W W w w w w w w LL, W u M D 0 0 0 0 0 0 0 0 0, u Of O c0 ti LO O 00 C4 Co c*) M b' O (0 O O LO r Cf N r` z Q O cD LX} 06 cO r O U r c.0 r N O O 6) c') oci M Lr ) r c") LO M V 't � LO r� O N R N 00 M N O V O CO O CO O CO C; 0) N LO r N N 00 M N V M r- r 0 ct LO O r p c+7 r Co N m LO C M L` ) V N N r O r �- N Cr r ~w �0 0W o� Ua coo ca -1 U Z W F W O 0 4 LLI i V) 111 w Q ,4 a ZE O 0. F- 0 LL z LLI z w ❑ z y LL C _ O p O Q U U Z co ¢ w Z U < � z Q Z j T O a Z Of w O O U 0 Q u)Cf) LUo¢ z0Ua4u_CK w O {n D (1) T Z U W 0 <10cr w (7 O - Y zw J w U Irf w h ❑ w U U) LCJ O J U) z O Q U z d U LU 0 J U w O O w 2 2 cfl 0 CF7 Ui C6 n t 0 N 0 co > co 0 Q C U) - c� t Q C) LL U LO M M U c as 0 J G U) � UA 5 w c6 C r1 CD ]+ (0 d t n N r- C7 E 0 'C3 m ., u Y w S u w O Z Z O V U) w in w U O Z H z Z) O Q w U O Z w t Z O 0 Z o � W 0 C? CJ O (D C7 C] CD CD C7 (D 0 C) C) Q 0 C co r- r r- r` r- r r- r4 r` r- r- r~ r` ti r- r~ [I- N N N N N N N N N N N N N N N N M M M M M M M M c*7 M M M N N M M N M N N N N N N N N N N N N N N N N N N O Q Co Ln CD r-- W W O r N M t LO W N N M M M N cN N N N M m M M M M co r- r` ti m M O o 4 4 4 4 0 0 o o o o o O b b d m OD W== m m a0 m m co OD m Xw w w w cO r ry r- r- r+ r- r- r• r- r- r-- r` r• r~ r, r- F- 00 N N N N N N N N N N N N N N N N N o U U U U U U U U U U U U U U U U U r` U U U U U U U U U U U U U U U U U co c.4 co co 0 0 0 C'N N N N cV co co co co r~ r` r- co co (D cD (D N N N CV N N N N N N N N M M M co co co c 7 m M co M Cl) N N N N N N N N N N N N 6 4 LO r- M N O 0 0� M 4 R O LO O In 0 6 6 0 6 6 CO 65 6 w 6 w 6 t r 6 6 N M N t- - �- M M N r M r- M M 0 M cli M M Q 2i w Cf) w w W Z Q ❑ - W of a d LL W U r W r U CL LL o a m D 01 F P9 Go Go vs ti Z a 0 W of k m y a 4 N O O o m t r- to 0 0 0 ti co co 0 r-� 4 L6 M N r ED cO N It N 0 O O 47 n rt} ti w Z a a W � 2 Q Z _ 0 t� LLI J C7 CL w O. w 42) LL W c!) ❑ W J } y Z 0 v a N Z z w O W `1 Z a U Q m a LL u) U) D [L O J LLr co LO c( co co W Of LO t LL ry- m co co O (D t c0 6) 67 co O c0 PD co (D C) N N N W. r-- N r- N o N N cQ c0 16 m m :' o m 0 m CD w U U rn - M N N N Q U U LU£} o V - LO Lr) O 6 4 LO r- M N O 0 0� M 4 R O LO O In 0 6 6 0 6 6 CO 65 6 w 6 w 6 t r 6 6 N M N t- - �- M M N r M r- M M 0 M cli M M Q 2i w Cf) w w W Z Q ❑ - W of a d LL W U r W r U CL LL o a m D 01 F P9 Go Go vs ti Z a 0 W of k m y a 4 N O O o m t r- to 0 0 0 ti co co 0 r-� 4 L6 M N r ED cO N It N 0 O O 47 n rt} ti w Z a a W � 2 Q Z _ 0 t� LLI J 0 } CL w O. w 42) LL W c!) ❑ W J } y Z 0 v a _a Ilf to Z z w O W `1 Z a U Q m a LL u) U) D [L O J LLr W Of LO t LL ry- IL W w `; v r: c7 Z W UI Q� d m W CC o ti Q Q x F LU w z 1 > vi C7 Cl) p w w } w {1 z W Y W U W U W U W U W U W U W U W U W U W U W U V) w W W 0 w 0� w Z 0� D J U) ~ m z W Z W z W z W z W Z W z W z W z W z W Z- W 0 Z w Z- J w w O w w 0. J AC O ME Q Q w C� 0� W X C� 0� or- C� CC Crf � d w w w w w a w UL d [L crj Y I— O U LL sn w LL w LL w LL w LL w LL w LL w LL w LL W W w LL w W X X m n 0 Q Z J W U U) Lu U rL w 11'zzzzzzzzzzZ 0 W W U) U) J w V) p] CO � W cn-J X j -� 0 0 0 0 0 0 0 0 0 0 a 0 0 0 CD (D 2 2 2 z� a w Lu _U w a U U U U U U U U U U U Z z z z z w W w w w W 0 z w J w J w J w J w J w J w J w J w J w J w J w Q LL � Of I- LL J w a- w (W/) LL w w¢¢ ¢ ¢¢ ¢¢ w w w W W' of� Of�< Cl) W w r m U) U U� o � Ir � of a a ri d Q. a s 0 0 0 0 C) Q Y a o Z H I- H F- H H H H i— O O O O O U) LL LL LL U- = m LL O N 4 LLLi u7 U) a) cr} d) U] 6 U) (b Ui ch Q� Q Q Q 4C Z Z z Z O U 6 U) z} D Z W O m m m m m m m m m m m Y X Y Y D D:D D U J -J U) LL U) Z 6 4 LO r- M N O 0 0� M 4 R O LO O In 0 6 6 0 6 6 CO 65 6 w 6 w 6 t r 6 6 N M N t- - �- M M N r M r- M M 0 M cli M M Q 2i w Cf) w w W Z Q ❑ - W of a d LL W U r W r U CL LL o a m D 01 F P9 Go Go vs ti Z a 0 W of k m y a 4 N O O o m t r- to 0 0 0 ti co co 0 r-� 4 L6 M N r ED cO N It N 0 O O 47 n rt} M 0 LO a o N O ti 0 C? M N (9 N if) N N r J W o c U L U c o Y m w O U J U U w Q 0-1 'J < U_ a LL m CL U) d r� < Q G} J J LL ❑ Q Q a U Q Z W m D Ctf ti w Z a a W � 2 Q Z _ 0 t� LLI J 0 } CL w O. w 42) LL W c!) ❑ W J } y Z 0 ::i J _a Ilf to Z z w O W `1 Z a U Q m a LL u) U) D M 0 LO a o N O ti 0 C? M N (9 N if) N N r J W o c U L U c o Y m w O U J U U w Q 0-1 'J < U_ a LL m CL U) d r� < Q G} J J LL ❑ Q Q a U Q Z W m D Ctf CO W N Ln Ln t-- I-- t+ ti A A O N LO r r r r r M M I- M M W CD V V V Lo Ln M M (.0 N M LO Ln Ln Ln Ln Ln Ln Ln Ln CO CD CO r- ti r` ti h 00 D) CA 0) 0) 67 0 (D O O O CD O O CD (D CD (O CD CO CD (D CO CD (D (O CO CC CO CC) (D (O CO (O CO CO (0 CO (D t- I-- r- r- I+ I- ti O V N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N Q w M M M M Co M M M Co Co) M n n M M M M M M M M M M M C, M Cl) M M M M Cl) M _ N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N CD U 0� ca CL Z CA CO (D 0000 �. Cy T I- M (D CIO N LU V _ N Q Q N co co N O It Ol N r r- r 00 N rt �' CO V t7 0) p� ti CO p� f+-. O— co C; L 2 Ln Q V V to Co M d Co V Co 6) M Ln (A M CD N 00 00 00 CO CD f � O O r- L(j 0) D) Q Q LC) 1-I CD M CD N Ct :t f- 'ct LC) O Ln O f+ CO �t N r r r CO CD N- CO > V` CD N O Q �. CD Ln CD V O M N N 0 N CO W V M N N N V M M M O CD V V Z Ll7 N V' V V V N (D 'd` O O r O r O M V Ln Ln LL) N LO Ln Ln >> V 't N M W LJO LO U U r r r r CD LO N CA M C3) O (A O r V r r r 00 CO CO 00 0) M n F- W' U O w U 0 U) co 0-1 w_ w O J J EL IL ry W Z w (n Li co O Cn CD CD N Q U} w dW Z Z w > Q (_j U) W LLU o� z cn z0 �Q(nww w< z w cn _ m 0 U) w C? w w J'd E— -j J w w w 'U c H w (n cn U () OK d W a s W W w cD z LU C) O CL a m W W Q Q W a w CJ? N Cn cn UJ m U} °ti° U) LL >` C%j DC U Q J J Ul w w U) U) U) w qk U] UJ (� W_ W LL) � W W LL U L j {) Z (L Ci3 Q Q F- � J J 0 Y Y Y J J J O J W' ,J ._ w w D J C7 C7 `X U 0 Z z z z C7 0 U- O O 0 a cL w� d LL A� U) C) _ U7 ❑ c7C1 cn Z Z LL > z 0 O U) IL CA U u] cl} U � o N w CC) U W Z cal) �°' Z Z J n C )) F w U m W Ls7 W U) U) U) w U) w U) F- � `�- 2 { � Q< J� U U) cn J U D w J U] J� J U U U Y Y Y J Y J Y w �° C� a Cmi z iii' d 2 0¢ w W CL Z 0- d d m m m O D 0 d 0 m 0 4 z w O S O w w W w w z d w Q 7- m p a P H D D P- ¢ p J �` LL co U fL d w af 2> w�- O O U) J m w U w W m W w 0 w w w cn m� c) z CA (O C, M r CD Cp f- V Lo Q Ln N to M M O r- Ln M h+ M CD f- n h N (D M CO M (D O LO h 4` r N O V 00 Ln M W OD r r Ln LO CD r 0 CD 0 M N N N N r I- Ln N E a M1 O? C ) 07 I- co Imo- [O !� Ci Q Uf] m M V C-- h O (O N M Ln LL tt 6 w, m, mR O (4 � N N O t+ (6 V r M (0 CO ti V M M CO (O N M M N CO r M r r r- V D) r r' r M CD ti r O LD n M r N Ln Eco �- .1 �- CO >1 w m U_ w O 7 Z O w z tWi Cl) Q J Q 0 W U 0 U) U � C-6 W D U (n � Ui wt W w W Y Lj ot5 U LU U U °d U z iL z z Z �t O Z w? w U < Z 0 a � w U or CD w� p r z U w W U p m z < z o w J w J 0 w O C7 Q D a Q D w LU CD Q U O¢ P ¢ Z w z z c� Cl) CD [r a w IU z T � LL z CL 06 U 0 o Lam! Q � U I- W U w 0 Q lL z F- 06 C� Q < 0 O U} 0 o Z n. >- 0 � J Iw— °' z hNJ Q D¢ O c 8 w a) ¢ll� J O Q r cn O O w l O o > 0 m m W U' n Ua Cn .r w n Cp Gf n LIB N b'3 Y U a CL O r.. 'b m a 4 F- Z w a w A a m J Lo CL m 0 co (D O T (D U) m n 0 (V O L co CD Q � C � LL U `~ m � LO DD t) c U) C) c (1) m C CA N 0 5, .� E (Q d (D N 0 ti O a 7J N C ill u W S ci w u d Z z 0 CL U to w 0 w V O z H z 0 d w U_ O 7 z w Q Et z N O 4 Z LU O > w LCD LO (O M (D O O CD CD L!) 0 m O 0 0 0 O O 0 CD CO co ti ti L` ti C+ h- Il- N N N N N N N N N N M M M M M M M co co M N N N N N N N N N N (11 LO O r T T r r - q- Ln ' N N N N N N M T Cl) m 03 m 00 C) W a) M (9 N N N N N (! N TM1� U U U U U U U ao ao U U U U U U U a z O 2 2 w z U x W z a- W -L < Cn J J w w W W W W W p_ Ll ❑ ❑ ❑ ❑ o� O O O O O d Q X ¢ 4 Q¢¢ m m W J J ¢ Y Y m m m m m 0 0 Lu 00 , „ , , m m > > > > > > > r- N LO M CO (0 M M M 0 CNO o CD 6 N r (D D1 Dl 6 O r�t N M r M 00 z w 2 z w 0 Q 9 a � w p_ O U CL i 0 � U zU _ -i r W (n Ln F- Q Q> 0 w (n z w IL CL IL U U Y z Q m to O h w ti z 4 W a m a a b W L: (v 5. a M V LO (D M O N M M it '"t �T V 'ct It Lf? M N N �t N N N N N M M M M M M M M M M M co M tr Ct :t �t V (O CD CD (D CD (0 CD (D (D Cc (O m CO CO (O CD CD (D (D rD (0 (O co N N N N N N N N N N N N N N N N N N N N N N N M M M M M M M M M M M m M M M co M M M M M M M N N N N N N N N N N N N N N N N N N N N N N N 00 It r C) N �t (O N r LfJ N r N N co �- O d CN 00 r ti C`p 'd' t er d- d' 0) 4 O N CND rL 0 Liz 00 00 N N- O O O O 0 0 000 0 N N c6 i N CO O LO M N O ti CD M M (� M M M ti CD -t � 0 to rr Cm N CD N m Ln CO 9� -� CD m N Ln L(7 4 - LO Iq M i CD LD O N N ED C.O (D CD CR CD M M N W r N LO O It T N O CO T T C7 CD 4 CD 0 0- Ln W W M M N L W z j 0 (a (g m (0 co c0 z U O 0 0 0 0 0 0 0 0 0 w w CO �r Sr v v w C] _ w T _ T T �_ LL/ m m (%1 z J A Y w T_ r P_ T_ Y _ Q U I- U LY f• ti f� f~ f� Q Q w ❑ W a W. 'U 0 0 0 0 0 0 0 0 Q 10 ix Q Y Q U) = LL O a LL' w U D F- U m J LL LL LL LL LL LL J Q J O J IL m p_ L1 0- CL CL CL u7 2 Y w w C1 p_ w x p: L Y J LL LL () LL o W Q �' IL ( J J w I w w w W� Q W O Y a- O x LL m m m m m m Q U J J U) U) LL Un - LL w CL d w 2 2i :5 � 2 2 w LL O J m m m Q L1J q7 ❑❑ w W w W w w of w w Cl) < j w a p_ p_ (n vs cn [� w 0 j m m a w W Z J Q! 0_ 2 p W` LY ll� it I] 2 U w Q Q W U CL w CL U Q Q p_ 0- W m CL a- U U Q w, ¢ J en U U U U U U U U ¢ w w }} U 0 m w T z w 2 H d Q Q <i Q p' °a H F- S S W Ir LL 5 1 a o z z z z z z x 0� U 0 Z Z z w a❑ O LL d w z z z z z z Q w Q Q 0 C� ❑ D p' p_ 4 U 2i 0 U w w Q Q Q d< Q H LL w 2 u3 0 4 n N O C3 (D N CO (O O O O O CD CD N M M N L� CD O T Q't CO X O CD M O 0 O O O O CD 4 d' O M M M (D O O h_ cc O N (D M N 6 O O O Lt 1 Li) 6] N N 4 4 m w CD (D M (D in 00 M n r- LO LO 0 �t V' (O M M (O M M Cl) Fh N UO M M r 0 CO V- zr r r T T M c0 N m O Lfj r r r OJ r z w 2 H w 5c w ❑ a z z 0 LU 2 Q U w O w U) Uz❑C; wQ O 0 z z Q m o z Ln O Oz -i w W C7 > O LL ❑ ❑ W ? O J C7 Z< W Oe z (L ❑ 2 z U~ U m U Y of z H 0❑ U Q of Q w 0 z� J O r Q Q a❑ S Q Q CL d ❑ CC E.6 o o 0� 0 ❑ Q Q Q m m m m U i LLL 0 O (n z O w CL' U W Of Y Q U z 0 z a d O U U U z J LU U w 2 U) Q 0 U U U z 0 U z D 2E O U w J ED U U 0 U W c� w (n z O Q 0 p.. z O U co U) t0 r-- N M LO r r r r r In CO O N M O N "T `ct 'ct M 0 0 0 0 0 0 0 M (0 to Y � (0 v co v Ln to m co to to w n m r• to r-- to r=- to r- to r- (D � co r- co r- to r- to r- co r- to w 00 co co w m m co m co m co m (0 m co m o 0 0 r- r- o O Ca r` X 0 0 0 0 U N N N N N N N N N N N N N N N N N N N N N N N N N N N N N r` r~ N N N r•-- N r- N r- N r- N N w M M N M M M N N N cn N M N M N M N M N M N M M M M M M M M M M M M M M M M M M M m M M M M M r = N N N N N N N N N N N N N N N N N N N N N N N N N N 0) V Cn C6 C1. W U <t N z CD Q to C) o C) > < 4 (D w ij o -,t cn o° LO O N M ' M N CO O N V O O (6 LO '* 't r- r� o Cr) Nr r N N N co N I`ti t0 ti 63 to cd O r M O M m m O O N r- M CD N T N 00 O N I-- O M 00 (o N 00 N ti C.7 m 00 r h 0) t0 r 4 M 4 M O M r O Co r- N M 0 M M 0 O M L!7 r� r r~ M O O M LD 00 "�J- r N O O CP N N N N N r� CO N r` cV r M M M N�t Nt � tt a' 0 M O U ZZ r- 00 ® (0 O r~ tD N O CA O m N 0') N 0) N 0) CA 0 M 0 0 0 M 0 M 0 r N N I`- LO n 0 (!) O r [p LO La LO O N N N N N W M N M N M Ln r U Z W U` W' Of x W z 2 m ❑ J 0 J J_ z F-- C) W 0 X= T S U �LLJ of w @�0 w� LLj U U U U w cr U a H (D Q F Z a Y w0©�O LL LL W U 0 r ❑ V) J� p� J 2 w 0 m W� U W G) co U) W _W O O 2 O< U T C) d W W ❑ rn cn m ¢ r F W° c/) U F= Q o cn U❑ w Q [Y ww ❑ Y =msn¢�tQ U W J 2 2 T Z m 0 �,Jwcn 0 0 F- CD @ -p Y (A W Q U C'L LL W (I] W J T J W O w LLI < U U U< U) z Q Q U) 2 Z o z IK d (� a p o a w � c� 1 rn W LL 0¢ 0r Z w H U 2 w M � D�= � t/} Y LL Q LL m W cn.0 Q W EL u 2mJ a ur a w mW ❑ U¢ w W cLS-8LQ U `� a Q ¢ << W a- ILL o o 0- c❑r] Z-j U m t❑i) M 2 �_ (IJ d W Cw7 Lu d L LL N U w Z w W W Q U) �<❑ w w t7 Ci O U U W 0, D (n Z w Y Cl'- W J w W W (1J z ❑_ J Y Q J Q J � U ¢ J 2 U w 2 W F— a (f) J Z J J J- r> U? D U J W LL W W LL LLJ Q T U' z C co ,�_' co w a_ Z LL' J O Q z 0. L¢L w W m 0 LL Q z[ W U ❑ U> J M❑ U U FJ- z n- U) (f? U) 0 U) (n 2 Q `o� W Qw��Q�Qd <O¢ W u) u) �L'i 2 --< CL I_aF�� W =�T (�mLL � 0 Jm°'OfUaoo Jm=z n- z71 C) z ¢ o m w m a -a- o w a 5 9° o a z IL UU) 2z20 dm¢ < ¢(n Q¢ Q =mDO> LL ¢¢ a 4 C) J� LL0LL > >U<CD(n(n0UILLLt7 C t0 Z O CO CC) 00 ti CO M LO CO r` 00 _ O N O O O r M tO O t` O M r, O O O O r E X CO O +� - r 0 fA M r M M M f— LO �' a0 M �t r� r- t4 O N N OC? O 00 O n t`') N LPJ c`7 O O Ln N r 0 Ltd 0 O Lf) "� 5co , Q m 00 d CN M r 6 w M 6� N N 4 O W ti O M N CO 4 M O r-_ N N CO t0 Lf) LO 6 Cn m 67 d 6) M N w m M t- v c cc Lo t0 r r r r r N N N N rte- to N to LO r r N r M — CO L(3 N N r E Q tug w r Q Z z w a a Z (j 5 � O m z m U W Q > U U p Q U) w Of p Z Cl) � Z ❑ U w�❑ O d LL O Q a W > (T() O< U) U) O w z E� B IL N o Z � p T F- W z0 Q w Lr F_ q Q w -W, W � O a Q❑ U W 0 U C7 0 o0Zcc) Z Z w 0 00 d Q [� � u� P U U J C� IL U CL 0Z❑ _jZ-J Ux O w Z J U) ©_❑ D W U U Q Z C Z y > O Cl W Z a W Q p❑ U d Z W Li Z Z w FS W m La co w CL w W U) J Q w (n O w W O Y w-i LL Q 0 0 U) © > 0 ❑ ❑ ❑ w z Y J 4 W w (D (A U) (A ❑ W � Y M W r � N () C31 C6 4t W U 0 N_ 47 Cam] D z C-) V 0 C r H �� CL C N 0' Lo c >,, N (13 U := a 7 4- z U m z a CL 0) Q C W U °� 0 z <r 0 o w ti CD `r � Z r ot Co 0 o D Co z LU o n CD Co M CD CD CD tD [D CUJ [D CD Ci i� M O r a O O O O O O O O O O O O O r 1- M1 I~ r- f� t1 M ti ti r ti M I` I` M I,- N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N r N M 0 R m r r N zY LO CD h- W Imo- I- n C7 Ifj M M CO CD 0 CD Co (D CD CD T r r M r` N N N N N N N N N N N N N N M M X X M X aQ W X M M a a a N M N N N N N N N N N N N N N N c-) U U U U U U U U U U U��� co M � O O() N N N N N N N N w N CD V CD w 0 0 C7 0 0 0 0 r- w m 0 CD co CD I,- I,- t• r-- � � (D O (D h N N N N N N N N N N N N N N M M M M c''3 M M M M M M c] crj M N N N N N N N N N N N N N N m M a 0 I- O O Uf) CD O O 0 CD + j m a O Lo N m N O CD " M N L6 ci O 6 M I-� La CD a 6 0 O z C M 4 O M w - r r r W m 6 6 6 0 I- N 10 6 O (D O C] N I-- M (J) d N T 4 CV N O ui O 00 � (4 M O U] ¢ � w > CD OD 6) M O CA M m ti N W CD b 0 d z w N Co N p Q© N N Q Q Q Q Q Q 4 N N N N ❑ 00 N O C) LC) N (f) N LC} N 0 N 0 N LC) (f7 CV CV Lo (si 1- O ❑ ❑ ❑ ❑ ❑ U J wJJwC)= w ¢ a N r r N M M M m M _ U w W U M ¢ 2i 6 o {oo U m M a 0 I- O O Uf) CD O O 0 CD + j m a O Lo N m m O CD " M N L6 ci O 6 M I-� La CD a 6 0 O z C M 4 O M w - r r r W m 6 6 6 0 I- N 10 6 O (D O C] N I-- M (J) d N T 4 CV N O ui O 00 � (4 M O U] ¢ � w > CD OD 6) M O CA M m ti N W CD b 0 d M w CO Co N p Q© N Q Q Q Q Q Q 4 LU z r N r ❑ N a_ U) w r CD N T In m W r O 0 ❑ ❑ ❑ ❑ ❑ U J wJJwC)= w ¢ 4 a) ❑ Z) D lwLl x N U J 0 cn0U (� © U UU U U U U U UUUUU U ¢ 2i 0 m - Y H ❑ z¢¢ Q¢ Q Q Q W 0 _= w 2 0 o a 0 CL d = J� m LL LL a U���� > x LU (n(Dm H H wwwwww t- F- f- C) U U C7 LU Z w < © x w 1Y 4n M N (/7 (n U} U7 (/� (q (n 0 w � � Z z U) z�❑ OW 0< O W LL F H ULu U U) U7 m H w Q R Z {/7 U) U) ❑❑ Z Z 0❑❑❑❑ z z Z Z z J� an d Q w Q a z 0© 4¢ Q¢ Q Q Q IL Cl. d ¢¢ 0 W O❑ IzLI w w w w w W W LLJ [Y a LL OJ a a CO w U? ❑_ W p: 0 2 0' � D ¢ Z ❑❑¢ [�11 U�LI ¢¢ t¢ Q LLLI O F- 0 0 wL -Lj 0 � w o� L` O 0 ¢ } w rn U U va Q cn U3 U} LL rn ¢ LL w� z U Y �' �' I J U) U = w C�1 0- (Or- w 2 H Q¢ d O r r �_ v 'r v't W w Y z O m 0. 0. L U LLI d IQi d❑ to � Y❑ �y ~ J z jr z U) Q U U 0 N J} 0 N 0 0 0 0 N N N N r 0 N 1 J� d Q w z rY U ❑ z z¢¢ Q Q Q Q Q ::) 0 ❑ ❑ ❑ 0 0 w ❑ ❑ ❑ ❑ ❑ a a- tL 2 IL m w w :E 2 2 Z co ❑ m M a 0 I- O O Uf) CD O O N N N w CD + j m a O Lo N m m O CD " M N L6 ci O 6 M I-� La CD a 6 0 O M O M 4 O M 0 r r r W m 6 6 6 0 I- N 10 6 O (D O C] N I-- M (J) d N T 4 CV N O ui O 00 � (4 M O I- � w M CD OD 6) M O CA M m ti N W CD b 0 It M w CO Co N p N N y a o v1 r N r ❑ N (f7 r CD N T In m CO r U m a) w z 0 2 W [L w 0 w O w ¢ 4 a) ❑ Z) D lwLl x N aQi ❑ U_::>: w z OW Q LU ti 0 mQ W w 0 v~j J 0 4 1- r LLJ z C¢} 0 4 � w z � O W W W z O V W O J tS oti a w z a Q a z_ C7 m w d 0 y a o v1 z J ��L Jp�z z ❑ a� U) OU o C000 m a) w z 0 2 W [L w 0 w O w ¢ 4 a) ❑ Z) D lwLl x N aQi ❑ U_::>: w t4) co �r N m v co w M 6 M T m [7 N T m W � z U) W U F- W a 0 w ❑CAW CL Z DIY F 0 0 Z � U n z a D 0 w z �+ LL LL Z M ct C7 C] Q Cn ❑ J w ❑ as (D 0 V- r (17 n C) N Q7 Cl) Cll U T LL U N c cn U c L Qj #�+ 0 a) o M� Ln O J c � v � d � A itf N O C a ¢z c M x U w U w U_ Z5 z z 4 iL a U V) w cl w U 0 z z D d w U_ O Z w a v Z r N O cn o Z w o > R m m 0 m m m O R R R R R W ED Co O c9 co co co N (N (N N N N N m m Cl) CO co Cl) Cl) N N N N N N N N c!i U) U) CS7 U r N N U U w O CA R R R R O � O to O3 C73 P'! Of C� ry d d d d u) Z O C7 Ci C� C7 r O O O O O r U) c!i U) U) U U U U w W w w 0 0 0 0 Q� Of C� ry d d d d u) (1) U) U) Y Y Y Y C } L r T Lf] N T-li r 0� Of ry w' ::) ::) D D Z 0 o o O LL LL LL LL J IL Cn Cn Cn U) Z w w w w p U U U U w zCncncnU) w w w z'^ z zrn z/� j- V V V V O d U) to U) U) z a w w w w < c a 0 ❑ m C1 O O T O io 0 N M CD Ch ct CA C LO LCY W Itt m Z N CD m co CD N ',r R M O CD C } L r T Lf] N T-li r IR CD M U L. LR b C) m N C CD a, ra a N Lq 41 n M N 4g er C.1 N CG C 4 b C �a a y W Z U�J cn LL) U) C } D � CD CL J � Q d J U C) z 0 W d cl J w IR CD M U L. LR b C) m N C CD a, ra a N Lq 41 n M N 4g er C.1 N CG C 4 b C �a a 0o CD d u7 r O N C) N O Q� L) 0 O UN u M >,� LO U) - CD 7 O CO U)_ J a) U � E w a) E IL 0 0 r~ CD c a Q) tZ ft Y U LLI u 4t w 0 Z z O c� U w LU 0 uj 0 0 Z H z m a w U 0 7 z w Q et Z r � N 0 z as > Co CO LO N�- H F- k- I- F- � H H r u-) M 6 6 6 6 m W m O co co M r r N M L.L LL LL LL LL LL LL LL LL CD CD m m m m m O m O) h r~ w w w W W W w w w r~ r_ � r- ti ti ti ri r" N N N N N N N N N N N N N N N N N N co M M co m c7 Cl) M M M M M M co co M co co N N N N N N N N N N N N N N N N N N rC O a a C- O O (D O ozi- r` O co r• W o O o O 0 0 0 0 0 M r` d• m r- V N V O Q 0 6 6 6 4 CD r~ r- r~ 6 N w LO O w C14 C-0 M N co N O r r- N l� _m M O N d LO O- ct M O O �r r N co CC) N 6) M r CO U d w U) z W S w Lu Q Z < z p CL d o d d a C7 U) H U) J d w w U) 0 a w z m m z w LLJ d w LL U 0 Z N d W J 2E -") W w z U d z< Q z a } co U a ) 3 00 -3 � � ' Nt 0 O N O p�j O N M O r M M Co c0 6) O O 0 L6 O er N CO m U) U) O N V' 6 r� M 6) r N m Lf) 6) co co lqr It V 0 a W W LLU L �y V tD V 0 v �r �t v r r N W W 6) 6) O 6) r c- t-- r* (10 M �f'i r r 0� il� W' 0� C� m L1_ Of �}' �' N N N 00 OD 00 M 00 N co N co M c0 It OD co 00 ED r- m m ` M M M M M -Cr) M O O CD f- 11 1l- Ll- II- h- I- t-- z z z z O) LO co ❑ O O C? Q O C? 0 0 C7' 00 co r` N N N N N N N N co m m N N 'I7 N I", N C. 0 w — � a N N N U U U U U U U U r LL dt I- r- 1- � r< CD 0 CD 0 CD C7 CD O m C? 0 CD 0 0 m 0 Co 0 �' r-. � r. � r- 0 U U U U U U (-) r` O r` [� O O O O (D O ozi- r` O co r• W o O o O 0 0 0 0 0 M r` d• m r- V N V O Q 0 6 6 6 4 CD r~ r- r~ 6 N w LO O w C14 C-0 M N co N O r r- N l� _m M O N d LO O- ct M O O �r r N co CC) N 6) M r CO U d w U) z W S w Lu Q Z < z p CL d o d d a C7 U) H U) J d w w U) 0 a w z m m z w LLJ d w LL U 0 Z N d W J 2E -") W w z U d z< Q z a } co U a ) 3 00 -3 � � ' Nt 0 O N O p�j O N M O r M M Co c0 6) O O 0 L6 O er N CO m U) U) O N V' 6 r� M w W 0 U Lo LL LL LL LL 0 a W W LLU L �y V tD V 0 S S w (n U) r r N W W W W W W w W W U) w w w J J J OC 0� il� W' 0� C� m L1_ Of aar- awdwwd p w w w w w w w w w w z z z z z z z z z ❑ ° U) U) U tu w w w LL S W J LL LL LL IL v] U) w U3 U) rn cA LA u] U W 0 W W w w D z z z z z z z z z z S Z) Z) S w W W w J LL iL LL w LL w LL w w J U U U� U W w w w w w w W w M U LL z z z z z z z z z d W LL W LL W LL LL w w w w w W W W W a LU O O D 0 U m m m m m m m m m U 'U D~ .�_L ~ J J J w d D U) Cn co d a d d d d d d d d d xo� a d d d d w w w w w w w w w p O d 7:=7: LL S S S S S S S S S t- LL LL U U U 0 w00 OiLl'� D w w w w w w w w w Q 7) 7) U v U LL z z z z z z z z z W W w D D -3 D D D D D D Q L 0 0 Q O O (D O ozi- r` O co r• W o O o O 0 0 0 0 0 M r` d• m r- V N V O Q 0 6 6 6 4 CD r~ r- r~ 6 N w LO O w C14 C-0 M N co N O r r- N l� _m M O N d LO O- ct M O O �r r N co CC) N 6) M r CO U d w U) z W S w Lu Q Z < z p CL d o d d a C7 U) H U) J d w w U) 0 a w z m m z w LLJ d w LL U 0 Z N d W J 2E -") W w z U d z< Q z a } co U a ) 3 00 -3 � � ' Nt 0 O N O p�j O N M O r M M Co c0 6) O O 0 L6 O er N CO m U) U) O N V' 6 r� M w W 0 U Lo LL LL N LL 0 a W W LLU L �y V tD V 0 S S w (n U) r r N Di 000 IL z y '7a W O U ~ w w w J J J Nt CO N CD m ' Nt 0 O N O p�j O N M O r M M Co c0 6) O O 0 L6 O er N CO m � O N V' 6 r� M �. r- Lo N N N N 6) ig a LLU L �y V tD V 0 Z U CO 4 r r N 00 b4 V � C U � Cw7 � U U w ti LLU L LLU U U Z U CO 4 40- U) ' W z z y '7a W O U ~ 0 ~ 0 LO ti O ti w g 4 W O O w 14 fi m a 4 �r ca co cD co rn w rn� m rn rn rn rj M M M M M e� rn eT 6� CA rn C�- N N N N N N N N N N N N N M m M M M M M m M m M M M N N N N N N N N N N N N N r M N cry Q O CD CD V C7 d P r d d d (n cn U7 M N M f76 GO OC) O CD d Z Z N N N r-- IL t~ r� t~ LO���� cCOv N cCOv U U U U U r W d U) U7 m m m U U U U U w w LL H N to M tt CO U) N U) m O 0 to N r N g W CO , Q C Of N N M r N N N N co N O w r M co m n7 m M r ti = N N N N N N (1) U r w U) 0 -J U) C) w - b m W O Z LLJ 2 m Q Of < w U < < U) W J Z W w ED wc7�� LL) �LLLLLLLLUSa-zJV)<C) r r Q Z Z Z z w W U �# Q 2 !' 0cc m m Nr tt c0 t0 U U w I— r r - r -t V Q LU 0 2 W U W Z Z z z z _.l v O In co 10 co 1 w U) 2 2 55 2 N V It d to to 0 0 0 w w❑ U N N N N N N U J J M CL _ d> O O O O D U a N � Z _L > c° W U) 'v O O � H m d v? va O fL L U V U) w U) w r >, LO ¢ ¢ > > cu cn 7tf C.) r- w ❑ � (~n U U o Q) w O O U w w U LL LL 0 �� < <mm{ncn > Z w w Q < Q' J J J J J 7 o z (o Q o o t- dd O � m C.0 (6 C I- N a tl M ti t� M Nm� tN a w U ° o z w J � Q � Z Z U) LLI w W I w C) QU a 0 O CD z z a w O J z b N N 0 (7 m m r Z — a ¢ m w m co c > ❑ ¢ n 0 LO ti O ti w g 4 W O O w 14 fi m a 4 �r ca co cD co rn w rn� m rn rn rn rj M M M M M e� rn eT 6� CA rn C�- N N N N N N N N N N N N N M m M M M M M m M m M M M N N N N N N N N N N N N N r M N cry Q O CD CD V C7 d P r d d d (n cn U7 M N M f76 GO OC) O CD d Z Z N N N r-- IL t~ r� t~ LO���� cCOv N cCOv U U U U U r W d U) U7 m m m U U U U U d d d d d d d to O p V7 4 'd' (0 d C) d d d C7 t0 C) Ca M O Cl) 6 6 0 6 0 6 CJ O 6 6 d 6 't U7 U) U7 U] r U7 n] r CO M of M r N IT r 0 a O v z z z o m co w O o U LU r Q z m ❑ O ❑ ¢ U z O O o< 0 0 J ¢ z O Q ❑ w H CO z w IL cr O U Y z m U) D �t co co co co (D co m (D w co m co CO co CO cQ iD CO 0 (0 (0 ti f- ti ti ti��r-_ h�� N N N N N N N N N N N m M M M M M m M M M M N N N N N N N N N N N d U) M r r d C7 M W M N to w m ti ti tl- d (D c0 i` Eri N N co of M m w w m m CD CO c0 c0 f9 Lo c0 CO (D 0 (0 m ti ti 1`- t- tl- ti t`~ � t-- i+ cn cn v) u) rn U3 cn cn u� u� cn w_ w_ w_ w w_ w_ w_ w _w _w w J J J J J J 7 7i J J J IL w w a a a ti tZ a a w EL w w w w w m a- a d w cn (n cn U) U) U) U) U) US [n cn t� (� to C7 C7 C� C7 U C7 C7 C7 z z _z z z z z z z_ z_ z w w w W w W W W W W W mma- ma.wwrLwwa 0 0 0 0 0 0 0 0 0 0 0 w w LL H N to M tt CO U) N U) m O 0 to N r N g W CO , Q ¢ U) Of M r 0 X �4 LLJ W LU c0 Ct N O r 00 �r U co LL ti N JO U W r U) CD r w U) 0 -J U) C) w - b m W O Z LLJ 2 Q Of < w U < < U) W J Z W w ED wc7�� LL) �LLLLLLLLUSa-zJV)<C) Q Z Z Z z w W U J LL' Q 2 !' 0cc m m U U I— u LL li LL 0 0 0 Z Z Q LU 0 2 W U W Z Z z z z _.l v O U� _ 1 w U) 2 2 2 2 CD 0 co U 2 U) Q J =) 0 0 0 0 w w❑ U U U L¢ m U U U U J J M CL M d> m d d d d d d d to O p V7 4 'd' (0 d C) d d d C7 t0 C) Ca M O Cl) 6 6 0 6 0 6 CJ O 6 6 d 6 't U7 U) U7 U] r U7 n] r CO M of M r N IT r 0 a O v z z z o m co w O o U LU r Q z m ❑ O ❑ ¢ U z O O o< 0 0 J ¢ z O Q ❑ w H CO z w IL cr O U Y z m U) D �t co co co co (D co m (D w co m co CO co CO cQ iD CO 0 (0 (0 ti f- ti ti ti��r-_ h�� N N N N N N N N N N N m M M M M M m M M M M N N N N N N N N N N N d U) M r r d C7 M W M N to w m ti ti tl- d (D c0 i` Eri N N co of M m w w m m CD CO c0 c0 f9 Lo c0 CO (D 0 (0 m ti ti 1`- t- tl- ti t`~ � t-- i+ cn cn v) u) rn U3 cn cn u� u� cn w_ w_ w_ w w_ w_ w_ w _w _w w J J J J J J 7 7i J J J IL w w a a a ti tZ a a w EL w w w w w m a- a d w cn (n cn U) U) U) U) U) US [n cn t� (� to C7 C7 C� C7 U C7 C7 C7 z z _z z z z z z z_ z_ z w w w W w W W W W W W mma- ma.wwrLwwa 0 0 0 0 0 0 0 0 0 0 0 =w �W O� �p U� W UA Za z LU w z a O U LU Z 0 cry LL U7 U) fi ~ U3 Z w N to M tt CO U7 N N m O 0 to N r N U) r CO CO M Q M r 0 N c0 Ct N �t C37 r 00 0 In N ti =w �W O� �p U� W UA Za z LU w z a O U LU Z 0 cry LL U7 U) fi ~ U3 Z w co U O M © x N r-- W M r = N O u m �t LU U_ N O 00 r- Z � r O N 0 � M O Z U O w C) a_ a LL U N ❑ U C: >, (1) V) C) e z a, L U a LU U) CL J O U W a z o 5 C 0 ~ O a E Q W f0 C.) CL O 7 z F- z w F- v � r d O N 0 ❑ LLI w Z C) Z ir_ co r m U) o N o r d N z Q w LL 0 7 W rn ua CV O Z g ti 0 Ul LL L. a U) C a) Q m o n co cn co O M ca M LO LO r- r N co CO O I-- r- � r- R r` I-- ti co N N N N N N N N N M co M M Cl) Cl) Cl) co M N N N N N N N N N W Z J Q 2 N r ct dr LO c7 Q O a0 m r N_ N 00 � O O N 0) CD LO O O O u�7 (0 CO ti LO O O LO LO LO O m m LU V) H ❑ O Z d w ❑ r) z w Z U z a X LU z J O rn s z = y H H �L O U) w w ❑ LL O oO O O w a 0- w X X X O w W W ❑ rs o W Ln v LO r" d O 0 0 0 CO r 63 N CO CO O r CN r r CD V QL O r N t-- N cO W) r � N N N N N r- 0') Q O O M M M M 0 M M It �� r r r r r r r N N N N N N N N M le �r t dt Imo- I- r- f+ Iti f- 1- I� f-- f- f- h I- h I-_ I� P,- N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N � of m O N M N N N N N N d O O��� O d Q fD d o CO r CO m fl- w M N !1 eY 0 0 h- O N N N ti CQ CO cO cO M 00 r r O Ca �r !� 00 N N N i i i e o N M O r LLB 0 0 n LC) N O LO to LO O w w w N M Lo It 0 Ln M M M M M O o o O O _ r~ N I~ r1 r- N N N N N W L1? t V' V 0 Z 0 0 N r r W M M U) U) W W W W C7 U U U Q w_ w LU LU LU LU C1 J (D U) U) U7 � CO z 0 U3 2 U U U o Lu Lij 4t (L w 2: z Z W rn w U) w cl1 d d d U) (D > U) a �r J C7 J Z d] Q z Q M M M J L J ❑ C4 O N 0 w Q O Q w w 0} y z m J U m in �: U LL LL LL D U7 cn H � W W w w w OTC U U U U) co LLL! W W 00 a,cncnrn Li- LL w w� * z z z 0 U z z a i Of o U) Q a d W W C7 U U) (!) Cl) cncnz�r� = w o cn cjs ooC)0— oQ LL LL LL1 0.. o N N N Q F- (1) ❑ LPL LL LL O N R 0 0 IT co 0 0 0 0 U') X 0 0 Lo N O O O o m Lo O ti ti N O O O L17 O M N O r L7) O O o L() O O H CO ©6 rr-: 4 o6 L6 L6 N N 6 6 M1 6 O O N M r CO M O L(7 m r- 0 M N V m 'SY M M 00 r N M �' r r �' M N N M F- -j LLJ O z o U LU U U) w a O 4 Q' U CO Q w 0 cwt) U Z w Q W Q > W W J U z J U LL z C) w 0 m Z 3: ©�0cz Z Z w z GHQ D o zD¢ CO-i CL r o U rQ [r � w cY LLLI lh _ C I"'r o `'- W fi J-j V Q O d � U)w0 cn ❑ w Z3 w LU J LLJ ~ d d Q m Lu U U) Of E n- L J Lu O U = ❑ z LL LLLI c LL O ❑ LLJ ca {w!3 U O N cn d m U 0 -1 r w< E-L Q N 4 e1 Z U � U LY 0 C) 0. w�� U N N N N N r- 0') Q O O M M M M 0 M M It �� r r r r r r r N N N N N N N N M le �r t dt Imo- I- r- f+ Iti f- 1- I� f-- f- f- h I- h I-_ I� P,- N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N � of m O N M N N N N N N d O O��� O d Q fD d o CO r CO m fl- w M N !1 eY 0 0 h- O N N N ti CQ CO cO cO M 00 r r O Ca �r !� 00 N N N i i i e o N M O r LLB 0 0 n LC) N O LO to LO O w w w N M Lo It 0 Ln M M M M M O o o O O _ r~ N I~ r1 r- N N N N N W L1? t V' V 0 Z 0 0 N r r W M M U) U) W W W W C7 U U U Q w_ w LU LU LU LU C1 J (D U) U) U7 � CO z 0 U3 2 U U U o Lu Lij 4t (L w 2: z Z W rn w U) w cl1 d d d U) (D > U) a �r J C7 J Z d] Q z Q M M M J L J ❑ C4 O N 0 w Q O Q w w 0} y z m J U m in �: U LL LL LL D U7 cn H � W W w w w OTC U U U U) co LLL! W W 00 a,cncnrn Li- LL w w� * z z z 0 U z z a i Of o U) Q a d W W C7 U U) (!) Cl) cncnz�r� = w o cn cjs ooC)0— oQ LL LL LL1 0.. o N N N Q F- (1) ❑ LPL LL LL O N R 0 0 IT co 0 0 0 0 U') X 0 0 Lo N O O O o m Lo O ti ti N O O O L17 O M N O r L7) O O o L() O O H CO ©6 rr-: 4 o6 L6 L6 N N 6 6 M1 6 O O N M r CO M O L(7 m r- 0 M N V m 'SY M M 00 r N M �' r r �' M N N M -j LLJ O o U LU U U) w O Q' U CO Z 0 cwt) U Z w W W Q W J U z J U LL Z C) w 0 m Z 3: ©�0cz Z Z CL C) GHQ D zD¢ CO-i r o d rQ [r � w cY lh T C I"'r w CL fi J-j d i eC O w l )- fa d �C d d Q m U❑❑ m i cr v' It m O N M IT eF 0 CD M ti O N M M M m r r— r M� r V�� v v L(7 0 CD `t er v V v v LD Lo Lo 0 0 to 0 U] CD (D (D (D m O r- r-- r- r- I,- r~ r` m m co m m m m m Y r-- ti r~ r- r- r+ M r- r- r~ r-. r- r- M h h h• M F- F- h r-, r-. r, h r-- r- r- M1 r- r- r- r-- r` r- ti C) L) N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N m W co M Cl) co co Cl) Cl) Cl) M co co co co Cl) co M co co co co co co M co C'° M M M M co M M M M M CO _ Z N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N U m (d d _W ❑ C) O < � O O m h O Q Z r o Z W tD cr r CO rn (n o6 r (? c� 0 O O tit N r- U Lr) (D w m m It m It Q CD CD 0 0 0 m M M O M 2 O' It CD m L(? r1 O O N N M M M '-;I- Cl) rl- M N M d M CD W M M O m m m M r- M> dr M � U7 0 U7 to � r M�� ct (D fit' m m U] 0 to 0 Ln O O O m O to Lo o m m m m� M M M M M N O O ti i+ r~ ti r• M M Z M M1 r- rr r- N N N M M M m m m ti r` O O O O O m 0 Ln O O ' O O O zr V _ m m m m m M M LL U) CSC m m m 0 (D N 0 N N N O r r r r r V 0 ct ' t r �r "T "T 't U) U) U) (n (f) W W W W W Q U U _U U (.5 U) w �P W CO Z W W W W W (n Co U) co N -� IL � w J Q J Q J Q J Q J Q 3� U U U U >> U ac)dC)dC) Tm �a5 (ten zE�ea�ee w W W W W w � Y U) w H 0 �� z cn CO (n (n U) U J U� O Z w� U W w w w w ii w 0) — ((t 0 U C7 Z CD Z CJ Z (a Z 0 Z u) (n r Q � Z Z Q LLI W m 2i J W J W J-i W W J W w W R C n 'r d J J J J J N N ❑ z = W a a a a a "' m m m m @ p C) d [L IL M CL (ND CND m w U H *� W w U) U) W 0 0 0 0❑ D J D J J t C;) C ) Z m S W❑ H 0.' Li Lu Q < Q Q Q 4t LL Cl LY CL' LL J OW O W (n (n (1) U) (n Q WO LL LL J U z Q U (1 ❑ LL (A U) V} c!5 Cn W O O O O U) U e p �t v v ST (fi (!) (!) u) (� (n 0. O LL 2i w❑ w O Q v b v Y [n (h U) W w w w W U) U) a) o (1) M (h C`7 c�5 C* W W W Z W W W M D U) Ul J w W W S M Ch (*3 m ['7 U) Q w W Z Z _Z Z Z W W `- r r r r r J J J J J J r Q r r J J J J J J J J J O (7l 0 0 0 0 0 0. CL 0. d UL 0- 0. O d 0. U) D- Q W O O O O O W 0. 0. 0 0 0 O O 0. 0. U) F CU N N N N N W CL w 0. 0. 0. N O O m Z U) I„ L a N N N N N U) M Ul W 0 Cn U) U) (L 0. �'�,� z r>> �a�aa����� =QZDLLw O> >QQQQQaa p 0 _ LL LL LL LL LL U) 0 U) m w w U) LL U) cn J Q m O W w LL LL W LL S w w 0 0 CD (D C) (A co J U Q�j Z 0 0 0 0 0 LO O N 0) 4 U7 I-- C14 ;d- r N O CO CO N C] 0 CD O O O O CO (D m 'Y (D O Nr CO ti E Q O O O O M M O O O r r+ cD L(? Co Cl) O O M (D O IT O r 0 0 r r d O N UJ O r- m M M 0 O O O O O M et CA r- (D U9 06 (D U) (D 6 O r� 6 O m M r r O N O (D r4 O O r_ 6 r O m CD W N 6 6 M M M m m U7 r M r CD N M O N N N r CO r+ r CO to M (D m m m r N M N O Q N N N M Cl) r r m 0 V� Lo M m r r CO U- r Uj L() N Ln M M r r N N E r r M N N Ni %i tt r C\ a w U a O z cn z aL z cL af D w U a z U) ❑zZ Of w [«s LU W W J U U z Z Z U LU Z z z O d w w a a U U O W ¢ O O W O 7) z U) LL o w W W LU a_ Y U< Z CO m Q O w U W � W _ Q O W r• Q > Q Q O dS U z U Z CD Z tl W Z (7 U) S �) w O Z p P z cn m J 0. L7 Q c Ll' J Z z 0 w z LU C U) D W LL U) rN- Z a U) Q„ J J Q Q U CC Q � Z 0� cn Z � ❑ � o w m X O 0 C� Q <L W a (� ¢ w O D O W w o > © ❑ W (D 0 (9 0 S S Y Y [L OC CO LL 00 U Ln u) U) U") 0 CD -- r- = CD r-- m m M M W 0 M w w O M m m r- r- Imo- m m m co CO w m m (D W W W O W W O M M O-) O M M M M M M M M M M O O O CD 0 0 0 0 0 0 0 C� 0 0 0 �[ r- rte- R � rl- !+ r-- t~ r+ I- ti ra n r+ rl- ti r- � M1 I`- � 00 0 00 00 00 m 00 m m M w co w w w O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N W Cl) M M M M co m m m m m m m m Cl) m m co M M Cl) co Cl) co m c�) m V) C^j co co m M Ce) M M ,r LU N N N N N N N N N N N N N N N N N N N N N N N N CV N N N N N N N N (N N N L) i75 03 0_ if) iP) ill LO N N N N Ci) O 6] 67 O) O O O N N N N co m m m N CAS N N N N N N DO LO CD OO CD (D N r M Ln m co Cl) m M O 00 CO CD �t M M N CT r r- (D N 0 r• z W CO OMO co N r, L}) C(D C0D CD (c O CO fi r-- LC) Cl) to N v- M ti e i LO 0 r O 00 LO LO O ti N CO O O CO 0 CM CO O 00 O t It 0 d r- m 0 r w d w v m ct w r w -t m t w -t CO LO 0 CD 0 `t 0 00 v N 00 M cis CO ((D CO W co <t 0 r- 0 N N m r et 0) r- CD co .- co 00 0 O M 0`J N S 0 0 0 0 w r - r N N N r ti f` r- N N r r N 1- O) r > M M�T 7� N M M M M 'q7 m M M M M M M M M et tD cD ED u m n L) m 0 0 0 m Lo m tt tit <Y d' 'fit O O O Cl O O O LO Lo 0 LC) 0 0 ID to U) -T -t 't -�r O J Q Z w m Ln Y Y Y Y N LU 0 Y U :1 a d a �� O W w w W > CD u) Q U) cn u) tr Y 0 ❑ W w W W W LU C: z C J J LU w w W W -� u l co LO ¢ � o) © O cL L1 d z z z Z z� C) CD CD Cl) Cl) co O w w w w w w w Co O O W W W W W W W LL] U a) [n to w w w w w ul IL 7 IL 0- L~—i 0- ¢ << W �,`� tvn O O O 0° IL w a w O a-© a- a- rL D- O D- w D IL 0- m d 0- ~ cu � co LU LL LL LL LL � > > » LL 0- LL o- CL W CL LL d U) m -i �r �5 (n U O cn co co U) U) O �' ❑ ❑❑_ ❑ ❑ W m 2 m d° -i O W W w w W LL cn u) cn U) W W rn LLI W W J r r O O O O O H w y � ?y 2 J J J _W J J J w w w w J J Y J Y tii Y J Y J Y w Q O O O r C!� r c!� r J LL J <[ J LL J Ll_ J w J LL � w J [n .- O d Ll tl W a Q w W U LL U U U cL U o- U 0 0 0 Y H Y Y x s1 rl (p C m w o- W W H LL LL LL LL m w O Q O O O w O w 0 ❑ ❑❑ N CV N (.� U(} U U IL z W ❑ ❑ ❑ w LL LL LL LL ❑ ❑ V— h I— I - ❑ I— 7 H O O O O >- } }- Q d <L Q Q ❑ o T) -o ? cn m cn rn ❑ O O O O m rn v7 m m cn va m cn 0 0 m m m W LL LL LL m❑ In m m m Z C) z 0 ti M r- M't N� N N m LO cO P- N � CO M LO St 000 CO N V) �(D V 7r LO CO O 400 000 N 000 00 E E O O V CM CO 't Dl Ln CA Ef D) U) It N U) -t 00 P- O N LI) IT N M � 00 N DD � M 0 N 00 N It CO 00 00 0) N W W r N N W M O M't M M M t- N r M 0 N N 'It CD � M M r-- M 0 M CD O LO CO d� Q r M r r r N r r r n 00 et M V CO E r N V 3+ W m V 0- 0 7 Z F- m co O < LIJ U z z a U) J �-' Z UTi U 0 fLr J U U O Q W z J Z Q z z w W © z LiJ LLI 0 Z) W U O � �� a � Q �o Q D V) z z z C) tu¢ jo Z a <c cn ° 2 U Q O Q O o N 0 M r d W = -� m U D ❑ w OC Q z O O L' Z Q ❑ IL w Li Ud H 7 C U Z W 0) W O F T S z Z 0 7 A cn U) U) 9— T T d OD rg O O N Q) CTl M CL C� N O aLD m >� 7 0 LL U m � LO 06 : co C) r- 4- 4 cD o�0 cm O_ _ ZI U 5, .� m C E co IZ Nr CD c� O r- CD C Q 'f1 U v LLI U W 2 O Z Z O d U N Ld ❑ w U 4 z L— z D O d W U 0 z W d Z N O r Z Lu O 0 C7 r N N N C7 M c- r— 0 O CD O C7 O O M C r <- M W In M C7 r r r• r r r- r 1� r N N 'T �r ";r �t �t d � V It Lf? Lo LO Ln r- r- O m 00 OD m N m r- r` r- ti r` M1 r- R r- ti r- r- r- ti ti r- r- r- co N N N N N N N N N N N N N N N N N N N N N (N N N N N N (`) C-7 m L'7 co co C') M Cl) €o m m m M M El) M Cl) C'7 f") c`7 V) c1 C) M m (r) N N N N N N N N N N N N N N N N (N N N N N N N N N N N �t — Lf) LLLL LL Q LL U? a W W p� - -�� d— zc— na<W�LL Q 00 r eY W cn CCD Q� d w r 0 z LL U [i W °¢ w J¢ U Z r r-• r0 O rD L() LO LO OD ro ° 0 ¢ LLQIr¢aIzaz �J Q� _U _ 0 W¢¢ Q J (O (O cD Nr m Q O N O N '� Z U _ a U Q M y IL = z r- co 0') ° w❑ O � a [� m O O O N 4 C7 M 0 M L() V, O M LI) (D I� N N O _O C? pU m LL C3 i r i O w m w 0 co N O U7 (3) O W t'37 (F) 0 C+7 M O O 00 "t `7 d' (O r- r-- r- LO M t O M 0 to Liz 0 Lr) V) (7) O) LL LL N b- O r -,t m w w O O O O O (D M O O S I- ti I- ti ti C) C7 U) Cl) cD (S3 O O r r r Liz N N N co cc N M LY DL 2' or- d' C� 0' = Cc W 0 rl- r. O r r O O N U) co r U') r- O O co O m N r� r cli O 6 6 Ln U') 00 - p a0 0 r 2 cn LU F- Y Q ui w U � J 0 m a ❑ a 0 M a c LL CL Z_ O z d LY a aL O U w O N C7 Z � _ w orm N L'7 r; L? Y O C) .J Z) CL ,° 0 c m Il LU w w r CD co J m XXQ J J m m k fy- N LL Z LO 41 F W 01-0 a CL ° ❑❑ LL LU O LU W � z z z [i i U ❑ ❑ ❑ D LU LU LU w O O N U) co r U') r- O O co O m N r� r cli O 6 6 Ln U') 00 - p a0 0 r 2 cn LU F- Y Q ui w U � J 0 m a ❑ a 0 M a c LL CL Z_ O z d LY a aL O U w O N C7 Z � _ w orm N L'7 r; L? Y O C) .J Z) CL ,° 0 c m Il O N O O z LU e- cn w L z d a d U �+ J m J J z of so ti 41 CV (D LU C W a r 4° '0 w a CL 4 CO Lo 0 O 0 0 O 0 0 M LO O O V x O O t~ r- in 00 G1 6) 6l O Q? 'tt 00 m co V' m r- O N (O N r Cl) N Cl) — O r F- z LU H a LU U ❑ ❑ a p w Z 06 U w Q� LU U W m od N w U) D 0: Er��Q a. © aF- LU ❑ w Z < Q CL Lu z ❑ Q Q o7 ❑ U z C0 Ca O d z O Q 0 C7 Z_ W U LL O LU z a¢. w U LU U) O O LL LL U) O J O U LL O w U) D O 2 w ❑ CD w Z Q U U LL O w LL Cam.) O w U w z ° w � < Fw-- Z CO ❑ Z W � z � a w z Z CL ❑ O N Lrp a N C6 fAi ti QW W F' W4 �g x 4 a t7 Z3 14 w 5. CL z W 2 r a w z O z r N cz ❑ fy- LL LU O Z r U) C) LU O W 0. p Z L1 Z O J U a- LU [} Y < LL' ` w Lu Q ~ J -J H ct) co waX0-LL � to � H J W C�J p UjLLU w cy W¢ 0o w O p 0- co 0 Uw --j CL W w0 LPL�m W -J <¢ — vOfv cz�w�in ¢'�¢ rnLwLa LLLL LL Q LL U? a W W p� - -�� d— zc— na<W�LL Q Z f3❑ Q W cn Q� d w r 0 z LL U [i W °¢ w J¢ U Z Q J `� W-i o Z m C7 � O ° 0 ¢ LLQIr¢aIzaz �J Q� _U _ 0 W¢¢ Q J J J J Q❑ z m w M '� Z U v) D `L Ln a U Q M y IL = z p— z O u3 2 `L d 2 ° w❑ O � a [� m � 4 C7 _a _ C) OU pU m LL U) cn O 2 U cn c3 CD 2i IL (n w U O z O N O O z LU e- cn w L z d a d U �+ J m J J z of so ti 41 CV (D LU C W a r 4° '0 w a CL 4 CO Lo 0 O 0 0 O 0 0 M LO O O V x O O t~ r- in 00 G1 6) 6l O Q? 'tt 00 m co V' m r- O N (O N r Cl) N Cl) — O r F- z LU H a LU U ❑ ❑ a p w Z 06 U w Q� LU U W m od N w U) D 0: Er��Q a. © aF- LU ❑ w Z < Q CL Lu z ❑ Q Q o7 ❑ U z C0 Ca O d z O Q 0 C7 Z_ W U LL O LU z a¢. w U LU U) O O LL LL U) O J O U LL O w U) D O 2 w ❑ CD w Z Q U U LL O w LL Cam.) O w U w z ° w � < Fw-- Z CO ❑ Z W � z � a w z Z CL ❑ O N Lrp a N C6 fAi ti QW W F' W4 �g x 4 a t7 Z3 14 w 5. CL z W 2 r a w z O z r N cz ❑ F O N M O F bi u7 O N N C4 k ti b � m `fl �/f O c g CD w a its # h N It � R c000 to N (O (D N W N N N N NNN N N N (, Cn N ti P !11 co p Cl) 4 M C? i i O CO h N dam' O O I- N C) CA CD N TI- Q O N O D 7 0) m co ? _ W a v} a °o o (N (N °o w 5i z Iii U 0 W -j C/) J J J Q IL �m�z Q 0 Cl) [L CDooa v Z z z a � a 0� z (D- z co W z D _ O Z N T W C,) G) Q Fe P ��_ Q� 0' mm�maoa w z z� p a N W> 0 0 z C7 z Q Q Lu �n H H LU U 0 C) U C) OU Z Z a o O ¢ D W LL C) a 0 0 (W.) 0 m m LL cn - z Co w 0 0 w¢¢� z � 0 ? W zzocncnIL U a) 2 z o °o c' N m o m It° E r- ?+ .+�+ '� [� C? O (iJ tp c'1 O '� 6 c7 Q R N op OQ ti R s[? d Ql L M yg co co V cc TS Q N 6N9, N ffl W U ci 0 Z .-d �k Z � a a a w w O J W H f- 42 0 z z z Q �' a Z L W O ©(D J w Z w U) w cn r= Q Z 0 a- ai O C7 C) z 0'- d Q z Q Q O Z Z Z z V Q 0 0 oC z z m W cn = O N 0 _ sV 0 4 N LL. LL. Q Q X _0 C14 w wr ++ U] �` n F O N M O F bi u7 O N N C4 k ti b � m `fl �/f O c g CD w a its W CD O r O O 0� M N O CD O 1• N Cc Cp M C%j = CO T 0 M m r N CD C7) N O 'if'? Cc5 O M M � CD Co CO co Cp CD CD M O T T m � r 0 z w q U N m N m N m N m N m N cry N N m m N Cl) N N N m m m N m N m N m N m N w = N N N N N N N N N N N N N N N N CU V co a.. J Q D m 0 cn iA N °w :3 z w z t� Z ¢ w a .'�. U to m w [if ¢ w z C ❑ U Z t� � C7 w f} CO Q CD ❑ Q ¢ (n w w I- d C4 M m M m ti m LO U) J C tY GC O Q � D ❑ d O Z> co N �' O 90U C7 QOQ d d 0 0 w M1 r 0 p N N Q 4 O O M Q 0 ¢ Q C] cD W W W W w w w to CD C V LO co ~ CD d z z z Z z z (D z N z w to CD O Q Z W r- Lo w ❑❑ w z w O W 0 0 0 0 0 O O W W j U 0 O o�� zQz���z�wLL1z z z O Z z fl C C 14 Q P Q < co v v0 v CO v m OD C76 co Z z fQ�-- p N U w U C] C ] Q ❑ ❑ ❑ ❑ r J W Y Y W U LL U i LL LL Z z .z Z z z Z F- F- C >, cfl N O g O LLLL LLLL LL LL LLL LL LL LL LL 0 Q O C () q 0 J J W W W W W W W J Z J `p Q Q CC ii W' Li Q Z Z� Z Q s N W 0 ❑ u? F- F- cn ❑ ¢ Q Of ❑ U) - O 0 U) z Of z C ? LL w�� Li 2 v_ �:- 2 LL ri) + w W w w w w w w 111 Q Q w p J ? ❑ L [L a a a a m m ❑ U) co 0C ❑ U a) V D o d d V) 0 0 0 0 0 CD m CD CD CD 0 m O O d d M 0 0 0 0 M 0 0 O O 0 0 6 O 3, Q Cl) CD 6 0 w m m 6 h- T T O T d M 4 w M 0�t{ O O N O r a E a d C5 ci >1 w `O � U O 7 Z W N ❑ W ❑ U {� z ~ Q 4 Cn z Ir LU a w z V) z 0 F- 0 r z z o a z ff D z x r W w w O w 0 w� G% Z ---� C!] 0 F- U) U < CD z z ¢Cw]Cd Op Ow O r U 0 ® w O N O O J U 2 Z .� a = C�- Z 2 U m m C > ❑ a m 2 U a to F- Q a N N m 'T �� 7 't It �r r- O m m m m r M (D CD CD CD M Q0 CD CO CO M r N N N N N N N N N N N N N N N N N N N N N M m m m m m m m m m M M m m m m M N N N N N N N N N N N N N N N N N 6-0 00 Eo Cq m m m m V Cr N7 st �r V V' O O (o CD 0 CD p 0 r N N N N C1i C,�I N N N N N 0 to d c_D N O O d O 0 0 O 0 0 LO LO 0U') T tD � CrJ r M � eMi- � f Cb T OD m M Cb N � Cl7 CIl ui r N N 4 4 Q g'a C Q O LO } N N co m m m m m M d iT CSC 6i co In ct N. N N cV N N CV T 0 0 O O T O 0 r r T T T T T u7 � M M M co X 2 2 2 2 2 U U U U U U U C7 w F- F- F- F- IY W C J W W W w w w w [J C7 C Z ¢7 � D W W W W W W W❑ D w F- Cr3 w w w 0 0 w 0� O W W W 0 D U� U W H Z W < ❑ (/) W w W W w w w w Z }- m W R R a' E E of Ct_ w Z m x x x x Y s z z¢ w CD w o U v cn ua cn co w w w w mWZ2WWWWWWW - jaaaa -� W a a a a a a m z¢ a a m a w 2� 0 �r v v v v w > U O-t m N CD CD 0 N N Nd N dN N O l w W w W O Q¢ w z Z z z z z z W ua U2�[C -5�� -5� �2 NO000 LO CD O r O O 0� M O N O CD O 1• Lo LO r-- :T O Ln C7 O a,t N 0 CO O f-- O CD T r- M N C7) N O 'if'? Cc5 O O O m O 4 N 4 m r M Lr) r M M M M M T N 'er d N Mr r 0 z w X w F~ U U 'SL w z w X w Z W W 0 co a.. J Q D m 0 cn 0 °w :3 z w z t� Z ¢ w z .'�. U to m w [if ¢ w z C ❑ U Z t� � C7 U) Q CO Q ❑ Q ¢ (n w w O z ¢ co U) J C tY GC O Q ❑ d CC Z> Z> Z a_ U) ti O (JO N M N m 00 N M1 V R £r: H d 0 LU U Z Q Z w r z J Q z W C7 W H W 2E O to 00 N co N N 0 LO r 0 W U LU F- 2 C7 2i O O LL IL O # co 0 19 00 LO IT w N (coD L O 0 CA CN N (V (V M N M C N M OJ C .� N N N 6) a) Cb 0) CY) O C) N N N N N tY7 V W co N M N Cl) N Cl) N co N N x z W � 43 LU i Q V O w Y w N CD Q W W Of (Z a (DC Z 4 U pcoQ cl LL d d Y W W co X < Q d j Q ❑ U) J CL U) M m N N N r r O) CD a) co co a) 0) CD C7 N N N Cl) M Cl) M Cl) N N N N N �t - M M M W ACA 000 m m m U ti - 0 0 0 O W i`- 0) O O O N N M M M C) o o a 0 CC Oa CO Oa m O N O L N a [Y z L) m O a 0Q ww_ww_w_ LL U- -i J J J J (O CL CL d EL CL u� ❑ > > > > =1 U) U) Cl) (n (n U W W W W W U C) C) U U o a) Q W W LL lL LL o f ? LL 0 LL 0 LL 0 LL 0 W 0 U U Z v It 00 (n 0 co N 00 co (f) 5 G N r N N T C7 a Q � w ca C.) CL o z J_ C1 W Q m d z W d g o 't Z U Q C T N © r (� w r Z o Q a Q E o > ❑ U) ti O (JO N M N m 00 N M1 V R £r: H d 0 LU U Z Q Z w r z J Q z W C7 W H W 2E O to 00 N co N N 0 LO r 0 W U LU F- 2 C7 2i O O LL IL 3 O CS U i 42 W 4 W U J Z L) d U � I- C() N o S C O 0 LU ❑ z x a W J U U m s v CL U z w co a � Q � W W Cl) d V W M J o O Z qtr S ❑ U co O CD (L) O CO CO CD N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N co N N N N N N N N N N N N N N N N N N N N 65 OO 0.7 OO 00 bo Z Z L() If) If) M M M M M M N N N N N V d' (D (D 0 O O O 0 m m m m O O O O O O N N N N N M M M M M M M M M N N N N N N N N N N N (L7 CO M M M � V Nr � M M M M M (={ CAS O I CI C) '• LO M LC) L(7 LO 0 M OD = N W 17 Lf) (D co M,t Nl- "t r m m W m m m M M M M M 0 0 0 — r r r r Q ti ti ti ti ti R 0 (O 0 CO 0 O O 0O 00 (O N O m 0 0 0 0 0 0 0 0 0 b O N M M 0 0 N T N N N N N (N M M M M M LO 042, N N (n (n Ca 0 0 0 o a o 0 (D 0 0 0 LU LU Ua U) U) ' ' CO CD Z � W w 2 O W J w w W W V) LU Of Q D w w Lu W p LL LL J CO Z m m Z Z 0 d � W W W LL LU 0' W' Z H Z a w z X w U U w w LU p z z w U w w w w w_ w_ w w w w_ w_ O W J_ J_ Q J J J J J J J J J J J � W W U -( W M M M IL CL CL CL d CL d d Lu a- a 2 2 LL d 0. CL m m m m m m CL m m U c� O a D= D D D D D D D z w w w w w w w w w w w Z> 2 LU Z w w w w w w w w w w w W co W W L7 S U U U U U U U U U U U Z z w w d LL LL w W LL LL LL LL LL LL LL � � � w T W LL w LL LL LL LL LL LL LL LL C) �)� �S J 0 0 0 0 0 0 0 0 0 0 0 q O O co 0 19 00 LO IT w (n 0 0 M to L O 0 CA 0 Ir n O M 0 r (f O7 y Q (QD b} M N M C N M OJ C V 3 O CS U i 42 W 4 W U J Z L) d U � I- C() N o S C O 0 LU ❑ z x a W J U U m s v CL U z w co a � Q � W W Cl) d V W M J o O Z qtr S ❑ U co O CD (L) O CO CO CD N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N co N N N N N N N N N N N N N N N N N N N N 65 OO 0.7 OO 00 bo Z Z L() If) If) M M M M M M N N N N N V d' (D (D 0 O O O 0 m m m m O O O O O O N N N N N M M M M M M M M M N N N N N N N N N N N (L7 CO M M M � V Nr � M M M M M (={ CAS O I CI C) '• LO M LC) L(7 LO 0 M OD = N W 17 Lf) (D co M,t Nl- "t r m m W m m m M M M M M 0 0 0 — r r r r Q ti ti ti ti ti R 0 (O 0 CO 0 O O 0O 00 (O N O m 0 0 0 0 0 0 0 0 0 b O N M M 0 0 N T N N N N N (N M M M M M LO 042, N N (n (n Ca 0 0 0 o a o 0 (D 0 0 0 LU LU Ua U) U) ' ' CO CD Z � W w 2 O W J w w W W V) LU Of Q D w w Lu W p LL LL J CO Z m m Z Z 0 d � W W W LL LU 0' W' Z H Z a w z X w U U w w LU p z z w U w w w w w_ w_ w w w w_ w_ O W J_ J_ Q J J J J J J J J J J J � W W U -( W M M M IL CL CL CL d CL d d Lu a- a 2 2 LL d 0. CL m m m m m m CL m m U c� O a D= D D D D D D D z w w w w w w w w w w w Z> 2 LU Z w w w w w w w w w w w W co W W L7 S U U U U U U U U U U U Z z w w d LL LL w W LL LL LL LL LL LL LL � � � w T W LL w LL LL LL LL LL LL LL LL C) �)� �S J 0 0 0 0 0 0 0 0 0 0 0 q O O co LO IL O N O O r� LO IT w (n 0 0 M MI'll m O {p O 0 O 0 M 4 Ir n O M 0 r (f O7 y Q 0 0 Q � r H M N V M M N M C N M OJ C M M '[t N O N N N N M Cl) r r CO 'V O N r r— Lo CF) X r r U-) V D 4° a W W ct V D 4° z W � w LU i Q O w Y w N CD Q W W Of U Q~ U S a (DC Z 4 U pcoQ cl LL d d Y W W co X < Q d j Q ❑ U) J CL U) C0 CD d d N rn m d r C) N O � M m d — m O O LL U LO V/ U U) -r � N 5, rN+ CL N d C) N 0 ti (D 0 N m a G] fA U W S U it W U_ O Z Z O H a eUe� Y/ w w U O 7 z H Z D O Q W U Q z w d Z w O ❑ Z w 0 ip O t� EI} b m c a� ro 4 U) Lf) I-- C4 ti e 'tr tt tt tt V f- W r r N r- O N Il- It It r r O N N d' It tP It 'tit I�t m m 0 0 0 0 0 (D C) O N Cl) t1' � C0 00 C0 w 00 00 00 cc w w M LX) w m m m m m m co m 00 00 co 00 N N N N N N N N N N N N N N N N N N N N N N N N N c0 M M M M co C' 3 M Cl) M co M Cl) co Cl) Cl) M M M M M Co M M M N N N N N N N N N N N N N N N N N N N N N N N N N 4 4 Cl) M � r r' Z W h- Q a w Q IL < z_ 2 U) L4 w H � O O w o 0 Q QZ M r tT r O O Ln tt Q' N N W f- tiT M r- O N LC) M M N M tt 0 O r ry M tt C3 tt p � O ti L() C7 H St 0 CD N N O V tt h F- M O a a f� O LLI N N N a LO lf) M N N O M 0 0 r Lf) � V CC+ it 00 t1- d' z n ti W r M f'L Lf) Ci LL O IL IL uj C)] O tt tt r 5t CO O M O r- m — CD W U tt N O N O G) co O O tt tr O�T Lo V tit V It W co O r� m � O M w M O O O N CS) 00 00 M Nr z tt V' m M N M tt tf LO 00 't tt N M N CD Lf) M — O N co LO R tt V Q) to f" � r` tit It O M It tt r` O O O r e� O o f� CD r` m tit -' t- N in P� O O LO �t CD O) W N ti Cl) M O ti 00 v N O W O I-- O O '� 00 CD co co oo 00 O '�' co � tt r r` N to L ) LO r- ti O O L!7 U U Cfl tit 00 U U tt M O O O CO 6? m p o t0� N R It Lf) co 'U O M O Nrl tf) LSj O O N M f- r LC} L.C) ti w N O 4 4 Cl) M � r r' Z W h- Q a w Q IL < z_ 2 U) L4 w H � O O w o 0 Q QZ M r tT M N O O Ln tt Q' N N W f- tiT M r- O N LC) M M N M tt 0 O r ry M tt C3 tt p � O ti L() C7 H St 0 CD N N O V tt h F- M O a a f� O LLI � a LO lf) M N � 00 r *' r LC7 1� C ❑ w w Q z z w LLI o IL IL uj W Z z W U LLJ � U Z p z Ct) H f~J U CD z W H U twL W Z -i y U Z Z U Z y W ❑ W w r w w Z od w < Z O Z ¢ U q U) x w a, E z U U U U U _Z r• ® G O'W U U m p o U 0t W w © UJ LL d zz w w w w w U? W w w w w w w w w cd d Ln cn U) cn U cn j °� U) w wZ: U_ U_ U U U U U U w -L " > > > > a a z < S Q 2 w w fY w w w z< W H H M k- w Z w w U U W W W W 0 0 W W W M W 0 w W= U W V W U W U W U 0 W w� U) U) 0� W W CY_ C� w [L` w of w3: J J J W _U (D W Z Z w W w w w w W Q W W W W w LU C) Z Q O Q Q d Q L of 0 0 0 F-- w C7 Q W 2i w d�: 3: 3 3 LU 2 Q C7 Q 0 d U Q 0 <C J 0 W w 2 LL O �[ J d w 4 4 Cl) M � r r' Z W h- Q a w Q IL < z_ 2 U) L4 w H � O O w o 0 Q QZ M r tT M N O O Ln tt N O Ln n W N N W f- tiT M r- O N LC) M M N M tt 0 O r M M tt C3 tt p p O ti L() C7 [D Lf7 M St 0 CD N N O V tt h ti M O a �y f� LLI � F9 LO lf) M N � N r *' r LC7 1� C O w z z LLI o IL IL uj F- J W W Q U LLI � � O a w z z LLI o IL IL uj W Z z W U OU � U w p Ct) W f~J U CD W W H U twL W Z -i y U Z Z U Z y W ❑ W W' r w ¢wxs od w < O Z ¢ U) of w 0- c U) x w a, E z aw r• ® G O'W U U m p o U LL J W w © UJ LL d zz 0 2 Q U z Z a- li ❑ O M N N N CO r r N CO ct 6) O CA iN n LO L Cl) r- Cl) w 7 W O W CZ U c7U�w U Z U) w 0 w s w Z U) >- Q D � 0 ¢ W Z z z o Q 0 r LL W ❑ Q ❑ U OD (D O LO N Q) LO Q. C,1�9 O LD Q co O c ( - M L) C CO c- O LL U C_ U) L ye 0 U) O ch U co 5 � 4) C (u d 0 N 0 r= O C D b N O N (O 0 U U w U W U_ 0 3 z O a U U) W n w _U O Z F z M 0 a W O z w a z M Q 0 Z W d¢ d d co co t+ t+ P O M M M M M F- F- (- r- r-- ti Ll- r- R r- ti M1 f- I� f-, I` 0 0 O O l(7 d d d d O M M 0) O 0) O O 0 0 O LL LL LL [V N N N N N cV N N CV N N N M M M M M N CO ob C0 N C0 N CO M N Liz L� 07 0� 0� W W W O 6� O t3� 07 O3 Oi O 0) N O CN N O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N M co M M M M M M M M M M M M M M M M M M M M M M M M M Cl) M M M M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N co (0 d d V N d d d co LO LO LO O O M M Imo- ti M w w d d d d i r r r O O (D O 1' t- t- t+ t� t+ M m 0 LO d -t 't d LL a) 0) 0) LO -- — 0 0 0 O O O Ct C t+ ti 0 LO Liz N v It It IT co 00 00 00 fa n 0 LO I- r� I- I� N N M M CO M M Cl) Cl) d d d d CO N N N M � 0 0 N N N N 0)) 0 _W M O 0) d) W M 00 M 0 d d Lf) t- I~ I` 0 O 00 co 0) O r r r M O O m T T r r r I` w M 0 0 It w d d d '0 I` It It d d 4 P 0 r 0 0 0 0 0 0 C] O O CV O'> O h ti t~ t~ r`. W M T (O O ` O O O O O O d O O O O O O U N N N m N 0 0 O M M M M M 0 00 0 d d O 0 0 0 O a a 0 0 0 00 0 co M M U > } Q g a a Q¢ a¢ a W� Ix Ix w w2 w Wcr- E F FR E E � w w o o o o d d d d h H H h h 0 C7 LL LL LL LL o W W W W W z Z Z 2 m O >> i co CLO O w N Q1 rn rl 0 N >� C � C O LL U LO U c L Q) w O O� � J � a C 7 U C U) 5 LTS C E a- ItT CD N 0 ti CJ e 0 N t- C> to 0 �k i U W U 4k W U_ Q Z z C} cY w ❑ w U O 3 z H Z m 0 a w 0 a z w a z w 0 z w m Ln Li) L{) LC) 00 O i` ti w 14 (` I- R ti N N r- N r- N r- t-- N (D m m LC) Lr) Lo O O M M M M m d' N V V' 1-- M M M CO M 00 00 00 OD 00 C) Cn O) tai O O O M M M M E O O m CA 6) m w CO co M w w W CC) w w M w w m w w W w m m O m O m O m O z F LU LL w Cl)MMMM mMmMMcNMMMMMMMMMMMMMMMMMMMMM u) w U O O an ❑w� cL N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N w w w w w w w w CD w w ❑ < O 5- w 3> a- 8- 5- a- 8- m a- m d m 5- < W IZ1??warZwwwwawww w F D S a z>>> z D>> D D ozzowwwwwwwwww ,r Z<Z Z w W 0 J D 7 0 0 0 0 0 0 0 0 a 0 0 w O Y U Z 0 0 0 Z Z Z Z Z Z Z Z Z Z Z 0 a? a? w w -= a w (Y) 0 W w O W W W w W w w aL<< <mmwaawwaaILIL � � �mm 0 0 m m 0 0 0 0 0 0 0 0 O 0 0 N CD co m to co N O CO) CT3 to Lr) 0 O N N CAD C14 co co I— It LO c76 co 00 co N _N N N C3) C0 co m O 0 Nr ED p Q co M f— fl- f— LO LO tf) OD m N N N N CD 00 CO 00 Ldp C) 1- 0 0 O �� N N N N N OD 000 Q Q W� N N N d' 'IT � Iq O O O N N N O LN(l U i) C) U U N Cl) i O 'Ct Et K r- I` I` ti N ti� ti I~ P� N O Lo Lf) C_) U U U C.) () {) () O O fl- r v r v r r� r C4 ti CD r- W h to N 0 t~ Imo- 0 0 ti� CG ti Co CD r 0 0 tr) 0 O r r r 0 U C% v m cf t) -- J U O M O O cry O M LSO N m h 0 to 00 M I— r— O n LI w m't M co M 4 4 M Co M co Cl) (7 U I'-- Lf} 6) m O U7 M N Ln O V N O d' ";r LO LO Z Z <- N N O Cl) IT (A r N Mq- Cfl M CP tf) r N vi CO W N ti r CD LD r r I-- CD U) O c w 69 a S 0 O z F LU LL w u) w U O O an ❑w� cL <LL S O �� {I) m Z (l) F F CrJ (n w w 0 w w w 0 CI) fIJ 0 w w w w w w w w w w w ❑ < O 5- w 3> a- 8- 5- a- 8- m a- m d m 5- < W IZ1??warZwwwwawww w F D S D z>>> z D>> D D ozzowwwwwwwwww Z<Z Z w W 0 J D 7 0 0 0 0 0 0 0 0 a 0 0 w O Y U Z 0 0 0 Z Z Z Z Z Z Z Z Z Z Z a? a? w w -= a w (Y) 0 W w W W W W w W w w aL<< <mmwaawwaaILIL � �mm 0 0 m m 0 0 0 0 0 0 0 0 0 0 0 O O CL) O (D O 67 r O COD N LO w 2 C7 o z U � d 0 IZ o a Z � 0 U U w Y a z CL cf) r � C� d ❑ D F � F ciao � � � w w w M M M to rn rn U U U a w w z z z w w w LU F W z z z zzz�wwwr;)r,) <[ < <[ w w_ � 2 :E w_ w_ 2� J O O O J J �s as O a � J J d a J J J LL ❑ w w w❑ Z Z Z � L'} C� ❑ ❑ ❑ C7 (� W W Wcazz,,,_wwzz rrt�c�z��wLLLL cr rrc�z¢!;LL a w w w F IY = � � � F F F O w W U) U) CO W w W W W J a- o- a c[ a IL a- n 2 2 U 0 0 Y Y 0 0 CQ O M O O cry O M LSO N m h 0 to 00 M I— r— O n LI m't M co M 4 4 M Co M co Cl) r r CD Ls7 ti I'-- Lf} 6) m O U7 M N Ln O V N O d' ";r LO LO 1� <- N N O Cl) IT (A r N Mq- Cfl M CP tf) r N vi M N ti r CD LD r r I-- CD 69 �a �w �a 0 ca w (� W U a�i z Z Q z W cr- w w F- w 4° 0) a U o i13 4 C� Z G� > y LL U z Z CD w 4 J J 0 a a U 2 � U S Z tf) w Z UF) O F Cl) a Z W S W O J c� z a W F U) O W O W Z S 0 W ors a O � U J Ow O Z D F < O Cn C] z W S a 0- w F z w Q a C1 tr O U Y z Q m D {j U) Z LLJ LL) w � S7 �z a O 0 LU M , 0 N Cl) — N 0 r- r N N 113- � (D (D 0 (D (D CD CD CD CO CD c9 C9 CD c0 CO CD z 0 co co c➢ (D CD N V W) LO LC) ti W 00 W M m 0 CD C7 0 (D CJ C) C? O CD O 0 0 0 0 C7 C? C) 0 CD 0 O (D y, M co m 00 m M 00 00 00 co M M m m m m m m m m m m 6) m m m m m m m m m m m m 0 U N N N N N N N N N N N N N N N N N N N N N N C\6 CV N N N N N N N N N N N w M M Cr) M M M M Cr) M M M M M co M CO M CM Cl) M CO CO CO M co M M cy) co c) co co M M co N, T N N N N N N N N N N N N N N N N N N N N N N CN N N N N N N N N N N N N UU (} Ql ai Ll M LL r- 0 CD w f~ 0 m 0 0) 00 V r CV CO 00 0) CO A r 0 CO (0 M N CO LO N Liz ti r N m it f-- m LO C) t r zt 1+ Q 0 r N C0 M M M U) ''' 00 0 m m m LO LO CD O CD O M M N I` 00 Cl) cc I- a N LO z F' M r M M M M M M 0 M c7 tl7 N U) m l, '�Y '4'r M M to m cco m 0M0 m M M M 0M0 m M m 0M) M M m 6�) W N 4 N Q N N m m m m 0) m m m m m m m m m W 47 0) m W U) U z = o .� Q W w U U [1 } z 0 LO Q LL ° ❑ 0 U W Q ~ C) W -I L! N fn O �f w be LLJ W U CD 0 > N U) d W W a- Z N Q) W, J¢ Q N Z Z L�L.I 2 (D o U) -1 m ¢ U H w O _ Z LL ❑ [Y 0 cD w z Z O U C W f1 w Z W Z 0. O CN U iL U cn w ° Q U 0 0 W o z cn cn W U') CC U) Un CL �L U) Uf) U) U) U) U) (n U) Un Un U) cn LiO LC: U � LLJ N ❑ Z W LL W Q rG C � �� Z> � •'= 'o w w m 0° w Q © 0 I j Z H H I_ H I_ t= H H CT I- H H #� i H N C i-- H !- W w W w 0 a) c7 { CC af Y R x 2 � ii De- w` w w w UY w' 2 x a a ❑z<0_ C Q ZZ WV) 00000000000000000000000000 w n-¢ CL Q z o w E E o w z z z z z z z z z z z z z z z z z z z z z z z p Z Y m w z T❑❑❑ 5 5 T 5 T B❑❑❑❑❑❑ 5 ❑❑ C en (,} Z F Lp co f— 0 0 0 0 ti 0 0 W r r M e- N� 0 m ti CO L() CO *.¢ of 0 0 r r M M m (D 7 N r� h f- 0 CD 0 0 0 0 LO r CD M f— f— 0 m W M 0 L` r N M r a CD M Ln M t` 0 M T N M o '0 tom„ 00 M M O M N m 0 M LLB mzt 0 0 N w CO' f- M m LOO V M 0 CD f- W 0O '� m m LOO 0 0 f` M N h 4 '7 0 f O r M to C7 It r r N N 00 m m 00 m m CO N"t M"T Q r to r r CO c') N r CO r r Lis LO It N M LC) r c- �7 � c- E Q tc} r w t6 U co _ 0 z a k b d 10 10 w Z Q W_ w O Z sp 4 Z w Q T w (n LL U co d W I- Un w z w U 0. W Z U � co O Q LU 4 LU 5 0 o co U z w U (� w U) U) J U) U w Z LL o w z w LLI Z Z _ w 0 Z Q Z Q -� Z - W CO ❑ Q Z �°a���O�Z�w� Z z U W 06 U z (D J 0 N o z z Ur Q z J z w Q 0 U p LLI J ¢ IC 5 (n 0 0 LL w :2 U) Z Q O W Z w .L 0 7 ❑ Q Q U (Y U❑ Y Y J Z f] n CO (D CD cD M (D Co (p ti a4 O (o co CD (D m W am m m m m 0 W m N N N V Lf) Lf) Lf) Lf) LO Lf) LO Lf) (o 0 0 0 0 0 0 0 (N N N CV N O`J N N N N N N N N N as M M M M CO M M CO M M M O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N O LIJ M M Cl) M M M M M M M M M m M M M M m M M M M M M m M M Cl) Cl) M M M M M M M = N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N a_ M M M M M M Cc; CX) m n w M w M w M m N M co w m co M m M Lam- r- N x 00 V It VM b- Nr V �t Nr LO z 0 N r+ M m M m N O O O O O O O O O O O m v Lo dt r- r- r- 0�0 I- I- r- rip O ti N OD r-- — N St r L-- CD O O O O O O O O O O w W 00 to N N N N N N N N LO LO Lo Lf) CO CO r N r Or P') M (O (D M M M M M M M Cl) m Cl) O 0 0 to m U 6) � (O (O fl0 00 00 00 CO co co 00 co 00 -�f- �t "t N U U U U U U U U W O LL Q W O LL U) Z O o Q z ❑ N J o w z d O C) q,t CD m _ LL W C7 N ON _ (4 O U U � CD CN IL z Z J O J J O O LD Q Q 0 a O Df o O r co C% z LL Q LU ix ® ® N — O co O L)d C¢L CO N Q W tY W" tr b w W Q �' } N r; > ❑ O O O O O Q, N fL m C!) q7 [J3 (!� In (n (n G7 (I) W' w " U W LL LL (LS O r CD m ❑❑ W W W w w W W w W W �' W = LL. vJ U) v) w LL U (� �~ W Q Q N Q W w J J J J J J J J J J LjJ Cwt [n Q C7 CD 0 ❑❑❑ U) w w W W W W O N 0 U) IL C- CL IL W W a a LL IL � ❑ LL V) W W W Of � tY t� CO w F- �� I_ F- M �= W >> w M M M M w a a a a Z> W O tY w d d d cn C) p w Ln cn ❑ ❑ ❑❑ ❑ ❑❑ Q [� N W W to w w O O O `o w I LLY Of � a O w M >C ❑❑ w w w rr) w ci) w cn w w cn w cn (n w w cn w rn w ua w w U Q Z O F d O U) d d Cl) d rr) d m m m 0 © O O O O C? O LL W a C 0- IL U 0 0 0 U— U U U U O LL U H U U U Y Y Y C N J m U o LL W LL W LL LL LL LL LL LL LL LL ❑ O w d c? UZ? - (n 7- -a > Z Z Z Z Z D d ( W Y Y D D LL LL LL LL LL LL LL LL LL LL d LL �` p C� U U Z Z Z p Z ❑❑ m J Q ?? cn c) O O O O O O O O O O ly a rr) t) Y J M O (o O 0 O co O It Lam- (O lqr O rl- ti r- W h M O co O O Lf) O O O In N r h N 0 m co N O LO 0 4 Lt) tn (.0 W R 4 C7 — V� (D Co LO m O N O M O ti O O O N M N Et~ Q M Ci r M Lf) 'It O O O 6 6 6 Lf) Lf Lo 6 M 0 0 b0 r� � 6 M Lf) V 6 O N 4 6 Lf} O m CD 6 6 4 D M r O W W M N O N N N N r r r M N U") LO N M M X O M N w LO r Q �- N r r N LO M O N Cf � N N W CD r r N N r C� C L6 r cl r V .1 ?+ W 0 0 I O 7 Z CD U Q LL U O Z O W Q z w IL ry Z w W � Cl) a U) � LL' W LLJ Ow W Z � J U) z CL U w O o p 0 Z Z U co < ~ E } L1 o J? Q 00 2 Z > D c, 4 0 0 0 ❑ < H O 0 U tl U) d Y r N O 0 LU O O r J w m d m z a Z z z z w < it) w N W d d d LL F-- LJU Z 0 7 a en en U) cf) U) F- ❑ f� M U O N LU Z () U W W () Z C� N �O M co o fif z a c Zo d LL U N w C] a w w-- O (7 Q y Z J � 75+ w d � 0 Z v O N O � M1 O Q qtt Z t' OC 0 r°v 0 O 0 -o a) ` W 4 > W LD L() CD 00 CO CA r r r r r r N N M q' � � = N d' IT CD (D M M (D I- W CC) M M co M co M r r N N N N N N N N N N N N N N M M M M V It LD Ln Ln Ln Ln to M (N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N C'3 co M M M M M M Cl) M M M M M M M M M M M M M M M M M M M M M M M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N J O iY a in w C7 ¢ v� S Z O Z 2 O M LC j �� O O O 0 0 0 W •� M O M CD O M M O o d W tit '�f N Ln m Co CR m O N O 0 O O O O v r X w w M LL LL r CD W N N M c- 0 Lb N M 6 It Ln f- 4 N J J N N t77 M1 O M Ln M N O O CO rl� O Lp N O O O ti M 00 N N m CO O LD d M W M r Lf) h r O 'r W M O h C7? co (D Ln X O w W P N t- 1" r-- O M w CD CO r— � U M � ti L4} N m CO Ct O N 00 CD Ln �r �t CD O O O N `' M > 5 t� > V "r N co N O l�fl CO co N N O_ M M M M M M Q� u-j O O N N N N Z W W W Ln = N ('�7 M [x� O O m f+ r N M O O O d d d A~ M Ln CD Cg CD CU d O c- r r co CD U) r CD CD CD co N N 6) r CD [A L7D F- � a. r r_ n N i i i ZA d Lo O V M � ¢ O M C) CM M W U c.) M N 0 O o 0 o d O O '� M--—- < M� Uj 4 O C) 0 Ln � v "r `r V O C) Lo �- m 0 le � le v �t 'd' � d Ln Ln Ln LC) r CO CO M O N N CO O P•- r — — r J O iY a in w C7 ¢ v� S Z O Z 2 H a- w ❑ w w LL tJ O LL � D- w o� -j 1- v) O w ait it co ❑ Z Z z U) OOO J0O rY Of LY w 0 0 0 0 LL LL LL LL O W J J J N J W W W LL LL LL LL LL a) O O M LC j �� O O O 0 0 0 W CD O M O M CD O M M O M V' d W tit '�f N Ln m Co CR m O N O 0 4 O O O v r X w w M O M 0 O CD W d to M c- Co Co Lb N M 6 CNjy Ln f- 4 N J J N N t77 M1 O M Ln M N O O CO rl� O Lp N O w Ln CT 6 06 N r CO CO m CO O LD W M W M r Lf) h r O 'r W M O M N M Imo- Ln X O w W P N t- r M W W W W W w r— U M N Ln O M N U_ U_ U U _U U Z Y Y N M M > 5 t� > r r C'7 r � Q� W° Q° CC Of ir- O Z W W W = ❑ ❑ U U U W (L co Cl) U) co co U) OQC U F- � a. � ¢ 0U0C)00 wcwncwnu Luu ¢ < J w Iii U) [ruiw � O w Lj Z a 0 w w z O❑ z Q z Q z Q¢ z z Q z Q j W' j LY w ?G LL LL LL O LL z d ©❑ U) v v V ct 3 %} W Z Z Z ❑ Z O U) Cl) O Z LL r%� s*] L•'7 (*� (h C•7 J J J� J Go U) W W W J W O C7 0 Z Y Y CTy O LLI UL S o N 0 N 0 N o N c� N o N Z (7 z 111 W W Y W J w W IL W O W IL W LL U) Z r U y Q Q W W Lu W W❑ Of❑ D Q W FL ¢ J LL LL LL LL LL LL W IL U) CL U) U) m H a- w ❑ w w LL tJ O LL � D- w o� -j 1- v) O w ait it co ❑ Z Z z U) OOO J0O rY Of LY w 0 0 0 0 LL LL LL LL O W J J J N J W W W LL LL LL LL LL a) O O M LC j �� O O O 0 0 0 N M LO CD O M O M CD O M M O M V' d W tit '�f N Ln m Co CR m O N O O 4 O O O v r X CO M CD Ln CO M O M 0 O CD W d to M c- Co Co Lb N M 6 CNjy Ln f- 4 N CV N N N t77 M1 O M Ln M N O O CO rl� O Lp N O (D Ln CT 6 06 N r CO O N CO O LD W M W M r Lf) h r O 'r W M O M N M Imo- Ln X O M W CM N t- r M 0 0 N r r— M r N Ln O M N O O f- w F CO r N M M d CL7 t� r r C'7 r � O ti Lij z Q 4 U J >- Z ? U W � J 1- U U -1 OU W J _C) 2 Lu U) a © z > z CL U Q� W W ¢ LU Q LZLJ Z 40 � m (7 W cn C~I) Z O U) W 2 W a O W Z U) Z O W Lu W¢ Q Q Q Q Z m � J J C7 2 C7 Q W~ i- U Z w O U U J U Cl) W O LLu ¢ Z U) w ZQ Ii 4 J�1 Z Q LU ❑ LL G1 J Q W Z Z Z Q O J N U Q ❑ O LU Q a Q O O w J Y E Z Z ¢ Z Y ~ S W❑ J❑ O r ¢ 4 r ¢z¢ U ¢Q Wp �zQwwaE ❑ W « z F n W 0 5 w W af W Cf) z I- LU � J J � � Cl! otj Q CD J Q W U) ¢ cn J 0 D D D ❑ d d Q Q Q In IQ [D m U U U 2 IL 1L 00 (D a O M N m 11 CV O —M -0 O Cr, C �, —m LL U — ca � LO : ca C) a) Cn D >) .� D U W U) C[5 G aa) v CD N CD 4 C: O i7 v :, Y U 61.1 U W Z z 0 a U U) w w U D y Z F- Z D 0 1a1 W 0 Z w a Z N O CA Z to > w m M M ti r- 0 Q r r LC) M d C) C) N (D M M Cl) r- I- h N "Cr L() N N N I-- OD I- O r M Ln LC) L() L10 CO CD r- Imo- ti I; I+ t'-- I- M M O d W CO M M M M r N N N N N N C0 z 'c}' m m w m m w co m m m w m OD m m m m m 00 00 00 m d O m 0 0 C)7 m O m m m m d m N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N C7 M M M M M M M M M M M M M M M M M Cl) m m M M m m M M M M M M m m m M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N r O�7 6�i 4 a Cfl m N N CO Cm') CD 0 L[) 0) d d 00 Q p d CD co ti M d �' 0U 60 '� _ r r N N N O CO co � C(DD COD O CD r-- M CO 1� I~ N N N CD 1`- r r 00 I• I• h I- r C7 Cl) R` O r r �` 6) ' m m 6) D] Nr V O O N N_ 1- N N V O S N (D I'- �T 't CY dt r {D :T "t O N d) C 0 �_ ti 2 d 80 CO L!) [S7 N d TT d M M d O M M (D O d O O V M V d r- r r r Lr) �I CO d CO r r r r M 0.'7 r r r r r V' V M M N d r M W LC) 0 LCD t# fq (L "t U U N d CD U) 0) r 9 F- W U W ro OD C o d ❑ ❑ ❑ w ❑ ❑� W J tr rY D U W < Q 0� m Co J ¢ W W W LLi �r U) uj CN ni 2 w w Z Z Z ? 0 C\J Ow �� d N(N O Q Q :D Q < a 2} z m W W Cl) co Z❑ 0 m m Z Z Z W Q LC) M ❑ ❑ ❑ N ro } F- X O � 0 ❑ F- F- F- w W W co co ❑ ❑ w w k :09 �' W' tC � LL. - � � Z Z _Z k Li W W (l3 U) W 0- J Y LLl W` Ca Q 7c ri 0 Q i z z }a J J ° cn _ N Z o o 0 0 © O 11 a- cn rn m m U U m O O ❑ U rn as ars c23 [Y O cn( Z ¢a°�OCa� 5z v 0wWd�a= �LY¢a¢ ec��zwo�o �w F- F O O p O w w cn w w J � O O� O P F- F O O w �"� 4 O w U) U) U U L.L. LL F- P > > F- [L' d W U ILL. L- w LL Z Z z LL 6L_ Q' ❑ = 0 } ' O0OOwwww00O aaZ)Dwww w www_w_w_ 0°w Qw of LL LL w LL J J J LL LL O O U) J Ui �' CC J J J J J in C`� (j J O J J J J IL Cl 0- L1 F- F- n- (� U C1 n- Z U) Ci � U W W W L1 m W IL d W cr W 4 U w w w W Ci LL 0. O O O cn ¢ a L1J F- F- CL a r� m ❑ a Il LL LL LL ILL con (❑n a U)i � m U) ¢ < Cl) Cl) m (D U) a_ m > 2 2 (n (n ((n U) U) C) U 0 2i Om U c❑n 0 I- r co Nr O co (O dr LO I- 0) d CO d d 00 d (:> C) co OD Ca M 00 O Lf) M .-. O Lo 07 co r 00 O O CD C) O LC) ti Co (0 M LO cO cO M oo LC) r M C:) co co L.() m M 1-- C') M I- CD M d co N O O 1~ 6 Cl) V (O CD ti 6 6 w 6 6 M d' (D m 0 O 1-: d 6 p W 6 W V O O CV m 4 d In M N O N"t 00 M Z 0 O I'- M LO 0 00 1~ N 00 N r d CO CO 0 CO O CD N 67 N 07 M O I- O M m 0 N m O N N M rI�r 00 r N r to LC) I�t r M r N r r M co co N co N CO IL LLJ V w U W Z Q U 0 cl J O In Z LL } W W 4 a- z } ❑ O � C) OW CY 06 ❑ W a- of 0�(n V LL fj) LL NU y J U Z O F- LL O Q O Z U) CJ Z Z ❑ W O U) to U a fY U w C] W W Q C) {C W H � CL z_ z Q LU 'L' LLI Z U LLJ U❑] L) F_ CD W F-- �: (1) w J 0 (f ww m U IL CO O J Z O Q W ❑ M O J F- to � F- O ¢ � C) � LLJ ro 0 F- IL U) U) W O O O co O Q W Z J w W 0- d r F✓ O F- = W < Ll (7 0 LL C7 2 o Z� Y Y J J OJ Z IL LLJ V w U W Z Q U 0 cl J O In Z LL } W W 4 a- z } ❑ O � C) OW CY 06 ❑ W a- of 0�(n V J U z Q 2 U Z Z a O U U Z w OC ¢ U Of CJ LL U (D Z z C) 4 U ¢ z_ w > Q Z } U = Q CD W F-- LL (1) w J 0 (f ww Z z co *k N O Oi O) Cs5 O) 67 O m m m m m m m O O m O m m m m m m O) m Lo L! l Lo In 0 0 0 In (O N N N N N N N N N N N N N N N N N N N N N N (N N N N N -IT -zr �f'T 'T ,T 'T V W CO W W W w W W w M w w W w W CO w w W W w w m M M M M W M W M M W W W M M M M M M M M m m M M M M M M M M M i 7 w CNrj cN') m m (N') m m m cN (N*] m m (N7 m CO S N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N L) 0 n G_ v �r �r v v Ft `t LL ° M 0 0 0 M O N N O N CO `T �.f) cD f,- O r r N co -e lC1 (O T T ` t° W r co `- (° (° CD ro to ~ v� O O IL M 0o W z CD O O O C] C> O O r O C> Cl C) O C7 C7 d O 0 O O O O W co I-- I- m m (M rn co U) l.f) LO Cf) LO l.f) LO LO CO (o M to (o (D (D Q Lo W Ca W O) M- O r- T W ti W M M W W W M LO m M 0 M m M m M m M O M m M m M m O 0 O 0 (o Lo CO Lo (D tn (O ui CO U7 CO LO CO Ln (f) LO O O LO Lo Z U')') U) O O O O O O t 3 r m O M O W Q M W O 0 M O W W O O M O W O W O W O W O W O W O CO O CO O 00 O 00 O OD O 00 O W Co CO 00 W O W O O O N N N N N N N Z Nr� v v v V v�� t O O O O O Q 0 O d' a d0' v <7 v� n Gt Cr L� tY 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 tY w W' W' Of W' 2' W' usfnfncncnwwo w w w w w w w w 'd` r C9 C7 C� C7 C7 U C7 C7 N �CD ❑a ❑❑aC3 ❑a z z z z z z z z > co Q Q Q¢ Q Q Q O Y Y Y Y Y� Y r- Z Y d Q Q Q< Q Q �- a U) z z z z z z z z C) O W U) Vi (n vi G7 fp " �L w�Il`�IY��oc��aca'o'['�C > �' 'rl'wOf CwofOfOf0C00000000 >,e w � w w w w w a w w w w w w w w w w w w w w w w w w w w 0 0 0 0 0 0 0 0 U)Uc waCa[a ❑❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ao0oa =_ _____ S rr 0 U U U U {� 0 0 0 0 0 Y 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 fn 0 0 w o w w w 0 Z X Y Y Y Y 0 W �� o 500000000000000000000OOOOOOWWWWWFWW l�Ll i�1J W W W - d00000m000000000000000000001LLLILILILwwt- ,U? a J ? w m m m m m m m m m m m m m m m m m m in in m m m co m m Q d¢ Q Q Q¢ d 0 (,) p~p C7 W (f) f+ r- W M M W ti r (O W LO O r- 't I`- W R 1- r M M N M r W Lo Lo M C7 U7 Z O7 M M M 0-) O M r (O CO r- r-- O N M O W M Lf) M M f-- ti N M C3) CO t~ O 0 N if) - M O ^ t~ M N N r- O m (O O f� M M t< M 6) W (i7 (6 1` (O �O (n ti W M M co O) 00 m t o O 0 h- v r �- M M (D r r N N M Lo M �- .- T N M N It M '�t M m I-- m O u) M 'IT Cl) LO > LU F � U 0 z m y y b w U) ro U U W O Cl, UL? CL Q E5 z ° O N i Imo' < (n S d W co 0 Z o w o S 2 } w Z J Z H 0 T Q 06 CD (V 0 O D w Z o W Y W m Q .L o C] > U n CO LL (D t CD N 0 �t N N (n m Cf) 0 U-) Ln Ln «) LO Ln Lo 0 LO LD Ln LO rl- 1- Cn U) co M (0 M Z O LL 'cl' h- C) O Cn 4) Q) O 0) O 0) 0) (7) O m 0) 0) 0) 0) M 6) M M O M LL QLU Z rlw 2 00 00 O c0 C0 m 00 CO co co co co co o0 CO co co CO co CD 00 00 00 0) (0) O O W N N N (N N N N N N N N N N N N N N N N N N N N N N N co M Cl) M Cl) M co M M M Cl) M M Cl) Cl) M (r) Cl) Cl) M Cl) m co M m M = d N N N N N N N N N N N N N N N N N N N N N N N N N N c (D CL r O 00 LU Cn Ln rl- 00 07 O N _ M CD `:t (D V) CO CO N CO 0) O r 0 00 CY) CO O (D () O I� N _ N _ N _ N CO V (D �t CD 7�q t (D d' T11 (D C6 "t CO r r` R qr N N M N ti 7 co �' o) ti Cfl ti to O) LO O uO O) Lo M u) 0) U) W Uf m U-; m in 0 Ln � C) 0 LO 0) LG D) Lo D) Lfi m to D) r- st ti It M O � r1 (n dt O) N LO > O 4 O M 00 00 O7 co O] 00 w Co co 00 co 00 CD CO CO r-- r` O CD m Z O N O m m m m 0 m m W W C)) 0 m M M M M W 0 (S) (D r ti (Nf7 Q ry O O Q � � U) ac LU co co � Z Q (°v � Q Z Iy Z O Z a—�, o C Y z z w I*- O U Q d d U w c) c 0 C) a to Z (0 J Z_ Z < Q U) �'~S ij Q fh _ C 7 d C EO � U a O L1. J i J w Qy W L 4R1)), (_� 1�T r v) ❑' mX L.L �< L.L LU LL. /wy Ole �Z� CD N- W ''` ^) 4! Q Q ^ S__I /� ❑ /+'''�� IJ ❑ /''� LJ ❑ ,+�, ❑ /� m 0 ❑ �y 0 y� 0 ❑ q 0 © � Q ) °o w E n 0 m 0 0 Q n Q ¢ Q o a o o U o :Ea LL LL > > > > > > > > > > > w w d O O d d d d Q Q 2 2i U O d CC] U � co co O o m r- to 0 � LD w sn r- ti M w N (D (D (D M r- O u) Ln N Z 0 M r (D r (D r (U Y M Y Ln O 0 N O 0 Y r- O O O ?+ O r `°' M (D CQ O n (D W? I-- N 4 r OD (D e r (V CO d r M D M W r� E~ V M ti In N In N N N xn CD N Y 0 C CO �t In d a) N r r' r V Y M r >, W O Z s- Z LU o w J U w Q U) Z d Z Z o Q Z U Q Y N U Z W a Z J W of m 0 0 C) m w W d- 0 d U} W � co ly Q CD Z Q W LU w N 0 u7 Q E- 0 w O U) Q _0 Z t%w r�zot� (1) `m W OL y LL U) d d O w -J U Z U W w w= ©> D U Z fJ li w H n N N V � � 00 co cq M M C) m N N N N LL LL (D CD CD N 0 co <t (OD N LD r r cD r ti DD �L LO Lo H Z 0 ul IY LD w w U ZLL of LO LU ~ M Z O LL 4 U) U) LU 06 w U U ¢ U R 0u w w w V) CO cl) 2E lY ?p Z w Z O cc LL QLU Z rlw 2 d H Z ul LD N 60) co w of LO z M kw N a �1 tg R 0u H Z ul w ow z kw a �1 R 0u W p O ?p w cc 0 Z Lw U �. �- 'o C7 z w U z> tiO m >w Lail Of LL Q Q W U J H U) y (� o O W Q Z C W Z U) d U ati Q tY O w d Z 0. CO Z D a U Z 4 to W 0 r. C� a CL d d Z O ¢ < co 0 Cl) Cl) W 0) co IL Nr 0 N CU a � C � ca O � U N cn C7 c O Q) U] -� 0 TJ 5 U N v'n 7� f� C E d v Cr 0 O c O C .IN N CD U 5G w S C? A w Z z 0 o. U UD w 0 w V O z b z 0 Q w U 0 7 z w 4 z 0' 0 0 z w 7 ca 00 � m m m m m m m a, m m rn rn w rn a) rn rn rn cr, mmmmmmmmmmmmmmmmmmmcomm N N N N N N N N N N N N N N N N N N N N N N w U LO Co �l V ¢ m �I - - w a% O m Oa co 00 - - V co O Q N N 9 C-0 NT �i' CO CO W 000 ti W CNO d' Ci�''3 fO Sr c �a O) O r co � V I t M� Lcof) O O O O 0.h') OD O O O N N t= � r N ti RC14 2';t M M n M CJ C lf3 N O O V 0 0 0� 0© L17 l!7 Q N 00 W W M W O LO m co m fD R M M LO m to ti O 00 m m x m 00 m N N N N N N N Cr? M M h7 M M C*7 N N N N N N N C ifJ J z C7 z z LU �T N CV N 0 b- N c6 M w 6 O c6 V o~C a m Q) Q m r a CL LO M M = U wFw- u LU 0 - fi m ¢ 0 m J m b co ¢ z z O > Q rM M T T CO M�M W ❑ C z J z U z z z LU �T N CV N O b- N c6 M M 6 O c6 V o~C N m Q) Q m r N N CL LO N N F- Q D U wFw- u LU 0 - - m ¢ 0 m J m cra U cn z z z z > Q U ¢ w ❑ Y UY0000 O 0 w LL :2 wow LL O w¢ �w U) 0(70 xs CO wLL F F UDa>>�> L--— z Y N r ww� zLl-w ❑ C J Q z ❑U a va w 0 w U w CJ f U- ¢ FD L U O ® LU < O z O J ❑ w< Q(Y- z� J w J a O Q z 0 0 0 0 Y¢ 0 LU LU Y �zU L�L0 LLfLU`� [Lw O - - - - mwrwU t7 -f i7 cry O} m 0 O O �e U� U U ¢¢ UJ ¢ a z m ❑z Q U< J a w� z Z U w cX w�� r J O ¢ ¢¢ m t� J -j w w ¢ LU U z z Z w�+ IY W W W W °� C0 O O cr' Zco¢ ��00QOZZOwwac�rx�v,a w w m Cr W ct w o o o 0 0 0 mz w o o m w a w o � 0 ,L w w 0f z F z( < ¢ � 06 C6 � W LU LU LU u) W cn W a W z 0 Z X w LU �¢ Q¢ ,� w a a a- 0- O p O O p Z LL w�wncwr�wc�Ww - �¢c mfr -,) ��L` �OzwwU w ❑who❑ �ozw�� X¢ (!) Z w � a. aCK X X CL UaUlCl)()) W w W W U h I_ F of W J O p! m LLJ 0- c a- �� w Q H w d. Q W w W LL IL [Y z �� z ¢ i) D w w j 2 J w w 2i 2F 'm LL LL LL LL ¢¢ o O o w W D w U _J U3 tr IL ¢ w (7 2 2 w W ¢ 0 0 0 0 0 0 Lf) U Lo a a. U O O m d O M O�r h_ M O M w d- m N N; m LO 6 m O O m 0 C) 0 C) L O O M T­r (D M M M M C O m 0) M N M r- 6? � � O i+ h- M T O? N M m M m O N d' O N r- CIO N N CO N N N M N LO r N v h z J z U z z z LU �T N CV N O b- N c6 M M 6 O c6 V o~C N m Q) Q m r N N CL LO N N F- Q D T a 7- Lo LU 0 - - m ¢ 0 m J m cra U Lo z LO — > Q U ¢ w L O w W w LL :2 LL O U) 0(70 wOz z Y N r Lu ❑ C J Q of 0 d LU � ¢ m L U O LU m M D O G¢❑ Q(Y- J w J o 0¢¢ or- z ❑ ¢ W ¢ U Q w w Y 0- O U U U U) w Of iz 2 U z o z O Z 00 LL D LU O D U) w F- w O Q O D LLJ J w m ❑ z LU m W J ¢ o Q d w U c� w W UJ LU Z a- < Q 0 :E W 0 0 Z w F- } U) F- z w d 0 U Y z Q m U3 ❑ F. OW W~ W4 ik Q Y 4 +° ate, C 4 z J n U z z z N �T N CV N O b- N c6 M M 6 O c6 V O N m Q) Q m r N N Z U) LL O LO N N F- Q D T a 7- Lo 0 w - - m ¢ 0 m J m w LL Lo F z LLJ LO — F. OW W~ W4 ik Q Y 4 +° ate, C 4 SD 41 (4 W Z a LU O a Z y di 4 C? m N M N i 1S O 7i ¢ O O N N a i- z LU Q CL U 0 z z v°i z J J w ti N CL o 0 m z J U z z z N w U O z w °� w LLJ (7 w :�E ¢ D " Y O Q ZU z Q m w -=,I Y LU 0 Z U) LL O ¢ z F- Q D T a 7- J O 0 w - w❑ t0 m ¢ 0 m J m w LL ¢ S F z LLJ SD 41 (4 W Z a LU O a Z y di 4 C? m N M N i 1S O 7i ¢ O O N N a i- z LU Q CL U 0 z z v°i z J J w ti N CL o 0 m CO N N O Q 0 Y r r d' T M (� O W M It co 'ct N CO N co (D N Co — N O U) Z 0 U co M N M N M M M N N M M M 0 �r w N N N N N N N N T O co O ro a `t i r T r T N ai p (D d LO N 0 N V{ , N {�] 0 LLI Q p Lo Lo 0 LC) co V C) r O O 4 4 T r Lo L{ j N N N O (D N N N N co 4� Z O It LO U—) O N (—D O (p O b 0 r O N Z w w w m O �mmm� ❑ w LL�n W W w d 0 2 IY E w z Z O W W W O C a. W 10 Q Q ❑ — W O ❑ d ❑ UJ O Q U (� f- Q Z� W W CC W 0 U <( W m rc ° ° � ca D li ULO (� 0000 O m ) (D W O U� U z Z Z p z ?: U O W 2 a � " O LL w W D m > O O Q 2 O p _ Q <i U U U 7) W U J S 0 M N o CO o E :3 67 d. � W 0 C7 r 0 O L°n m rn r o0 a w a L) 3 Z O Z on co W Q in z CD N W (, °z z �� Q Q LU Z Z 4 CO Z 0 z J O O st r W Q U' 0- (} O N O N Z J LU Z U) LLJ Z Z7 z C U co o � © m W Lu a- IX] a0 ob � CO 00 CO oa aC3 G7 N N N N N N N N N N M M m M M M M M M M N N N N N N N N N N Q CD CD 0) C D co LO LOCI M co 00 10 m 0 0 LO LO 7t 0 O r N N N N N LO N N N U z va U) CrJ U) CC IL L 0 M M w 0- U Q w � ¢ ¢ 2 d w � z IL � W J J Z o 0 o a o z <t W w LL LL LL LL Q Co W 0 00 o} m U) z z W W w w m p< W (D U) U? CO U) Z J LL O U U U U <t in ❑ >- > i 0o 4t 0) m m m 0 LO m o o a o C3 0 o o 0 � rn o 0 0 p P f t4 (D 00 00 O N N N N N N N N P CL 0 N N (N 0) O p m m m 0 0 0 O O 0 0 O C7 a) w O O 0 O O V N co N N N N c') M c7 (1) CO M CO CO M (N Cr) 'm M M LO w Cl) m m m co co C7 co CO C7 m n co c7 n M c) M co Cl) N N N N N N N N N N N N N N N N N N N N N C) ZA (6 � V d co �O co T r CO 6) tt P 00 u) LO CD Cl) LU V V ifj if) m p N N N N N N M m w d' (D CO m (D 0 P O 6) O N N(D P V P 0 O �� M m 9 P O P N �` oo P O0 P p P m I� x w m P P f� w P C) � N 00 P co P O0 P N N N Cam{ td. O m N U N U N U N U N N N U U U N U O p N U N U 04 U [`- P It O � C7 C{) 0 Cf7 0 U U U U U U U U N p N Lo r U U U Z U �_ W U) Q Z Z U W w Z O z O Q = p Q ¢_ c? i U w'T = w O Z C~3 ¢ Q Z w z W Z � w j O U© w J EL Q O 0 0 0 LL � F F Q w U LU C7 Q � W d w LU w Y LL m Z Z O z ifj m LL w O (1) — U' `C � Z ¢ U ir) Cl) -i a- LLI LU F, Z F- Z © CD co F U U z f O Z � (fl w (n J J w w w F< U w Q w Q w w 0 w ~ LL lk� 0 z w w� W H w U) m w J m w z w U) Q vvi — 0 U -j U) co G9 J Cl) Q 2 . ^ w w . w O >- (n cn = e w w w w w w w 0 z z 0 w w w o 0 (D (.D m m w 0 0 0 w w Q ¢ Q a � w U) U) U) U Z T S S c LO � Y Y Ci ===_= U U U U U U U w' [L' U �' w Q 0 U U U C) W LL w w d _ �' @ Q a U = CL Q EL = R' lY w o- a- U) CO w d D- D- D- � U U U U w w a- U z¢ Z Z w U U U U U U U U ¢ U U U U U 0 �� Q Q w� ti U U U U U� � a. a w w U U U LU w w X x w Q¢ Q Q z Q¢= w w Q Q w ? of a 2 2 w w O a X cK ix -i L7 C7 CD � CO O Df 0C 2i 0 0 f) N ~ Z O 0 O N 0 0 0 (J) C7 C0 CD C0 (D 00 O C0 obi OD ca O Cdl 0) O C7 p N ❑ O 0 T 0© Ln N h 0 0 0 CD O C0 0 0 07 00 N O O p p d N Cf) Q m O m P Ca P Ch m (.h Ch p P to O c d CD p C-i co Iti m 6 6 6 � co cc N N N't m 0 Lo 0 P n,. to co P N � d lv 0 T ti Lo N E a � � N to)- LU U_ Q 7 z U W W C1 LU ui o ui z w W W Imo- (j w U h O cn U D cn Q U L) CO " a cry FI d J L w w U) w a J _ U W Z w � Z p y W Z U y w Z w y F- v m U Z O z O O Q) e `� Q O m Q p a N � W o� F- �< w� w �-� a�a¢ u°a w UU m -, w F- a 2-1 w ❑ Z H m Q Z O 4 }Q F_ Q °° Z O ZO p Q Z Z 0 U C7 U) � F U U ., io a U Z a U U z of w ro Q Y O 06 Y ❑ c) w a o¢ �{ 0 0 w 0 of o T Z Q Q Z m is U y LL m +^ C5 Q J Q. CL m CZ N c > 0 C) CD ❑ 0 coD ❑Y ❑ ❑ V)Z ❑ 0. o to w Cl) Z C6 w U Q It O N 0 O a z uC)i v O C c d F 0 CL LL N u (n U ❑ O (1) U C) [!1 z J � C7 CD F 5 ❑ O �E a >+ w to 0 IL a z c1° 0 o LU a o Z r 1Y CD a CN O m Z �7 a > {1 0 0 -1- ,T � 'T f v- m O w w 0 Ln LD U-) L[7 Lo 47 N rn Cn rn rn rn� rn a M M M M n M M CO N N N N N N N N r- t4 00 co O O p C4 C) O r i Q N N N 0 0 Cc — 0 O CA 0 N 0 m t4 r wt O O O M r- O N C.O — 0 N 1`- Ln f� m N '� �- O CO N N m Q Q to 0 It 0 w w m Lr> mItr N— r N r` _ N f` ti M M co ti O 4 m W ®I Cn LU Z CL W X 0� w 2 -1 W W d F LL] ' U W U _U U_ U U_ _U > Z > > > > > w e% W W W W W W� - Cn {!) fn Cn l!J W - Z CL Q Q Q d h OLL 0 M M M w N 0 0 7 � M O O M t0 0) , tO CO Lh O O N N M r- tO M rl_ LO O O LS i ti Q to QQ r LC) Ln N m 0 O ct It IT N 'T Q n m Q Q O O CD U-) U') N v l7 kn (D tQ n r~ � w w w w 0) m rn 0 tra m m 0 m m 0 m m m m m w N N N M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N LC) t*] Lfj ti O t~ Q w CA w Q Cl) ) co W U z x a J J ¢ j > a w w N LJ co Q F W U (} U) 0 ? j > F O CO M LU Li 4 a LLI LLJ Q d a Zq A z Q EL in E U w 0 Q Cl) r U) Ow Q 4 ¢ LU 0- 0 < C) CO N a U O fA d U LO :) N m 0 O ct It IT N 'T Q n m Q Q O O CD U-) U') N v l7 kn (D tQ n r~ � w w w w 0) m rn 0 tra m m 0 m m 0 m m m m m w N N N M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N cr) w J rl b� w U LL LL O m Q N w 11.1 U O N w U z Z f- D 0- z w 0 ow U L) M EL_ LL O O W 4 ti ti N 0 V 0 w cc a w w a 4 0 cn W LPL] Z ♦- LL. LL. LwL cr) CD Z Z J_ ::j U IL LL F zz�' O O U U m O O N O O LO Lo LO M 06 LU V O v¢i C.) L` O C Z w. Z rL (D O ❑ U 2E w F Z w Q W W O U z m F W Z (7 0) W M W 1L U LmLI w W iJ Z co LU W U LLLI LLLr W_ LLL.I J J-j J¢ J J O ,i J J J W CL_ Q CL Z 0 a 1L w d d d D- 5- W CL dLIJ W a a- L j Ll CL d a- D D D Z T Z) Z) Cf D D D D cn c) (n U) Q O 0) co - U) 0) to to Z Z Z Z J Z Z LL U r- F p¢ F[ Ca FY � F F F F H W � U- W W IL LL W W W LJ W w W m m m W w ¢ M M w tl CL CL LL 0000000011C0000 N Lq LC) t*] Lfj O O t~ Q Q Lf3 4 CA w Q Cl) ) co W U U) J J ¢ j > (n w N M Q Q Q tO C14 CO LO w N N O O CO M C3 C7 4 r- m ti w N 0 0 _ 0 O O a � zz 0 � Q L17 d r Cl) r r CO r m t4 Q t1 Iti m 0 W 0 J N O 0 fA M LO M� � r LO 0 tp Z Z r. ti m Lo OD 't O ,Zr cCl CA Rr-- co N m co 00 LO to ' r 0 � to t0 to CO CD CD O ti ti M r` W U W cn l37 07 CA m w Q N to N M Q CwO - to I~ to t0 to cr) w J rl b� w U LL LL O m Q N w 11.1 U O N w U z Z f- D 0- z w 0 ow U L) M EL_ LL O O W 4 ti ti N 0 V 0 w cc a w w a 4 0 cn W LPL] Z ♦- LL. LL. LwL cr) CD Z Z J_ ::j U IL LL F zz�' O O U U m O O N O O LO Lo LO M 06 LU V O v¢i C.) L` O C Z w. Z rL (D O ❑ U 2E w F Z w Q W W O U z m F W Z (7 0) W M W 1L U LmLI w W iJ Z co LU W U LLLI LLLr W_ LLL.I J J-j J¢ J J O ,i J J J W CL_ Q CL Z 0 a 1L w d d d D- 5- W CL dLIJ W a a- L j Ll CL d a- D D D Z T Z) Z) Cf D D D D cn c) (n U) Q O 0) co - U) 0) to to Z Z Z Z J Z Z LL U r- F p¢ F[ Ca FY � F F F F H W � U- W W IL LL W W W LJ W w W m m m W w ¢ M M w tl CL CL LL 0000000011C0000 N Lq M t*] Lfj O O t~ Q Q Lf3 4 CA w w J W U U) J J ¢ j > (n w N M CO LO M tO V' O M CD w N N O O CO M r- M ti O m ti w Ln 0 0 2 Z Y V; O a � zz 0 � Q � U w O U CO Imo- 4 Z4 z oLLJ ca �a o VW 10 Ui pQ w Lu o a IL Z LU W Zw r < aCL 0 ¢ to w J W U U) J J ¢ j > (n w w U O Z LL LU W ° O O U 2 Z W Z w< (D .6 F- a) of U) 2 Z Y V; O a � zz 0 � Q � U w O U CO Z Q LL m 0 W 0 J J J co O 0 O 0 0 0 O O O O O N 0 O P- (D DO IX3 c0 oD tX7 aD cD GQ 03 aD O? O T �t � I;t `t � C7) O7 O O O'1 O; O O 67 67 67 O7 O O O O N L) N N N N N N N N N N N N N M M M co 1 j N� 0 N N N N N N N N N N 0o N N N M u7 O Z LO O (N T r r r M O Q LPL N LD L17 w Lf) I,f) U N M t- M U U c6 r CD Q N It W (,) 0 CD 0 0 LO 117 r e- r N Nlzr M N Q r- CD I- W h 1• Co CO LO LO Liz LS7 LO LO LO LO LO LO LO LO m LO c€1 f- M L- O M LO I`- I- t~ ti CO co O C4 CD to CD cc CQ M O Z I`- 1� h L-- ti t, t- L- r - L-- r• N It (D (o to CDCD CD C7 (0 (0 CD �tio10(0 U O W U} w U) Z �t w r O LL X �C w —` z D (D H ® C.) L C Z U) U) U) U) U) U) LI) U} U) U) V) U) — O w w w w w w_ w w w_ w w w w_ C) r J J J J J J J J J J J CL O J 7 O N N Ci Q" LL w CL W CL iL w fL W IL 0. W 0. CL LL LL W (L LL CL LL CL co W ' CL LL LL U D D:) Z) > > >> >> J w D U) U7 (b U) U) V) U) U) U) u) U) U) W U U) Z ro (0 w C7 C7 U 0 (D C7 C7 (D C7 C7 o C7 O to U c Z Z Z Z Z Z Z Z Z z Z p w Z p a) LU " H h H H H H H w( Q 0 0 9 ��Of C�� r�M a, > dCL0-aaaaa_mrwiaLL`Lj(LD in j J ? 0 0 0 0 0 00 0 0 00 O O w (} C N Cli N z r N O r W O 0 '' r O N M 0 CD O Dm m Lri I-- 0 N m w w T w N N O Iti O Q 6 P- to 4 6 cO d' 0 M O CO co L17 t o C �j r LO N M O CA T to O T O M N O T M r M T CL LU c 0 CL O Z r J o a H D U z z v a W Z w co w U O Z w w Z H U D W�Z LL UJ w Z T ❑ U O Oa T CO LLJ p� 4J ® a co Z Q, w U W O a� LL LL U w O z C O `J 0 J O U) U) � CG M Lo 6g F- Z LLI X w w w ti k a: a Gl Cl) O L17 CD CO CO CS7 M CO r CD N C ) LO R LD m 'd 't et U7 LO co CJ co co m m 4) O O O O O m m m m 0 N N N N N N N N N N N N N N N Cl) M co M M M M M M M M M M M M N N N N N N N N N N N N N N N r �t O O Or V �t ';t I;t `t N O Ci N co � N M o O O I� N N N N T N CD� co 1 j N� 0 CD co O h m CO 04 LL O co 0o to ao c0 u7 O T LO O T r r r M O Q LPL C7 LD L17 Lf) Lf) I,f) LC) N M t- M U U M Liz o w Lo w U) U') LL w LU Z C] CL W W Q © o O co Lu Lij LO r _ (n U) C7 U U W> 0 Of U U O O LL ¢a -i w www00 O LL U U U z LO z w� a o N o ° ° w � ❑ � D LL J w CE � J Q J O w w 0 zD- LL LL LL LL LL W LU w LL N U❑ w 7 w >- Z) O Q == (5 5 5 7)� z� [w L' U) LL Y) U) U CO ti CD le L!7 O 0 LO CD O LO O O 't M co LO 't M O O 0 m CO LO I- Q w N m 6 O 6 N Qo �r-- L6 M 4 W o6 N 4 6 co M M It 't M W N T O 0 M M N Iti N 6g N T co M 0o co m N r. LLI Z Q U z to l 7 w Q U O CL N > U sO Y CL ° b z ii w J LL w J W< W a m w a U Y ¢ 0 W O T= W CL Q f C7 w CL U U) CL C) ¢ r m ¢ U a� Z d Q Q m U 0 w LPL LL co It r- N N Q O N M M M�t to m��r �t co r- Q�t (D co (O to r- O O O O O C7 O 0 O_ N N (D [D r- ti I- M m3 m7 W m w m6 mQ m LL W M M M Q Q Q Q Q O O r r r r r r ..� Y M M O M M M M Q M Q Q M M W Q Q m m m Q Q Q Q O O O O 0 0 0 Q Cs o 0 0 0 O U N N N N N N N N N N N N N N N N N N m3 m) m M m3 M M M M M M M M M M M M W co M M M M M M M co M m� M() M M M M M M M M M M M M M M M M M M m M m7 M M = N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N " N N N a) V (m :t M co w („y � O CQP O O M to (D � Q O M M M M M CL M (D w 0 r-. (D m M w N N M Lo (D N Ca U N't C :t w M n M 0 C? r M w (D N M w m N CO N qt r M Cl) O M M M O O) 0) M Q M M r r CC N LO O M� V C) C N O O r r (D Q N M r< N r O N N r Lo H M O > CO r~ 1,- N N M r N N w N (O 4 4 v vU-) w 4 4 1.7 Lo Lc) Lo (n m m (O m4 I— CD O O r (D M U) O1,- P- O N lf) rI�r V* It V M N N N N N N N N N LO LD r W Q Q CO (D Q M M (M O M O N M M V (O Sr IT V (() M M M M M M M W M CD CD � U � J m � w 06 M a d U LU V) �t U ❑ m M Z C] S S LU Q N 2 Q J J Z N ~ w z LO ❑ 0 Z (7 0 cl a) (� o FO '� D u) 2U) LU U) a�� Q -CT W (n ❑ w H U- j Z Z v Co O � r CL D co LO > rr (D w 7 Z w cn U d © N 0- v) Z' n -) r Z w � N CU o M LO *k cn W cn Cl) (fl QL w w * * oo u m * ma $k F LL LL z a* c l m LU ' O a N a a a O Q w a m a s _ �' Fes- O d Q J a .I a w 0 0 N U) o d 0 � tY O O 0 ¢ m o o Q O LL LL c/) U � cn U) U) U) U) [i cn < twi. � p > > u7 cn (n U) Ui cn co z U (n U V) Y) U) U cn U) O a) d W W W W W w❑ w U Z LL w w w d w W W W LL1 W p W w W w J Cn w w V w o U q O J a a OJ,.. a- w p Z U 0 n- d d D- 0 d IL r0�- 0- F a U a- 0- C� W w d a- ns � w 0- a cL a 0- - O a Z 5 p� LL o o a D a 0- 0 0 IL IL [L a Q w Z a. w a_ a_ w Q IL >Z U) ? ❑❑ LL V) V) ❑❑❑ (n (D (n � S (n D U) Q J H [n Q U) I- c!7 [!} U} (n D V) D V] Z v) D V) D U) D (!] D Cn H U) 7) Q V) LL D [l) J w ❑❑❑ U) V) V) H_ ❑❑ US (!7 p N Cl) () tU)j) Z 'It (fl M M O N CO M N LO O (c) O O 0 r+ Ln r- (c7 Q r � � (D (D r 't (D (D N CO CO CO CO M M r N N V LO Cn r M Q 0) M O C() (D tit OD N r` (n LO D) 0) N ti It [t LO W m N M to (D 'T #? M O Q M O M N�'Ir M O r~ qt (D (D CO 0 I~ N M O N MUri O) N N N 00 N CD r Ct V r M M M N M N r N N N r- 07 r QO �t r Lo M V CD CL a) M M 4 N r Cl) N (D N r r C a r N r r LO LU m a O Z cn U3 Z U 0. O © Z Z ❑ w w U) U (n g w o ci U Z Y LU W U U Z LL Z Q Q H �t cr_ 0 � � ❑ oES � Q a � � U Z ❑ � w J z~ w p m p U � J w p LU r) c� m���w �C) mWOL U) m z U ? � w j 5 < p w Q w a a U) Q CO z a F- w r U Z �` w 4 ❑ Z ° 0 z U ~ x J clJ Z o c`v 0 r [L` w 4 Q z W ❑ Q o E U Z �• W' LU Q Z Q w U) LU W >- EU Z O S � U 7 W CD W W J U (7 w cn ❑ 0 U w w J w Lit � U W S o I— o ? ❑ LL (J S J J o fL CL LL V) V) fA (n Cl) n- U LU U) 0 S 0 J LU S H OD ft z CD CD X M 0 C� O O O O O O 0 0 0 r N 'qt LO CD � ? � � Er L N N N N N N N N (,N N N N N N N o 0 0 0 0 0 0 0 0 o O O o 0 (D O 0 O 0 O V c7 c') Cl) n C'} co c7 c7 C7 Cl) m CC) co c7 Co c3 co M m W m Cl) c7 c7 c7 M CO C7 M Cl) co Cl) Cl) c7 co n to co co = N N N N N N N N N (N N N N N N N N N N N () CS} Cd CL k C7 N m O M N M In Pl- f+ 6) 0) C;d r M1 r CD M W P- C7 Ct LJj N Imo- CO P- 00 [— 0 0 C O 00 OD cc e0 CD co O N O CC) `7 co ti i- CD f) (� N co CD OD co 07 OD OO 00 OD CO CO OD CD OD OD O r cn CD r-O r- O N N N N N N N N N N� 4 oo CO °a N N Lr) ? CS � U 0 U U U U U U U U (U7 r m r Lo c+7 U_ cp W LL 0 U w Q (D Q J Q cq O U LL LL z D D W W � r O> Q r W Z Z 0 � LU LU N U Q LL! >> d om n.. _ E N O O W z d 0 W W fn H Z ao d Z Z U U w C) Q O LL Cl) C Z Q C7 0 LU LU W uvi O U Z Q I V? � i�� O � Ci � � CO 00� W O W W W w w W W CA � Lu ° w w w u P- w O Q¢ Q Q Q d Q CL z w 0m ~vUUVOrz7UFZ eU,7+` -' u1i LL CL CL00� IL LL U -1 �m 0- m a W to U) W< W P w OC fY W w W w 0. W w Z w m U' Z LL `n 0 cU LU 2 U 4- v J Y w L ' U CJ U c[ J q Y a �� 0- op � o o �—' D �= m Cti m m m 07 `� Q Q W �- 0, J ? cn Cn W U7 CO to � O 0 U U 0 © � - W U) 0L (D N U 0) (n r- m m o N O O O O m O O 00 O 0 zj- 'V M W M It LO 0 0 0 0 O 0 M 0 N CD O M M r O OO m C:C1 c') Lf] Lo Ln m 6 m N m 115 N U! O LFJ 6 M m N M 6 N UJ m 00 Lfl M 00 CD Lf7 w r m CI' 'F3' a) Q N C7 N r CO 0 N r r r C r r T LU cv U tl Z O w U) I- W CU7 w } Q U LY LU (q W LL O U d w w U z o O � z Z_ Q d U w Q CD w j Z ° W J D Z w a- LU O W Q Q Q W G Z U CD r z a= = Z Q Z U F- O U C7 Ow f°y m J LLS w Q W (} w z CL w Q � ~ z z a) 'L o ? H rn LL N Ob CD Cl) co N U) U 4 Z7 d y is d7 4 67 67 m m m m m co 0 M M m M O �i '�r of It �T V CO M O O O O N cn m m m 0 m m m c O CD CD CO N N N N N N N N N m M m M m N N N N N N N N N N N N N N CA r p O 0 co CD I- m 0 O aD 00 00 00 OD C77 O N CN N N N N V N c] N � N N CV N N N N 4 v O N O w w CO CD co co CD CD O r- V' N V V 60 od co 04 CO 00 OC) cO O h ID N a' h 4 0 0 0© L1 O N U7 W sr 00 m N r r r r LL cL o m 00 m U O O O 0 CI- O O O- O 6 m � V � c1' V V' � > m O � OO U J J LL w Of J z W LL' � w W 0 0 0 0 I(- 0 o 0 U = 0 0 0 0 0 0 0 � O o o o z O o 0 0 0 o o w a 0 0 0 0 LL 00 M M Il- ti r- 00 CD et O O r O OD 'Cr 0 M LO 0 m 0 I-- t`- LO W Lf3 O Cry, clJ M Lf] -t 4 r t- m r -t Lf3 Iw co N O M r r r I- N LO N r- Il_ N H z LU z O a Q Q CL � � ? � � Er L LL 2i LU H Cn h z W d w 4 O U Y z co D co i O C7 0 0 0 CD 0 0 0 0 0 0 0 0 (D CD O (17 M1 Lo Lo N N N N N N N N N N N N N N y.. N m Y IL LL 0 O 0 0 O® 0 0 0 0 0 0 0 0 C> V C m m co m M M m M m m M m m M Q O LL m m Co m M M M m m m m m co m D D w I— = N N N N N N N N N N N N N N c (1 m O_ 4t M1 >` M1 0 m Cl) m m m m m m (D LL M1 M1 M1 O 0 0 L) L) m O m 0 0 oo co OD 00 co 00 0 00 00 00 00 00 c0 0 0 00 0 co 00 0 cc co CQ 00 000 cO 00 00 25 M1 M1 M1 M1 M1 L,- M1 t+ !-- M1 M1� M1 M1 N N N N N N N N N N N N N N z Uc.�caUUC.jUUUUUUUU U U U U U U U U U U U U U U C) N O Q) co o 12L C z 'V 0 .cn ro a0 �—�, �> - >- >- >- � 7^�i L � LY 0`_ LY LY LY LO a L) � ¢� w Ir Df� of� Q� Of ¢� � [r cY oC U 0 CO CD CO CO ED M ffi CD M CO CO m M m L:) J J J J J J J J J J J J J J L LL O_ iy- 0�- LY LY ()� of L� LY CY = ct LY 4- ?: U w CL CL d CL CL O_ a- O_ W Q_ m O_ O_ p N > Z Z Z Z Z Z Z Z Z Z Z Z Z Z +_ LL U- LL LL W LL LL LL LL LL LL LL LL LL p J v 2 2 S S S S= S S S 2 2 S S w � U ZCO Lo r M 0 CO r- '-t M 0 LO � M1 0 Y 0 e-- O r M1 N CO O M ?, + D d (D W M r M-T dam' r O N O N r ,'�-- r d � a T 71 W m V a O z w L- W a w LU v CL N LY 9 0 Q r M1 a m O [7 ,r z J U w Y 0 CZ N O o ao 0 r CO Z a L o > a D r) w Z a 4 W C] r O a w 5. CL O Lo LO O CAD M M Q O CO N N N N N N co M M M m m CY7 M m co co CY) N N N N N N N N N T T O O O O m �,y L i i N co co M M m ¢ Q 0 Co r O O O O 2 N 2 O N N 4 0 0 N N CN CN N N LLJ W J C) ZZz CCWZNw(D w w W w L; z W z z L o W Q ❑ ❑ W W' Ln Q d Q U w Z m co W U) J ;> CO to a w w w¢ O 2 U O z LL LL z z ¢ w 0_ w LL LL O O w ~ w � U U N O w W J C) O O< z w� w N N� W Z O_ Z m F- V' N' T O LD 0 M 0 Liz CD N (D 0 M1 0 V 0lqr r ❑0 0 0 C6 O T d 6 LO M M1 T 0 N LO 'tt R CO (D N CD LL W z rL (n m r � (v O fl � I�t r Z U O Y ~ O ¢ H CD Z W Z U W � U) U Z W Q Z O O w O ( 4 Qowwc� O m Z � D Z_j O z 0 U 2 LL O LW L! Q w O ZE w J U [L W 2_ LU CL 2i z Y U) in (D CD I- w LO N 0 m m m o m m 0 N N N N N N N N N N N N N N n F- OD C14 C14 OD M N It CND (N9 L C7 M1 N OO co CD O (17 M1 Lo Lo z -�t O L{) O W z LU IIX OQ 2q w fl 13 w U " W W [) ro Y O CL a � w Y�/ T Q CL O� O < fL O � Z � Y D U ~ O U J LL a z z z 0 ¢ 2E Z z Lw W U L ~L Q � U z U W LULJ J z Z W U O F- O L(j N Z M T 0 W w w U ~ � LD M J Y J N m ❑ � W IL LL w J_ LY C) [1C O O P J O U O d w w.) U C Q 4 LAY n L}O d Q S U w wi? Y LY w LL Q O LL QmaJ Lu Z = U Z Z N W J❑ J D D w I— CL CL U O W z LU IIX OQ 2q w fl 13 w U " W W [) ro Y O CL a � w Y�/ T Q CL O� O < fL O � Z � Y D U ~ O U J LL a z z z 0 ¢ 2E Z z Lw W U L ~L Q � U z U W LULJ J z Z W U O O L(j N M M T 0 LD M M1 N m LLO O W z LU IIX OQ 2q w fl 13 w U " W W [) ro Y O CL a � w Y�/ T Q CL O� O < fL O � Z � Y D U ~ O U J LL a z z z 0 ¢ 2E Z z Lw W U L ~L Q � U z U W LULJ J z Z W U O co O s QS cm co W CI' O N Q) Cl) > Cp O N—m -U (� C j r 0 O U- L) LO :tf (.0 U) U c `o � ) J A) co c d N E 0. O N O 0 c 0 a m c w 0 N 0 u U W T U ft W U 0 z z 0 CL U W O W _U 0 z Z 0 Q W U_ 0 7 z LLI Q z w O In z W 7 V r M M M M M M M M M M M r 0 O O— r` LU O W � M DO CO CO 00 00 6) Q) O O r r r r r r r r r r m m m m O m m m m m m m m O C? O C0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N CV N N N M M M M M M M M M M M CO M CO M M M M M M M M M M co M M M Cl) M M M M M M M Cl) M M M M M M M M M M M M M M M M M M M M M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 0 M r- LO Ln 0 It u) N M t# 6) N N 6s N (D OO Lf5 N O M N O O 6 L1°1 N CD OO N r- `r 000 m Cl) co N — p r r` 61 N 00 N N—]- �' r C r M r W W N r- N M N M co M> z j r M N N M OD N N N CO O LO Xr) M r 0 6t m C4 OO CO r< O C*) N M r- 00 x M M Lo Lo M N 6) N N N N r r N N 6l7 GO 6i7 c-- Ln 6S7 '�Y FY 43` 6i'] Ln LL? [i' Ch � Lo LL3 LI) U7 N N O CD CD 0 0 0 0 0 17 M CO CO N N N N N N N N N N N N N N M M M co 6? U) 65 m Qa M 6) 6) 6) 6) 6) M O0 c-- r 00 00 00 co OP 00 O0 00 M 00 00 O0 OD M M m m M M M M (1) w J U LL co IL W 0 Z U) a- W J U W UJ 2 U) LLJ Z> � 0 F- J [rJ � O U W (5 Q LL Lail 2 d m � cn -j W ❑ � w = J Q W O D ❑ 0 J W' IY d w¢�a U- LL J U [3 �- W— W H Q ❑ Y W W tl J = _ O of ❑ D Z U U U CL U) to U) LQi U U) Y < Y a U i? 2 w w CO J J cG J_ ❑ � O W ED F � � J m O U m LL LL U) w J z L¢L W m LY (/) m C z W w U W Z 2 a 2 O CC O Y O U) W LJLL 20aU)a (1) W U) O J Cl) of 0- U Y < LL a w O of O � ❑ J a ❑ U [q U Z U < —/) Y Cr W J C) LL U W U W m O Q 2 w OUm0(n y W Z J o LL ¢t7 Z Q �5 m � � J O Q Q Y Y = m m J z O U W LL w Q Li Q m w F-- (0 M M CD O O N N N O SD M O CO M r O LO ' r La r` V' M N N O O Sf O 0 r- 0 0 0 0 0 CD O0 sr O rl- R CO D? m r- M IF N O m O M N M O O to r CD r- 0 M O LO (0 M r` O O O O O 4 67 r~ N 4 67 6 Ln 6f? r O CD 6 m 4 O N O r- M 6 m r O W A r` N 6 CD O 613 M ti CT U() "It "It r Ln Ln r 0 O N M M O r Lo r r OV N N co co N W co O OD 'Cl- 00 r O 00 N N r 6) M 2 W 2 F- LX d W a z 0 Q W CO V U Z U F- V) w Cl) Y CD C1 F- a I L W ❑z�n T W O W :E U CL w O z >i J Ll U U J ❑ w U to Z Z m O 0= [Y_ ❑ 2 O w W Z F- m O � ¢ z Z) J z0 o O C) 06 LLJ O U z ¢ a �3 w < 2 O OIr- U)U)to O U IL ❑ U) tr) z m 2 J ❑ Z U} d J J d z O z LY W z x _z w 00 (} # z 0Lf) CD m 0 0 0 o — = M r co r O Z z z Q Y co z e- O r O N 0 N O N O (N 0 N 0 N 00 N N 0 p W � U 0 U ca co m m m M M m m M m M M n m m m m m m m N .� ui 3: > > U) U) N N N N N N N N N N SU r• m L) N U CL a- it 0- Co U) co T V) N Oo co co N N v m cO 0 � W rl OD co N N N N r- co cr) U U U U n CD n LL- cB) k m c3 co c) co m cr) � v v LL ❑ acoo (DD cD N cD N co ri fD D7 e u7 v 0 o N co co co OD N C? co Im m U U t`�a U U m c m U U U U ") 0 a � Y qQ L� J Y � d m0 d N zz 0 U) U) z 0 W F- 0 _j � W W J LU co O T : z © a Q Q a� O0 z •� O DU J a CO CO LU ❑ Z ❑ w W Q � W W LL U N W < Q O ~W❑r,)WLL O LL 0 � a.- •- (CT cOry O.Umm ❑ m ❑ LU U) Q O W F- LU W yLUm = �¢ 0 0) d J 0. 0- 2 J F- +' -0 > z= tC O 0 D- y� C) J Q Q LL Q= LL U) U) ❑ U) Q LL U ? U QGj Z 0 0 0 Lt? O O N 6) O r 0 0 0 Cc C? C] r M 0 M I S C O m w N m N N 0 N r-- 47 03. Q N m N N 7, ui M U a 0 z F- z W a CL LU w z 0 < U) LL LLI J z O O �+ a d C ) z > Of N W r1 W Z o Q Q Z O❑ H z a x x d z N p r z Q ❑ w z CL C m F- UJ N O � ?© N D 2 N 24 P tl• rB ti OW w� W4 [ WO a 4 O a 4 ❑ n Q 0 0 0 0 0 co co co W m OO O O O 0 0 00) 0 0 M rN7 cam') m m m m Cl) c ) Cam) N N N N N N N N N N W (} z U z CD m LL U o co F- r O Z z z Q z J co z Lq N Z m LU Y 0 0 d m m 0 Q 0 < W W W � U 0 C) co ca 0 c� C p 0 0 W N , _ = W U) U) i < CF) Q > > U) U) co r rn w w C12 ffi_ p Z Z Z � N r• m m N U CL a- it 0- Co U) co T V) N Oo co co N N v m cO 0 � 00 OD co N N N N r- co cr) U U U U n CD n cB) Q m c3 C) C? C? C) O O O LO 1 TF z 0 z C5 N of LU - a- a < w Y W (} z U z CD m LL o co F- r O Z z z Q z J w Lq N Z m LU Y 0 0 d m m ia- 2 z W W W � U 0 C) co ca 0 c� C � U) z 0 0 W N , _ = W U) U) i < Q Q: CC ❑ > > U) U) U) 0 C) frY[ w LQC z C? CJ C3 w C12 ffi_ p Z Z Z _❑ LL VA N U CL a- it 0- Co U) co U i i 0 0 0 [if T- T- = = Q W W C/) w © J ❑ � °z z U) U) LU z ,O g z ,b W LU Wza, ❑ Y 2 a_ Z N O a z 2 Q O LU Y 4 `d LU m a U) Z U) Cl � rn 2 ti P P ti k9 Q LU 5 W 0 z z cc N w m cc Q O 00 0 o r 0 C? ci N 0') 00 is Z W 2 W C7 Q z Q c� W z W O J W 2 z CL _ U z 2 O ai �= w d 0 J P Do C7 ti �3 4 V d c a a R{ 4 !' C6 O tD h v P c�v ca 0 CL 4 rl 4 Lc) Lq O 4 q O LD U-) 0 co 0 O O c+7 c'•) 0 �f3 C ici N N O VA VA Q W W C/) w © J ❑ � °z z U) U) LU z ,O g z ,b W LU Wza, ❑ Y 2 a_ Z N O a z 2 Q O LU Y 4 `d LU m a U) Z U) Cl � rn 2 ti P P ti k9 Q LU 5 W 0 z z cc N w m cc Q O 00 0 o r 0 C? ci N 0') 00 is Z W 2 W C7 Q z Q c� W z W O J W 2 z CL _ U z 2 O ai �= w d 0 J P Do C7 ti �3 4 V d c a a R{ 4 !' C6 O tD h v P c�v ca 0 CL CEO# 0 O M w � U ra {L w U 0 Z Nr 0 C\1 qC) j M > cD O fr c z 0 :v @ O 0 c� H r d m LL �C _ U) ED w LLI 0 0 M 41S O o' z _ 3 } C= Ui z fU to ESS G 7 O >1 W N U_ a_ O z T O N W Q O �} Z 0 N O 0 N Z E o > Lij r M M h- O M M It I`- h- M r O 0 0 0 O 0 0 0 0 M 0 r M C"7 M c"7 CY} r7 M M M M M M N N N N N N N N N N N N O 4 LO Li7 LO M d N r- N- O ti g p C] 'IT lq- J J ~ O Of w LL w C� = W CL O Q U CL W w LZU � C7 ❑ Q � U Q o w F--; U J D Z Z wv) ¢ O ❑❑w U) Ci W LL = 0. LU U- 2i <Q Q C3 O OC� Q Y Q = LL U Q w y LL U U LL w w H tY Q fY w w w w w O z 2 2 p p 2 m n� 2 0 o w c w o o o cwt i o cw. �. �: w � j LL LL LL w w w LL ::i w W �00000 0 0 U)tr)00 Q ❑z z ❑z z ❑z ❑z z w w z ❑z z z LL LL LL LL LL U- LL 0 0 LLLL LL Q w w w w w w w m m w w IlmOf Q� il�ll rwix olf aomlYLe O O O O O C7 0 0 M 0 O d � 0 0 0 0 0 C7 0 CD CO O O 0 o 0 o M o ri o CD M r a CD `D Et o CC) v O O C3 W V CD Ch T N M N N N M M N M N mIt z dr ­r m N co co I� It r� U t• m O 6) N V V 0 C.7 CD CD O CD 0 0 0 U O O co co M Cl) Cl) m m co M M M M co co a Cl) (Yj Cl) f J Cl) M M M M N N N N N N w N N N N v r w O U) v 0;�5 =)00D U � e- z�w ¢¢ LO 0� LLU ❑ ua r Y LL -i U) LO LO r L r) O U-) C7 ,o w LD � C7 r O r 0 . Lo CD Cn CD m (D 4D cc M M O CO CO `- CO ,� CO C7 � M O w ti U c0 0) t4 � M O 00 N NO ¢ Y ❑ Y d U Ir k ti U U U v *k m r 4 m � a Z U) m O U _ z 4 0 4 z 2 � o LLI z U z w LL Q � F ❑ uj IL Q z < < Q c v) w U Q c❑ 3 " W o Z H m w U Q¢ O - d (D _ N O Q C) O Q � Cl) Z U) w= U F < m Z Q❑ U;E p O -J J Uj W Z m Q Z Q � Liu z w �" Q CL 1❑ Q Z C' J W J z U¢ z o w N Z CD ❑ OW LL co Q � OU 0- [aa W �: ::j Q M N M N mIt z dr ­r m N co co I� It r� It t• m O 6) N V V 0 C.7 CD CD O CD 0 0 0 O O O O co co M Cl) Cl) m m co M M M M co co M Cl) (Yj Cl) f J Cl) M M M M N N N N N N N N N N N N v r w O U) v 0;�5 =)00D U � e- z�w ¢¢ LO 0� LLU ❑ ua r Y LL -i U) LO LO r L r) O U-) C7 ,o w LD � C7 r O r 0 . Lo CD Cn CD m (D 4D cc M M O CO CO `- CO ,� CO C7 � M O It c0 I- c0 0) t4 � M O 00 N NO ¢ Y ❑ Y U U) r-_ Ir k ti U U U v *k m r U) w J CL D U) w U LL LL O N CO N U z :2 U O Z U � O U LU r w o �y a IL O O CV P of CIA to U z L w +a EL 7) CL O I— Z O CL O W U) Q w J CD w N 0�, o rl o � w w U U B LL LL -j O CU O CD O rn � Y Y IX Z d m L) J ca o W LLJ Cc Z W U R H LL LL U O to � m O L7 Om co p r cOri N 00 ° v 6 yj r r P� r Y ❑ z z w Q� U w ❑ w LL W 0 0 O C7 H J > W 0 Z U) IZ D U v c❑n O w w W D W Iwi U -i W u) W >- W U U 4 CO 2 O z � LU ❑ . Z U Q w_n n� a�< J Z IL U c¢ a: W U W o = w O U) U) DDQ 0;�5 =)00D U U z�w ¢¢ 0� LLU ❑ O [C Y LL -i U) to � m O L7 Om co p r cOri N 00 ° v 6 yj r r P� r Y z Q� u1 W C7 Z w U H U) ,o w U) L ¢ Y ❑ Y U U) Z ¢ z CD w Q p H 4 m w Z U) m O U _ z 4 0 4 z 2 z O ❑ G) U O w LL O � F ❑ z z < Q c z w U Q c❑ z o CL H LL U) d O - -< 0 U O D a Q U U;E C a# M M M M� V M W x co N M Cl) M m M M M M M M M M N N N N Co CL) Co CD CD CD CP I� I`- r- I` m O N N N N N M M co M M M t] m M M M m Kt �f V V' I` F- i- Imo- P-- la 0 0 C 0 0 4 Q Q Q O O 0 0 0 0 O 0 0 O O O O 0 0 0 0 0 0 0 0 CD 0 0 O z M M M M M M M M m M c, m m m m co M m M <o M M c7 m m n CYS Cl) m m m m M w M M M M M M M c) m m co M M m M M M M M M M M M M M M Cl) M M M M M M S N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N C.) Cn f6 tZ T T T r r r r P� h P� I'- ti rl- LO U) LO cD CZ 4 C6 � 0 0 0 0 N N N N N~ CP r M O N (D CD to �% m Ut CD O O 0 0 O 6 Z O r O O d' O O M M M C:7 O N CC3 O P+ C)) O CD r r M co N O N N N 'ct O Co CA O r �' �' M O (73 N tl1 C7? CJ� (3l O lf7 {D P+ (D CD N O O O Cf3 O C:4 Cpl M CO L(} 00 Lo Ltl M1 lf"1 4 r r r O O T T � M m N N - W CD O Ci7 tO � ED O 0 GO N_ („ ) CD COD L(D M 0) P- co O Cn Lo LLr) Lo U) N COri N r- OD N N N� 4 Q 4 O Q 'mot "t ("y N co Lm m N� 00 006 00 m m O COD CC) O~7 COD O co U U � ti COP Q Q Q Q Cz 4 (QF COP w CQD COD O O O M h CP O C() N 9'- ti I` U U � O P+ O P+ O O Q U C(P Co CP co ED coo (.} U U CJ U '*k xk Q�1 M O Ln Z L1J Q J Q U) � B Q Y L t.l LL) © J W Q U U U U U S W Z Z U Q Q H > eQ S IH w LU In m O d J IL W' °C U U U U U U 0 N N N N > �/ > > > v C: H O U IL ly- :3 f1) w w 0 U W �' 0 0 0 0 0 0 0 0 0 0 0 W M M N N W W w w W W L3 o Q W w _w w w 2 W W w W W w w W LL! w w W e 0 o O (n W rn cn CO U) 0- i � J J J J W F... C7 C7 C7 (7 (} C7 C7 () {.� (7 cD ('> O CD CD CD U U U U U U a (n a a a l- of ,� (!) (/n W < In p�' W' � W' CY Lr iC IY W' CC � � M co M M -K~ U U� � U) U` O 7)� D D D U) O (n O O O S S S S S S S S S S S S O O O O L W CI] W C)UU U D U U U U U U U U U U U w w w w w W W Oar U U_ U_ U Q¢ J J J J Z Z Z Z Z Z Z Z Z Z Z Z W w w IW W W W W w w C) Q1 + O LL LL _U LL LL = Q (j Q (D Q (D m Q 0 O O O O O O O O O O O O fn Q fn Q w Q w Q UJ Cn in V) (!7 U3 U) - LL LL LL LL J J W W W Q W S S S S S 2 2 S 2 2 2 2 W W W W< Q Q Q Q Q p z O O O O Of C' J J J J J d IL IL M W W W W W d 0. W J J J J 0 0 0 U' U' 0 0 c i (D N 2 ti C70 O O M O f� Q M O N M N r C9 It M O M LO N A M LO P4 � M IT T O :P O O O O CO LO V r O CD CO O V 6) CO O N co (0 t CO M t N oO O 0) M (D M1 M E P+ � O Ua L6 V O � O 1`+ P� .4 O 06 06 M 4 M O 4 L) C7 CO (P D7 CD Ca C CO M M M 44 LD M CO O r N M N M N M N to Q M CO CP V N 0 M N M O a' CP r 0 M CD 'IT r N N r N M N T T Q M 0 O r N Q N cr P- N (6- CP W w 0) LO O Z ti W a W Z> © Z z U J d Ld (n Q c z z Z O z LL g O U w LU Q T O 4 4 O Z U Q tU Z a Z w w Q L-u N Z w y Q Q m w w Q CO w ® tt Z LL Z Q O 0 (D o N O a w z k c Z U in _ U IX ~ L� a N Z C1 LL Q Q Cl 7 13 0 d Q Q U a_ co co O L(} V tit to c9 Q 0 LV 0 LD '�) (D o r —M Q C C7 04 LO (4 U c w o C/5 . � J N c � nf5,6 C L L� v 0 0 r- O C O a v c Yw U Y U W *h W U d Z z O_ H IL w U fA w 0 w U D z r z O `1Q W U_ O z W Q v z r � N O N z o ? (c) cfl c� 7 C'rl N m co Cl) lqr m N N m O N N N CO C qP 0 N N m LO m y r (4 A r- 0) c' iI�r V A �t It et ' t It CO (4 I,- A A A A m O 0 0 0 0 O C) 0 O O 0 0 0 0 0 0 CD 0 0 0 (O 0 0 0 0 0 0 0 Cl) co m M m Cl) co Co (1) co c7 m t*) co c7 Cl) co c") M Cl) m M c 7 El) m Cl) m Cl) M c') m c7 co c7 (1) c' 3 m co m co co C,) Cl) Cl) Cl) (1) Cl) m Cl) m Cl) m m m N N N N N N N N N N N N N N N N N N N N N N N N N N N r- LO 0 0 Nr N O O u3 N Ltd LO, c') c? m z J W 0 U U CL w W w z ° CD A C) ID LL- CL o N N r r z w 2 W z Q Y U7 2 2 >- r to N co m �! < 2 O C) T r U W U ❑ Y r A CO _ LO O O A O A (p A CD O LO co co r •"' r A N d' C9 CO N �fl Vr c7 CN N r Ch O 06 W A (O r r T T Q N ('+� <•, i L(� O r 0 r 0 (n � 0 LC) 0 T" 4 Ln O L() O In O b N O �' N O 00 ct T N V m O r CIO 00 �j 00 O N N ° Lo r OO N ° 0 r b (7 ° O � pry In C9 p� .�. co LO CO (� LO C') CO CO T CO M M N� LO r° C7 � C°O OD LD CAS) O 00� N O Q O qr p O O O UJ O co 0 LLB O 00 N to N eT UJ CO Lo It O L.f) A O 47 O O O 0 LIB A X O O O 00 A 00 A O Lf) LL LL A UD V) Lf) A co Co 06 00 O r^ A U O T� A J r #k �k � r 0 (O 0 V V' 0 0 O A o T N 00 U U J C7 U) W ED z_ ❑ M a � al w LL d d W O p Q O OO O O LL U ❑ CO o Ix o o o 0 0 C) ° 0 U a ¢ F F co � m z> o_z Q woo_ 000 Fn z U U) LU cwi��' �U)� wcWncwi)0 � wwcco C� w �t W wz LU ��� wwww_w_w_zwww_ LUw w LL ado LL' ❑ �' Q C) w w J¢ U u' T O cn U) a O +. 0 z �. J1l T W J CL J w z J J w I� J w J a z w w a w w ❑ o o _w O o 0 0� d w w cL w n. n U_ U_ r Q CD W J J= U) J (O (D J (jj Co CO (D ❑ D z D Z) J D� w R Q: O J N U m� O d W CL' c4 co (7 M w LL w M Q m t� co CJ) O Ua (n Q Cn (I) CL W co U) W U U� ° w� m Wr O °° o ° °° z z z z z z z= W c W LL CO LLJ w ¢ O Q Q W Q W W= N w `[ ❑ U W w w w U J W LLf w~ LC of 5: D] D' 20� z x w W m Z Q z LL _U LL J Q < LL LL d Q Q w w W L w w LL w w Q Q W W Q LL LL W W LL ❑ w W W a W w LL M LL W c�0LL J200a _,JO aJJJO00000000> r- LO 0 0 Nr N O O u3 N Ltd LO, c') c? m z J W 0 U U CL w W w z ° CD A C) ID LL- CL o N N r r z w 2 W z Q Y U7 ti W a w 4 d z b v a N Q m CL w w uj a Q w N Y W z 2 2 >- Z m to N co m �! < 2 O C) 4' O 0 U W U ❑ Y C) z A CO _ LO O O A O A (p A CD O LO co co r •"' r A N d' C9 CO N �fl Vr c7 CN N r Ch O 06 W A (O ti W a w 4 d z b v a N Q m CL w w uj a Q w N Y W z 2 2 >- Z m to N co m ? CL < 2 O w O Ncc U W U ❑ Y C) z A CO U Q C W LL IL p U ::j O w U cc 4 W z t 0 ti b w a m CL U Y z O m Q LU z ° z a 0 � 4 U U z O w w w U LL LL O O A O A LO 'It to N co m m O (D O �t (Q Ca Ncc OZ) ' t A N co r If} A CO N w U cc 4 W z t 0 ti b w a m CL U Y z O m Q LU z ° z a 0 � 4 U U z O w w w U LL LL O W w O� U �o U�j lu Lu 4 W w J a z z b W W m 0 2; ly z LL LL, O_ CD o z O U U O W Q U U) U- O U) U7 z Q ::) w O LL- U J J J W U W U7 z O LU LL J mw U a LU w J _j O LLU 2 z J w 4 p- w U7 U) d W Q w >- z U Z IL O � J x w -�° ❑ m W U _ z W m u� 0 c4i w O A O A LO 'It (O 'e M M Liz r� C3) (i} A r A A CO C7i o 00 N L[] CO •"' r A N d' C9 CO N �fl Vr c7 A O N r Ch O 06 W A (O W w O� U �o U�j lu Lu 4 W w J a z z b W W m 0 2; ly z LL LL, O_ CD o z O U U O W Q U U) U- O U) U7 z Q ::) w O LL- U J J J W U W U7 z O LU LL J mw U a LU w J _j O LLU 2 z J w 4 p- w U7 U) d W Q w >- z U Z IL O � J x w -�° ❑ m W U _ z W m u� 0 c4i w d � W a U sn m FJJ z N O N Q co d ll� z 0 C j r (L L L U C14 C —LO N U) U D (D U ui 0 4 o m d O VJ t 3 Z J � C} z a, 0 � � Q >, W m U O.. z v 0 c� W a ° v z r � C Na O C4 z LLJ to C O a` m O m V d It -:Y O O N N I'- N N N N N N N N 0 I~ I- L-- Ufa I-- ti ti m O O m m �t t V V LO LO? U') 0 0 m LD LO c9 H L- I~ h m O O O 0 0 0 0 0 0 0 0 0 O 4 0 O O O O O O O O 0 0 0 0 0 m m M m co m M N N N N N N N N N N N N N N N N N N N N N N N N N N N 1 W U cr W U Z 4 r �i 0 LL � f/a Vi CA Cn U7 Cn O W W W W W W N U U U U U U W U) W � 0_ () U) W' v rr rY 0_ W W W W w Cl) w U) wrn =r s = 2i A o z LU U L7 aa� C7 CD U �c Z Z_ Z 7z 2!Z Ln Lo Z_ Z_ z J J J J J 0- 0- a w L a a Q 2 2 2 �i :E :2 z Q Q Q e- r LO LD o Z Cz3 L j LU ° O O CD Z U U Cl) O r CD O O° N O co m 0 Lo LO O r0 O CC LO) O V' _O L- ({1 m O O �' cis W d O O O 0) t9 cD o V) _U J J to t` LL LL LL Q _ ,� its rn cn m c`o Cl) `"' � J W S U) of O O N O O O � rn oo N LO M N N N N CD O O r M M N c0 co O t• Lo n cU r cO7 N c0 M cD F- N ' N M CO LL] 2i u) 2E�<-- a C) w W °OD Q o) U U U U U �# O OMD 00 0~b 00 CCOO 00 CO 00 DO} z U U U Ln 1 W U cr W U Z 4 r �i 0 LL � f/a Vi CA Cn U7 Cn O W W W W W W N U U U U U U W U) W � 0_ () U) W' Of rY 0_ W W W W w Cl) w U) wrn =r s = 2i A o z LU U L7 aa� C7 CD U �c Z Z_ Z Z Z_ Z_ z J J J J J 0- 0- a w L a a Q 2 2 2 �i :E :2 z Q Q Q a Q o Z LU 2 CD Z U U Cl) W O CC �") w w c) cis = U_ Q o V) _U J J t` Q LL 0_ 2 LLJ O F-- I) U J W S U) of O O U U7 W U U) CL 0- rA U w d a � 2i u) 2E�<-- a C) w W ix Q z z �- U O= w W W LL- U �' of o W LL Z m W W W 2E o D 2 > > > t. N co O 4 co 'T O � ti - O N Cl) O N m O Nr c i M � t10 ap k W 15 a +n w F- d H U a LU m 4 Qo ti Co LZL.I c w P- 2 2E r a d < Df Z 0 w z 0 CL J 0 O Z 0' 0LL0.Q° Q U WQ 5 Y k CV Z U Z a 4 CL LL Z m a) O LL W cn ❑ U O a- =) 1 W U cr W U Z 4 r �i 0 LL � f/a Vi CA Cn U7 Cn O W W W W W W N U U U U U U Oa-0 o�; �; o W N N N N N N :2 LL LL LL LL LL LL LO r 4 0 N U- co w U tr W CO 0 z 0. Z> Q t!i CC LU wLL w J U? Q � LO co O co co N T LO co O_ O V' W U) W � 0_ CC Of rY 0_ W W W W W W w U) wrn =r s = 2i A o z LU U L7 0 C7 CD U �c Z Z_ Z Z Z_ Z_ uJ J J J J J J 0- 0- a a a a Q 2 2 2 �i :E :2 m Q Q Q Q a Q Oa-0 o�; �; o W N N N N N N :2 LL LL LL LL LL LL LO r 4 0 N U- co w U tr W CO 0 z 0. Z> Q t!i CC LU wLL w J U? Q � LO co O co co N T LO co O_ O V' O w m a ) Et 0 0 0 0 4 0 0 0 0 CD O O O LSD m N ED O_ m 00 co 0 0 0 0 0 0 0° O m O O O L` 7 CU I\ co O m M 6 6 6 6 6 6 6 6 ti ED O LO O m N O m cn cD w O m OD m CD �r N m O N 0 r r N N 0 ca U) cQ CC S Z ~O z ¢ J (n m J LU z U J JQ J y d Z > Q Z �a W U <ZZ � X00 z °z U U UJ m Z C g U O E J Z Q W D z O iL < w Q LL Z 1 U Q Of a m z> O W U Q O co co H J o r a O Z z LU W O LL Q Z LLJ a d0) ) ©Q ®zaa. D� 0 m c W U) W � tY � O CL cn Scn ¢ ¢ U Q O Q w U) wrn =r s = 2i A o D o �e F- C) N O aoamLLL m O w m a ) Et 0 0 0 0 4 0 0 0 0 CD O O O LSD m N ED O_ m 00 co 0 0 0 0 0 0 0° O m O O O L` 7 CU I\ co O m M 6 6 6 6 6 6 6 6 ti ED O LO O m N O m cn cD w O m OD m CD �r N m O N 0 r r N N 0 ca U) cQ CC S Z ~O z ¢ J (n m J LU z U J JQ J y d Z > Q Z �a W U <ZZ � X00 z °z U U UJ m Z C g U O E J Z Q W D z O iL < w Q LL Z 1 U Q Of a m z> O W U Q O co co H J o r a O Z z LU W O LL Q Z LLJ a d0) ) ©Q ®zaa. D� 0 m c m cp �t ry 0 N d N M S U ry M 0 O Li U N LO C� U c W 0, J N .- 7 i= Us N cn 5, .� E c� d a N 0 p � C O a M ay � c � �L O Y U W Z U it W U 0 Z z O 0. U LU D W U 0 Z z Z) O a w U_ O 7 Z W d z fY O Z LL] 7 LO LP) Ln n LCD LO LO 'iii 0 0 Lc) Lf) Ln 0 LD LC) Lf) LD LO Lo LP) LO LO CL7 CO (O t~ C) C7 N N N LPs N r- c` co M M M m M m m m m m m m m m m m m m m m m m m M Cl) M Cl) v 4tr v � o a a a a a 0 0 0 0 0 0 0 0 0 0 o C3 0 C7 0 0 0 0 0 0 0 0 0 0 0 a 0 a C7 a CD o Ca co Cl) co Cl) Cl) Cl) m m m m m m m m m m m m m m m m m m m M co co m m M M M co m M M M Co M m m m Co Co Co M Co Co m Co Co m m m Cr) Co Co m m M Co m M M M M M m M M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N Lo r "j- LU') m Lf) LC) et r r r CO O 0 Lc) Ln T LO 0 r- 00 CD -t It 0 co r- 00 m� w m N m co m It r` N O O O m Y T T M M M M M M M CO W M M W M M CA M M CO LO T T T Q Z V V m m m 0 0 m m co Lo co m Ln Lf) LCl M-,1--t m O a o O d C0O CEO LSO Leo 0� rl- CO Co r- cr- 4 CO N N N O 0 0 0 0 m m� V' a d d M CO C Cc M� L m 0o m w co m w co m m 06 c6 co w x m m m m 0) 00 m «) m m w r- a 0 d O 0 0 r — Y t N N N O O O C7 0 0 a 0 Y Y a —0 —0 Y O C Y a Y 0 a Y 0 0 a o o a a a a a v T It It �1-31 It It It v v "It 19T NI, v v v v in 00 0 W Z Q Z O 0 0 W z z z z z O O O O Q a- 0- I d m O O O pC w O J w w w u7 cn m Z 0 Lu U) Q Q a U) m U w J J Q LY (n _) LU LU J T r r `r co Q ti O a o T 0 0 C06 M m co LY Z z w w w W W W W W w W w W W W w W W W W W Lit w W X Q 0 CO O W LiJ J J ❑ ❑ ❑❑ d Q Q d❑ d❑ d d d d d 0 0 0 d w 0 o a o Q w W LY I LY of ly- LY C� LY LY Q� GC LY LY w w x LY x C� LY C� LY LY O 0 0 0 0 O O O 0 0 0 0 0 O O O O O O 0 0 0 0 Q w a _Z Q °0 m Y J 0 0 0 0 0 0 0 0 0 O O O O O O O 0 O O O O O O J Z§ Q Q d- O❑ d m m m m m m m m m m m m m m m m m m m m m m m Q Q¢ W J W Z m❑❑ M M M O cn M 0 LO CO It N N O LO Lr) M 0 M- M LNf) It r- 0 N It M O O D (D O N W N O p O© LO O r r c6 N 6 6 6 N 4 m 6 N CP Q) 06 R 6 a 4 ti 6 6 N a a CO N cc; t~ cc) LD c6 O Ln r ,zr r r� Co T Tzr r- N T r T T N r Lf) T m Ln M T T Lo a L() Co O t W 0 M M ti mt M r Lr) T T LLB r r r N� ::t I,. CO M N r r T r H z LU H d W Z W m >- � Q 06 LA � T W CL Y L] m m Y O � O U J Z — 0 w LLI Z Z U d ❑ LLI 00 U w m° z Jd a d Y 00 Q T Z c) O m Df C7 j O Q F X J U 0 U) LY J z LY U) 2 O m m U U ca 11 2 W a- U) Lit 00 c,D 0 co (D f4 LL r N C) > CS> 0 — M co 0o U U) C co cn U c L a) 0 CD (n 0 J w D Uw tU N cu C Q C a a N d ti C] E 0 i� Y U W Y V it W U_ O Z Z a IL LU 0 W L) O Z Z D O a LL! U a z LLI Q et Z N O N z 4 > LLJ <0 C7) m m m w m O) m Cn 6) m m Cn m m m (D CS) m C3) M M M tt M r N M M m C? C7 � to co c0 ca cD co cfl cn co co co CD CD m t4 efl co co co cfl ti ti ti � m rn o� m rn rn � v C? 4 CD CD CD 0 0 CD CD C7 C] 0 0 C7 0 0 C] (] 0 C7 C7 d 0 C) (D CD Ca CD Ca CD 0 P O M Cl) co Cl) Cl) Cl) M M M co M M M M M M M M M M M M M CO M M co c7 M M co M c7 Cl) c7 co M Cl) M M M M Cl) co co Cl) M Cl) M co M M M M M M co M M M M M M co M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N [A W N Of rro IL W W LL CD z O W ui C) d �e S W U z Ir CD LLJ J J J [L CL CL GL W W W Q ❑ ❑ ❑ J ❑ ❑ LL m of (Y- U) cn U) w Of M Vj J ❑ ❑ ❑ ❑ D ❑ ❑ D ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ W W W W O O W rl. > > > > J > 0 .� > > > > > > > > > >> > U 0 U U 2 y Y -J W ❑ ❑ ❑❑ m❑ d m a o❑ a❑ o❑ o ❑ ❑❑❑ Q E 1E O O a z > > > > > > > > > > > > > LL LL LL. =) O O F- LL d d d d d d d d d d d d d d d d d d d d d 0 0 O cry in m U) S C] O C) 0 0 CO Lf) M1 fD N M rq:T N M N to CD 0 CD ' T m �i' . 00 w 0 4 CD Lo CD CO CO CO ice- C> t~• m r M CD d' M CD � M N C7 m r M 0 U) r M w !-- �r 4 M M 6) m m 6 6 6 m M M 4 f- w m O 4 _6 M M 6 CO co m N m V O 6 CD r r r r N N M� cD r N "t 0 LO LO N I� CD M ti 0 r r't tt r- CD r N n u N n F, LU m H J � U) r LLJ CL p D � 0 z O Ch W a W C) LL U- 0 O C) W U) V) oc3 U) z ¢ z z d J D 2 Z- ° m o 2 IL Z) O O t7 d Q Z < z zG� Fn cnm Ci :E S S O w H h- r CO N LO A w Z a 5 w a a m J 0 a a N w C d ro O Ln N 00 CO N m r Z O J Lu O LL � Z W ce O r o CL © C) r r r 0 0 O r C) N C7 0 O r CD N N �r 0 W P m m r N M V O N M I LO 0 ti 00 m� N "'t N C) m b C 0 0 0 CO O N N N N N N N N N N f-- CO 0 (D Lo co O O M CA w 00 CO 00 w W N N N N N 00 00 m 00 m w w w m m N I- N CD r C7 c0 m CA 00 4- ct et V° -P v 0 0 CD CO w v v_ 't v_ � It � v_ It tr M CD M p v 0) M M r r r r 00 CD � Ld) ❑ co CV N N N N d' CA m m 6) m m m 6) m m 4n m m m m m m m m m LO 0 �t i m p ti_ LO C.i U c7 rn rn rn m rn cn [sa rn rn rn rn rn rn m m cn o� r� n c�'o d ti U U C) [A W N Of rro IL W W LL CD z O W ui C) d �e S W U z Ir CD LLJ J J J [L CL CL GL W W W Q ❑ ❑ ❑ J ❑ ❑ LL m of (Y- U) cn U) w Of M Vj J ❑ ❑ ❑ ❑ D ❑ ❑ D ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ W W W W O O W rl. > > > > J > 0 .� > > > > > > > > > >> > U 0 U U 2 y Y -J W ❑ ❑ ❑❑ m❑ d m a o❑ a❑ o❑ o ❑ ❑❑❑ Q E 1E O O a z > > > > > > > > > > > > > LL LL LL. =) O O F- LL d d d d d d d d d d d d d d d d d d d d d 0 0 O cry in m U) S C] O C) 0 0 CO Lf) M1 fD N M rq:T N M N to CD 0 CD ' T m �i' . 00 w 0 4 CD Lo CD CO CO CO ice- C> t~• m r M CD d' M CD � M N C7 m r M 0 U) r M w !-- �r 4 M M 6) m m 6 6 6 m M M 4 f- w m O 4 _6 M M 6 CO co m N m V O 6 CD r r r r N N M� cD r N "t 0 LO LO N I� CD M ti 0 r r't tt r- CD r N n u N n F, LU m H J � U) r LLJ CL p D � 0 z O Ch W a W C) LL U- 0 O C) W U) V) oc3 U) z ¢ z z d J D 2 Z- ° m o 2 IL Z) O O t7 d Q Z < z zG� Fn cnm Ci :E S S O w H h- r CO N LO A w Z a 5 w a a m J 0 a a N w C d ro O Ln N 00 CO N m r Z O J Lu O LL � Z W ce O r o CL © C) co N O O O d d m M M M M O O It IT N N N dt m a r N N N N N CO M"r ;t m T cv d to 0 LO 0 Ln 0 h i~ f- I- m m CSC m M M M M M Et Nt It It V It V V lqr [r �t L[) 0 C O 0 0 O O 0 0 0 0 (D 0 0 0 C3 C) CD O O O O C) O CD Ca 0 0 0 0 (D 0 0 O L) M M M M M M M M M M M M M M M M M m M M M M M M M M co C 1 M M M M M I)J M M M M M M M M M M M M M M M M Cl) M M M M M M M M M m M Cl) M m M M = N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N G7 t0 a d V- V t7 ! ! ! ! T P P T T L 7 LO C7 0 LO 0 LC) O O O O 0 0 0 G7 O � _ _ � O ti ti ti M CD �` M r O 0 0 C7 0 CD w �� �� m w 0) 0 0 0 rr` r o Ln — m m CD co ° rn () M p V' V Q O O r 6) (A LCj 'r M ti r M co co co M M co m 000 Cl) N CD 4 O O co W) L{) L() L() CD CD 0 m m Lo �� O O O N CO T Ln O O O d O Cl) O CO r 'S m m m m L() 0 Li) LO LO N LO N N li ti r 0 N co O � � CN,) N r co �! CD LL LL LL LL LL r N N N N M 6) N N N n [O o CD 0 6 0 V O T ) �� Ln m U U �t "t IT M CQ w 'CD — r P iY CL W M O *k ?G X X X x c i L� f� M N U U 't IT T 0) 'IT t :;t m m rn o) m in Ir (Y- Ir Ir 0 0 0 O 0 a a a d z W O ¢ ¢ ¢ w LU D D D D D p=_= W � Z) D Z) D 7) LL w a 0 0 0 0 0 0 � O � LWU a a a LL Q_ � U� O �s�sfltsaswc7�7t7 O U Of z 00000 z F- 0 0 0 w W w � h h F� H w ¢� z D D D z a � 0 a¢C z z z z z z ¢ u 'x L3 O w Cn 0 0 0 O 0 O C] 0 a© i7 Ly fits od w W U X N O a s IL a Q w_ U) w Q p J O Q w -W, CL 0 0 0 0 O_ w w uj 3C) Qr�Df �O z J= m z w w [7 C7 (� C7 a J J J W ¢ W {} VJ LL CC 7 W Q d W CJ Z W 0 U) U+ W W W W W O Q d p f� W J I ¢ O w Z U) w m U) U) a Q O d' C z Q LLI �' LL CL' >- Z C!) U) U) U J ¢ LL m a p Q ¢ ¢ ¢ ¢ W p a. U C J ? Z U" U 4) 0 LLu UO ¢ w Q S W -w-L W W W J w W W O LL C a 0_ r 0 0 0 O¢ Z_ Z �L U) U) U) LL (D co ¢ LL O LL J P U J J J J Q R o U U U U lY ~ w w w Q M U J U) LL p U o 0 0 0 0¢� a a J z LL U j V iC°-, w� Of� Ir W� � a O O 4�- z� c€O*) can m M © Q U) D ¢ W W W W Z 0 0 0 a1 U) U) L CJ7 m O IL o 0 0 0 o© W 0 U) LI U) L_ U Z W W� ¢ r r t T (/) W W � V W Z n n D n O W W W W W W a f- F- O~ W J (� �# # #k U H H Q D O w a a a d- © U U U U U U= U J J � U¢ Z W W W W W W J m c a� O Q 2 2 J LL LL LL LL LL LL U U© U Q¢¢¢¢ a m U U cn zW U O O O O Q w LL LL LL LL LL ¢¢ p p© W W W w W p p¢¢ w LL _ J a U U U U = 0 0 0 0 0 0 0 0 LL a s ¢ m _ O J J J J J U) a LL LL � Lo i• d N ti C4 0 0 O Lo M M C D D7 � CD O N 00 00 M LO Q O O N LO 0 0 0 N O O ) z m O CQ M O M O of M LO P O M O W co O m P- Lf) N to T 0 O 0 N CD 0 m N P 0 T D N M N Co Y I+ O W M 6 N- co O co N L6 a to f- N 4 6 0p T O 00 L() 6 6 CJD 0D N W L 0 W r M CD m M L.- O N Cl) N O) O � M M M- CD O M 0 N N (Ci Co R LO M W ti CO Q 0D O 'Ct r N N r N r'It r tt r m N N� M �T Lo LO LO 'T N O Co r M Q 06 (6 'zT' M CV r r N ]+ W t4 � (l 0 z w z a ,w IL ca LL, W Z Q LLJ w J 0 w O b Z U_ m U) Q O = CD > U (n za a U z w H w U) Z w 0 U) z z +_ Y U J w w U) J z pYa z z �LU w Jz U Q z¢ J W U 0 d �" CD Z© z p a D N M z Q z `i a CO QJ W z W m U 0 U) LLI LL Q LL O O 0 0O Us a Q [� LU Z o Z z 0 Y U Z O W p 0 a a Q O � a a o N© cc> < ix © LU OU d r co a D c) z LL a' W M J O U m U U) Q W = w ( N z O J J LL J co a H m z z J U) z C La W of W < LL. m C` Cd U) p O a ¢ c> Cl U Cl = O d D Q¢ m m 0 0 0 U U U a CC) :I# LC) t0 0 N M1 0 r r N LO LC) 0 La 0 0 00 M M M M V- ct I;zr d' ­r eT W M w X 0 0 0 0 0 0 0 0 (D 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 C) 0 a O U M M M M M M C) cis M M M M M M M M M M M M M M M M M M M M M M N M co M M M M m M M m M M m M M M Cl) M M M M L*) M M M w S N N N N N N N N N N N N N N N N N N N N N N N N cif N N N � U R3 CL 0 N � m °D r ° o C] rl- co co OD co M j 1- Y T M LL N r- M1 N M M W M !- M co �t N co Lo N co 0 co 0 co co cq CC (D N 00 Q) '� © O Lf) �' d' Lt) C? 00 tb CD c3) co D r 0 M C7) co M1 N f`- C0%7 r- M1 M1 �' 01 p d r LL M M1r M1 N M 00 r- N� M t LO to Lf) N N N OD N N N Ln X00 N Lf) 0 0 0 0 q' 0 U LO M qr Y V r M 0 co CO r T (0 U') (D L!) r r r r 0 N (p X N W N M N CO 0 U U U U U U U U'r N U U U m N < o w (1) w w U z Q U D LL w w S=� 0 U U o w a z W z - ❑ w z N a co m m J w❑ J w❑ Q w U) W ❑ z z Z 0 w w❑ M N Q W I— U) H Cl) Y 0- z= CL U CL =❑ U U O c7 W b J J ,I F- CL Q .60 n w (� J w z w S z H J {/j CC w U U U Q 0 IY > 0 Q Y 0W W fn CV U) 0 <fLIL00- QZ¢ J�LL� w OwLuw LL 0�m U) O Wp > I-. LL �0 0 U z D� =) J U J w Z W w w C� S 22 O w w � w w Q w w w w 0- Q O U w IY U O O o D w 0 Z 2 Z Z U 0� C W> w w< Y W w w w W W ❑ O� 0- 0 � E W w w N N Y Y Y U Y ❑ W U) z S(n C7 ]�11 C7 0 u) 0 z ,v � H U) Z m m p fl O Z O p 0 0 [C J S [C Q Q p C) Z 0C CL' Q Q ¢( U U U 0 U LL ❑ Q Y — Z 2 T T 2 0 C 3 � LL U� Q w Q J 4 CL M CL CL CL ❑. Z J � j W O W U U U S� = cn w = j w �J7 xs to . Q ¢ ¢ ¢ ¢ ¢ ¢ _ J W ° � W LL }� raj U U U U U U J [L U) U n CI) N N L() W< r w < W w W J i W [C [C [C [C W' [C Q m U Z Z L¢L 0 3 V -' m Ce � CL < J 2 a❑ o W O W¢ J O Q a Z Q J_ J_ PL rC J Z KC Q Z❑ n W >{ O O m CC 0L Q C ❑ ❑ ❑ ❑ ❑ ❑ Q J d Q CC U CC CC Cr co _ 0 of w 2 2 0 0 LL 0 Lo cre v) cq cn Q S LL ¢ w 0 0 0 Q 0 0 0 LL 0 (� �r M M 0 M C] (D co r It V M M CD CD �t 'mot M cD C? C) C7 w m Uf m 6] M1 M O N C] CJ M M M1 to N 0 r M ti p M M (D r N 0 0 0 M (D W U') 11, Q 'cS C9 In CD c0 g t[,l M LC) M Lh M C7 M OD t M :Y N r h- r <Y LIB M1 CO LS) QJ ll7 'ct N T I� M L() r Lfj T LL') ft C? M C? O m 0Ci 0 0 c0 N 0 0- N 2 (p cn r r W Ln m 't r M N M' v N 00 r r N E Q T >+ m w L) CL 7 z H Z W H GC a Lu G d 2 z 0 a U) = � a D W O w w U U rn cn ww -i = J U J J ❑ z ~ Z U U Q Z ❑ w Q w F- w Z - z Q C) o2S Q m Q U z o ad S Q' N w U- z� I- w }� J CL Dr W Y J— LL CL Q U❑ CL w 0 C) 4 W Q zN z w D❑ ❑= o ❑ z > z C) 4 z am0Sa-p�Q D LL �� W �z o cti 0 T w o CL J Q z I S= <t C7 w � N Z [� z rn cl) U F O Q ❑❑ m ep w d O- 0 w Q O 2 0 0 u7 w o > ❑ C7 ❑ Z CL G CC IY U7 Cl) w S d ti 4) f ri M ti OW W I" Wuj Y a 4 C w. c m co co U') co co to co 0 0 0 0 0 M co co M co Cl) Cl) Cl) M co N N N N N Cl) M M T O c7 O r- r r r M M1 M1 M1 N co ta (0 (D co 0 O 0 4 r W W W 0 z z z._ T = 2 Q Q Q m w LLL L LWL � U > O O o Z U_ U C) Q J J J T in m m wan.U) z O LL LL LL O O LU w_ w_ w _ u� J J J w o IL a C� CL CL CL LL ❑ D ❑ W 0cnU)m � "t M N CAD v co A !~ N a(D7 1 H W U H � D CL 0 O Z CD z_ o i� z N ti Q D LL � CL ❑ a a Q -j U J J w CC O J z LL CC Q L7 § co a Nk It- lz� � ■ § 2 R 2 k % a CD \ \ \ 0 § Q \ \ 7 Cl) w 2 - # / n n r \ / CN C14 § 0 _ « 2 = _ i = 0 0 < ® 7 w # 0 0 = I 3 ƒ * 0 $ / / z * 2 e @ @ &c I \ o / 2 \ \ / / LL / \ ) 0 CL co d U ± U B 2 ® % < 0 § § > / C) Q / ® �_ _ e u = X E 2 0 & £ 0 o U 0 Q o j / / 0 m O o m / \ z _ < E I < I I \ z \ \ 2 \ % k \ 0 \ / ® & a < ® / / § m u B > z k 2 & C� a » w 6 Q z LU § $ 7 #_ \ I to e \ � o_ E � 2 & k k 2 i § / z § q 0 \ / \ 2 z £ z S > a k \ ƒ § co a Nk It- lz� � ■ § 2 R 2 k % a co co O N CCj v i)) (a n ct 0 0 >� o [r — cD U � U o CN LL rL-CO U) U c O (1) U) � J U (D D --' CL a) E CL 0 N 0 ti 0 C a) C n X U W m V W z a_ F^ a IY U W ❑ W U O } Z h z 0 O Q W U 0 z W a Z N Q N z 4 } co N M I N N N N )- d' U v V N N N N N N N 4° U- IL Of co CD bf co CD CD W 1 w 0 o O o o O O o h C) T T r r o w � Q z ? c U) W v U Itt o M M M M y (-) M M M M W LU 0 LLI =< M M p M M M z M M M M M M M M M M M M M M M C? M M d M M co M M MM M M M N N N N N N N N O N N N N N N N N N N N N NJ- C7 co N M M M M M M C14 (D 0000000 M CD M O _ CO r V �' 't c1' U CD L!") lf} N p CD Co CD r r r r N iU O i� Di O O �j CD O 0 m 0 0 0 [b w P+ co ❑ N Ln co m O 00 C7 � � � � � D) CD O M f P+ N N N N V' N N N N N R I- 0 W tT O o N N N N N N N N r p U U U U U O o r r r r r N ti m m m m N U U U U U 0 0 0 0 0 0 0 W W U L d J U U C7 0 z (� w F= m 0� 0 co ua D LL z O Q U � = w ° w a ¢ OOOw `r U r- a o a a w w w 0 z > O a� z U w W 1- H H H w U U O z Z < LU z z zz z w C) Z w H CD CD C) 0 z w F- W O a C) D z z z z 0 w 4¢ F- H H H w z w 4 Q _ w CD F- vs w 0. O O W W W w ¢ U a O z 0 U) C!) U) co F- c!) Cry __= a z U W P: 0 0 U U 0 U 0 U 0 U 0 0 O U Z U U U U J 2 U Z ¢ w J J J J J U J Y Q� m m m m Cl g z d d d d d J d LL 0 0 0 C7 C7 C3 C7 O< J W U C/) Cn (h cf) W W W w w W W U a d x m 0- d Cn U Y -) --3 --2 J J J J J J J O O C7 C] a o O o 0 Q o FO CD co V O C() o � o O CCl CO IT V) o CD o m© 0') O Qr C' O O C o O a pj r Cf N r r CC E o Cf) o N C7 M Q 7 0 c0 CD V 0 li r 07 Cl� V r V r-- O M CD CD r (D N n CO N bg M r P+ t.. CXJ 4 V m M M Co O N CA r r CO 49 0�t (D r M N M M P- N Cl) 00 r � r 69- r w C7 Z F~ U h w ,o w U) h U) N d w W CD Ei a z 4 z a x Z C? and CL U) a D w 4 W 4 Z Z Z z o� O �< W d O o U Z e J 4 C m ❑ ¢ w z U U �O Q 4° U IL Of bf Lu 0� W 1 w O Y L cf) F-- W w o h C) Z z JO O o Q � Q z ? c U) W v U Itt o 0 0 w a y (-) z d � W LU 0 LLI =< 2 p d w L) J z U < U = z C? d CL N O O U ❑ z m J d a r¢n cdn O w C7 Z F~ U h w ,o w U) h U) N d w W CD Ei a z 4 z a x Z C? and CL U) a D w 4 W 4 Z Z Z z o� O �< W d O o U Z e J 4 C m ❑ ¢ w z U �O 4° U w W 1 w W Y Z 0 cf) F-- W w o m �" Z z CL Q ? 0. i� z v U Itt o � w Y LO Z p ¢ m Q r W 0. (� a 2 a D w C7 Z F~ U h w ,o w U) h U) N d w W CD Ei a z 4 z a x Z C? and CL U) a D w 4 W 4 Z Z Z z o� O �< W d O o U Z e J 4 C m ❑ ¢ Go .7 2 U N N N N N N N N N N N N N N N O (n CO LU 't d- �t"t p p Ft --:zr st to Q CL CJ `" Ca o 0 0 0 0 O O 0 Q O O O 0 C7 (o Ln co co CD CD co ct °- U U U W cr CD d ¢ ¢ z z_ W W Lr U U U U) LL 0 W u � O U) Cl) L? J [*� ['? M M M M M c7 M M M M M M M M N P P M Cl) M M M M w w a M M CO M m co Cl) M M M m M M Cl) Cl) M co M Cl) LO = N N N N N N N N N N N N N N N N N N N N N N (D U z LU U z G 2 Ott O U Uu d 0 p¢ U a OQ z ¢ CA W li U LL G U c�U T O +^ Li i U R T w rL Q a 4 d U) Q Cl) M IT LD LO LO LO LO tc) 0 4t � � It � °� IT IT Iq It It v � It w r P P v P P T P T T co M1 0 r O) M1 L) M1 co w Lf7 w U C7! m m N r M1 m m N M1 CD m M W 4 r rn rn r r- r rn rn r rn d v �' �t M m M1 M 'tit It CO o M M1 61 LO M '� O 63 N OM M1 m� C7) �P M1 00 M1 M M1 M1 rl- > Z N r N M1 0 M1 T M1 P M1 P M1 r M1 r M M1 r M1 r M1 r M1 r t— r M1 N M1 N M1 U) m N U N N U N U N N U N N U N N C) 0 0 0 0 0 0 0 0 0 0 C3 0 C7 O 0 Lfl U U U U U U �UoUZ 00 O w W Q C) Q rr (i_ U N w �a U) U) U) w W ❑ ❑rz J H W' C ZZ Z U ?� 7 ??r 7 N LL = W 0 d d d FL LUwwwz Q J o U U O iD ¢ W — w Z r— w LU 2- E E U) o z Q LO } uwi rwn � w CL a❑ Q H w ❑ w O LL O LL Q LL 0 2 ��¢ m 2 Q LL O n U a U rl Q a W co ❑ 0 ❑ co ❑ U) ❑ 0 n ¢ Q U) co va Q cn Ua cn cn u7 cr) U) H J CO CO !— f— J co F- H H H H I— � OL Q Q° Of OC v m U w U W W u7 U) cn U w CO U) cn U) u) U) ¢ d¢ d d U3 o O w w 0 0 0 w 0 0 0 0 0 0 0 0 0 0 0 ° p q) w 0 w Q U C) L7 LL U U U U U 0 � ?� p +� C7 ¢ m d d Q ¢ ¢ ¢ d ¢ ¢ ¢ ¢ ¢ w (] C) C7 C7 (7 Cl) ¢ C7 CD CD CD C'i ¢ 0 0 0 0 O 0 0 z m m m �, z w w w w w w w w w w w w w m m LLS ,J J _L J J J J J J J J J J J J O U U U U U U 0 U Z C3 M O o M N W CD O P n 't � cp d' LO 0 0 0 0 0 m E, M C� ti C> 0 M1 m M LO 0 r Ln V e0 CD 0 N Cl) o 0 0 0 0't O co CO N "t 4 6 C? U7 U7 M1 0 O M N 0 N N 'L�' r LO M1 '' co CO m m CO M1 ^ 0 O 0 0 0 0 0 0 0 O 0 t4 G O r 0p It N M1 CL � {� Ln N M1 O N O M CD M M C3 N CD 0 M1 N r- r co Q co IT Ln N {? U N N r A w CN 69). co U_ O z co U w o � Q: ui ui a LLI to 0 co Z z Z U (! 2 LU H© '4 0 O LLu o v < U) :E a 0 JZ; ¢ a CD w w ry d z Q a a U) q Q a g z Q ❑ O n� LL o N O M10 Q Z 4. o¢ 4 N CL u) Z CL d o � Cl < © D C1. LO LO Lo co c*) M LO cYa rri L*? c'a M M M M N N N N LO ti co co M M O M. .7 2 4 z Q U) (n CO LU O p p st Q Q CL CJ `" 000 Z Z z d d d Q CLILOIL z z 000 ct °- U U U W cr CD d ¢ ¢ z z_ W W Lr U U U U) LL 0 W u � U) U) Cl) J O L. L[) N Ln N ao a C3 N co CN CD co _N M cc CfJ Q,1- Ln LO N P P F � F- M w a F- z w IL a,a. ,4 Z LU w� z D Z =' w w0 0 C) z LU U z G 2 Ott O U Uu d 0 p¢ U a OQ z ¢ w W li U LL G U c�U T O +^ Li i U R T w rL Q a 4 d U) 00 CQ LDO LD a) Ca CV 4? M >� o a 0 — c� Q 0 r C C Oo CV LO � U C m o a) (0 .03 ill Z C � (D E a IT Q Q C 0 ay C 91 U W Z U WA w U 0 z z O n. U U) w w U 55 z F- z O !w V °o z w a v z T r/ N O N z LU 4 > O Q N N LC} 6. b C 4 CD CD M M M 0 0 M 03 r` LO N N N CO M M M CO M LO LO CCs r M M M M M M M co M M M M N N N N N N N N N N N N ¢ jif Z z LU W w W O O Cl) Z Z 2 = (j M in 2 m 0 Q ti r 't' 0 r r r T r P Ct CAD Lo S C6 Lfi LL] C*} Ch CC) N 0 r Q Q C`F N r Q r `— Lo r M Cfl co d' r ct 4 'a' m Lo M M m C7 O 0 0 0 0 0 0 0 i Lo ":3- CQ M CD Q r- M M LO Q Q M r, r- L M _ M M M M M M M M M M _ i— LL Cl) Q Q Q O Q Q O N N N N N N Cl) _ _ M M M M W W M Cl) M M M M M M M M M M M M Cr} M M M M N N N N N N N N N N N N N N N N N O ° o LL O r CO ti� l� cq CD M N N N N m 0 CD N CD to Co CD r- 07 d N M 6S r M M co co r Q co ° Q Q Q O CND ED c(oo CNo Q M L� r— Q Cr ° LD CO CCD O ti co i i i CO r V' V' CD N 00 d' %t LO N 00 co CQ C1 Ln M ° 4 r r 07 N Q LL Q P r r e- to r i A co co 0) ¢ CD CD C7 Q V V' m LO U-) Ln Lf? N N C'7 M Q O M C) LO 0 N N 0 r W W ❑ CV N Cn co w a_ 0 (D LL L n_ r� (D 0 z cn rn Z O CD Z Z w LU C) F� �CD w LwiLUQL�_ w w d C7 C7 w >¢ O ❑ 0 r F- w w co LL w [A C} Z D LU J —� ¢ U) w �' W' m w CC a LL¢ CW3 0 �: w O O (¢j Q O O Z Z�: O C (L cn � a��[ LL LL ❑ a p �` ¢ W C7 wof �zwwww (�c3C) w 0- O O ¢RO d a U LWi LL LL LLL a c j U C) z 0- 0 Z Z < Q Irf ¢ � fi' 2 < CA U) ¢ fn ❑ = cn a 0 w 0 �- �-- = cn cn w 0 c7 ❑ r ct Ln LO Q LO Q r- r, Q 0 N Q 'd' Ln Q Q U) M (0 M O W 0 Q Q 0 M 0 Q CD M 0 1-- Q O M m Ln N W Lit N CD Lis ° Cf'i m 6 6 r- 'mot M w Q M C6 C' M N r M ti r- W M N CO Q 0 0 M r CO Ft N P r J Z � J J W W D U [n U U z U_ 2 w C7 z w > O > U z z O tr w iy LU p LL Z Q C3 c~n ¢ Q z °t3 ❑ F- ry - m CD m O Of OO o� X w CJ w J w H � ❑ ❑ 0 W W U© LL O J LU W w U O U) d U) Q m of © ¢ u4 O¢ of d< cn � w D Q L~L LL Q U 'w w C) 6 OW ix w ¢¢ m - w (� of E a z z L~iJ s w w O m U) cwi3Lwn Q O- 000zzz LY oti W LLI Lli O W J d 0] J = 2 _ (7 [0 an m Y to 1E z O O Z L1J d 0 0 ❑O m w O C o o 0 o J J J L w 0 0 0 0 w w IL a d O Y y� Y Y Y 0. u J C, o o r r- r CO r Q °° r' C3 O CO N Lt7 O '�r N Q 00 Q O N N CQ N M Q Ln 1+ O M N 'IT N T r r r N�t P 1~ LLU Z a a 4 p z ¢ w w O O (j z w Q. > o 2 ti z 13 LLu V Z O ❑ U) co Q �_ w w � LL 0 CL X < 14 C w O LL OO r W {n LL w W 4, = z ❑ CD _j W U) F-- D ":3- CQ M CD Q r- M M LO Q Q M r, r- L M _ M M M M M M M M M M _ i— LL Cl) Q Q Q O Q Q O N N N N N N Cl) _ _ M M M M W W M Cl) M M M M M M M M M M M M Cr} M M M M N N N N N N N N N N N N N N N N N O ° o LL O r CO ti� l� cq CD M N N N N m 0 CD N CD to Co CD r- 07 d N M 6S r M M co co r Q co ° Q Q Q O CND ED c(oo CNo Q M L� r— Q Cr ° LD CO CCD O ti co i i i CO r V' V' CD N 00 d' %t LO N 00 co CQ C1 Ln M ° 4 r r 07 N Q LL Q P r r e- to r i A co co 0) ¢ CD CD C7 Q V V' m LO U-) Ln Lf? N N C'7 M Q O M C) LO 0 N N 0 r W W ❑ CV N Cn co w a_ 0 (D LL L n_ r� (D 0 z cn rn Z O CD Z Z w LU C) F� �CD w LwiLUQL�_ w w d C7 C7 w >¢ O ❑ 0 r F- w w co LL w [A C} Z D LU J —� ¢ U) w �' W' m w CC a LL¢ CW3 0 �: w O O (¢j Q O O Z Z�: O C (L cn � a��[ LL LL ❑ a p �` ¢ W C7 wof �zwwww (�c3C) w 0- O O ¢RO d a U LWi LL LL LLL a c j U C) z 0- 0 Z Z < Q Irf ¢ � fi' 2 < CA U) ¢ fn ❑ = cn a 0 w 0 �- �-- = cn cn w 0 c7 ❑ r ct Ln LO Q LO Q r- r, Q 0 N Q 'd' Ln Q Q U) M (0 M O W 0 Q Q 0 M 0 Q CD M 0 1-- Q O M m Ln N W Lit N CD Lis ° Cf'i m 6 6 r- 'mot M w Q M C6 C' M N r M ti r- W M N CO Q 0 0 M r CO Ft N P r J � J J W D U [n U U z U_ C7 z w > O > z z tr w LU p ? Z Q C3 c~n ¢ Q z °t3 F- ry - m Z m O Of OO O LU CJ w H � J W W U© LL W J LU ❑ U j U O U) ¢ m CL © ¢ u4 O¢ d< w D Q L~L LL C6 U 'w c, cn ¢ ct� ix w w O O 0� w (� U) cr a7 Q O- LY oti W W Lli O W J ❑¢¢ 0] co o U ❑❑ Y 2E 1E z O M � �t tt I- M C7 LO Lf) LD U-) CO (D d W M W O M - N M M O M M M M M �t 't 't V et It [t LO Lf) 0 LO 0 0 0 CC) (D CD (D CO O 0 (D O (.D (D (D I--- o j c*s c) r) co co c� cri (+� c�i c (�) m (ri (n c LO 1 L M M M M M M M M M M M M M M M LO = N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N a) U 0) m W # Ln LD O Oi (D (n r, co M CO r- LO CO o' �- 00 M W w a Cl) C) fMr) Cl) O 00 CO 00 M M o t) 0 0) CD M"t o T Lo T M N O M r CO r St t~ ti W Q Cl) co W CD a T t- co O Q 00 co � � N O M I- Lf) Ln Lf) u7 M Ln V) LD LO 0) f� I,- C� Q to Iv N � M N O M I• N co M U) M CO CO P� � L1) M Lf) Lf) Iti M CO r 0) Q LO r T M O 00 O 00 CO r CO T CD r 00 T 00 00 00 00 * O O r- N N N co O d' Lf'i � Lf) Lf) 0 O 0 O LO M O Ln LC) Lf) M T (`7 M M M M M Y M M r(D CO �� O 0 p Z h- r- 1- O CO N Ei' 1- V V z M N CO O O O O Lf) Ln Ln n Ln 0 0 Lf) Ln ©>> M _ M M M r CO r T O N l,- O O O O CO W CO 00 M CO 00 co M O r LU W Nr -J O CD ED C) N N co z Q N o z < o 4t U U C) C z LLI oQ® — Q 0 w(+_7(n U e p Lf) Q O co co W M z COO 00 O w W W W_ W W W 0� W* W Q W W_ W W W W W w W W LL U j Q J J J Z U) J� J W J J J z L rq 0 0 LL 0 w J EL 0 J 0_ EL 0 m m E 0 CL 0 o- m J m m m C- J J� a 0 J m J m� J 0 0 o- _� CO LL LL F- LL a. LL CL a. LL CL W LL m LL cL cL cL o. cL cL a. u_ a. a_ LL LL a. Cl) Uc r) (1)� DU,Z) D�DDzU) DU)D0D�DD�Da) >>- _ icnusD s" tL) w W W F- w O (n w U) (n w� U) Q w (n W U) z u) u) U) U) ui co w Ua (n ¢ W w cn 4- �_ J J W J z Y 7i Y Y j Y Y Y ,J Y 0Y Y Y Y Y Y Y J Y Y J Y o m Q L�a_ya- OUa.UUa.UU aac}aUaUC}UUUUrlcat3 IL 0- U Wam0 U) c �] � 0-0-U)a-00m00m00Wa-a 0M0E- 00000000 Z D Q D of F- D F- P D P > D w F- D F- w F- F- F- F- ]- F- F- F- Z C) N (n W U` 0 W Cn 0 0 U) W W W J 0 O' U) w 0 w 0 0 w w U) Cn U) U) 0 � Cn U) U) h N N O (h CYO m 0 t ti (o (D (- O N M M O w 'qt- M N,t m N M o co r 0 Q Lo N N m CD w m U') N Ln O N w M r O'IT r�t M 0 M I-- f- M O M N CC n p M 00 O O Lf) ti Lf) 6 N Lf) CO N O) co O Lr7 CO M O CO M CA ti V O W M r co r- M N r r O N O M N r N r T M O r r co "t M C7) T N Q s' N CD N T In N (D Er >. W M U 0 3 z Z Z. U O U O 0 F- CO z w w 0 z W LU (n tt W CL F- LJL! D W U U z D Q L U0zz U) a� c� a s C) Q O fr Q U z j z z LL O d w LLJ m OW � J W U W W C) w d z z J2 U D 0 LU 05 c O FW- O C7 LU o �r z a Q 2 LL w0= z � z O o N O T W iz {� U) M z 0 Z Q 0 D °� LL O U) F- W W J F- U) LL LU U) U CL LL C7 _ N z W f3 W Z J W � W F- W Of W 0a.- � � c to 0 h F- w z CC D CD ? M 0 a. a_ IL U) cn (n U) F- F- F- F- F- n- F LO 4 lA F vi U j OL w° 'd v .W C tv a 4 M Cl) N co Ln Cl) CD le O N J R Q_ Q z a- W CD z LL z U w 0 a O CO r z w F- a IL w o z w 0 LL J LL- LO O W C C3 co CAD 0 (L7 w LO = (1) V ZT t0 CL ik W U Z i 0 N 0 Z .0 Co O a 0. LL U N C LO Cn U O 0 �% p 4- O U m vi 7� O > W [L U O 7 Z �r C) CAN r LU O Z 0 O O ❑ N Z LU a > �L n 6 O 0 af? 6¢ H U lz as ro CL I-- "t Co 0 to M M M r r 't ct O T _ _ r_ N Cl) Cl) LO LO CD m r r r — r r r N N N N N N N N N N N N N G9 w J CL [L U) w C) LL LL O N N Co r N cvi N F LL) -_ C) 0) e LU 06 C 0 � © C 0 2 Z C7�L Z Gry W F to L< z J W w U J d 0 W W U ¢ W Q to Q C Y 7) Z J CY Cn LL U C w IL LU u) U) Kt LU w W w L (D CD H H F- ( Q z J J J O LQL LQL LQL t o v N OD CO i cci g c C6 cap ( m t- C3) co u f m C"7 N f C) z q Q IL IW w R It Lr) LU e�- > p `t JU Q CD O It z z `` CD 61 © Z I-- � x U J U U U z© M C.0 X � Q m 6) LLJ N N 0. a fD m co tO LL a r LO r co I, 0 00 LO N r !-- f) 4 LL J O O rl- d O p¢Ci CiD co O 0) r LU U W 0) 6) Q W ,� �- ¢ O O C7 Z 00 ], Imo- (D m d QF) m-t L( a~0 ¢ Z N N LO w � 2 N't ti � c) ©_ U U Ca co N C(D v C"0 rn U U W T o 0 CO o U U G9 w J CL [L U) w C) LL LL O N N Co r N cvi N F LL) -_ C) 0) e LU 06 C 0 � © C 0 2 Z C7�L Z Gry W F to L< z J W w U J d 0 W W U ¢ W Q to Q C Y 7) Z J CY Cn LL U C w IL LU u) U) Kt LU w W w L (D CD H H F- ( Q z J J J O LQL LQL LQL t o v N OD CO i cci g c C6 cap ( m t- C3) co u f m C"7 N f L G i { K } J CL. c a © L C U c = � C O L LL G � C w L r Q S Z F C � � D Lip t fl, c t) c } 4 f) T t 0 1 ) C s C C o N K J J C C J Q Q 3 Z Z i J W w t of W L W W J O O ( C z Z i LL LL. Z Z t U U to th L 6 G Q f 7 a0 NF V N M i r a � :O C Z a 7 Q J � J ❑ J U Y W J Q a C [C 0 U) 7 O Lf) M CIA co Lo Co 0 I�t a N J CL Q F _Z CL W C� l� Z U c W J 00 0 O 4 � 0 d in C0 fill- LO m m co s- r m co Cf) c i N N C7) LOrn LO lO F U LU 3 Cn O LU a ^J � LL C a to r w U- 00 w Z O > LU Z Z J o z❑ c0 C7 0 6) !1 r C7 � r r � as LOt- N N CA CO L19 C1 A C) z q Q IL IW w R LU e�- > p `t JU Q CD LL w w z z `` yZ W © Z I-- � x U J Z Ozww z U z© Q O X � Q k LLJ O a LL 0. a LL a O w O to U I, w CC U V) t!) r J CL J r d Q } LL J O O O p¢Ci U O L G i { K } J CL. c a © L C U c = � C O L LL G � C w L r Q S Z F C � � D Lip t fl, c t) c } 4 f) T t 0 1 ) C s C C o N K J J C C J Q Q 3 Z Z i J W w t of W L W W J O O ( C z Z i LL LL. Z Z t U U to th L 6 G Q f 7 a0 NF V N M i r a � :O C Z a 7 Q J � J ❑ J U Y W J Q a C [C 0 U) 7 O Lf) M CIA co Lo Co 0 I�t a N J CL Q F _Z CL W C� l� Z U c W J 00 0 O 4 � 0 d in C0 fill- LO m m co s- r m co Cf) c i N N C7) LOrn LO lO F U LU 3 Cn O LU a ^J � LL C a to r w U- 00 w Z O > LU Z Z J o z❑ c0 C7 0 6) !1 r C7 � r r � as LOt- N N CA CO L19 C1 A q e�- JU Q Z uj W W tq O x w Q > m g C) Z 4 LU U W . Q W ,� �- ¢ O C7 Z ], F w d a F--- ¢ Z a w LL w Of U- ti C�9 ©_ J a ❑- ❑ y F Q, Q O U) Z Q r UJ Cr -i .0 O �, Z O m p J to w � Q � 4 r N CL w � CL m rn Q 0 Z C) U) z LU U) '❑ J Z U) ❑ to ❑ ❑ co co O Lf) 0) cu n Nr O N c� >(D O � � C 7 LL. U �° LO V) U c L O () O 0) N - D 0 _� J -40) U) Q) Q) U) Lo e CL v E (4 a CD 0 ti O C O t� c i :# W U 4 W U Q Z O G. v U) W U W 2 0 zi F- z D 0 Q W U 0 z W a v z CO.L O Cl) z Cl � r- M O M M M It N m �- L L-- N T O w O N cf) m LO 0 00 0) m 0) O 6) m LL O N 0) O N N N N N N N N N N N N N LU W N N N N M M M M co Cl) Cl) c7 M co m (0 co c) Cl) M N N N N N N N N N N N N N N N N N N a_ Q U W LL a O t) ❑ LYL! Q_ LL w 3 LU w LY Z c1? U) 0 fK LL W W 0 LL Z Z C/) ❑ 2 �Lwuw LL C� Ir CY W J W S U) Y W LU LL W �: H LY � O O H ❑ 0 <i W U) W J ❑ d LL O z CD LL Lu m 0 0 0 Ln O O u7 0 m 0 0 0 I-- O O O O p0 r o M- 0- 0 N N Lr) F- U v LU U H Z X O Q 2 W Z J 0 z Q W J z m o ff m Y U D U o U (6 LL f!) CL H Q 0 m 0 H 2 U' z Z U) Q w — :-j Q CL � S Cf) CO w Z U Q LL O Y W W 2 2 d Q. U U LL 2 C- 4 Cn N Y Q H r Q' 2 U Z J Q U o ui LO (D 0 It 7 (1) u) w LU W W LL LL W W = LY 00 4 Q we U U LL LL U) m W U_ D W Cl) z J r IL Z) V) H Y ❑ H LY 2 U z J J J 2 I T N I-- M N O O LO lfJ Im co co Q) LU V r- r- O 00 � 00 O 0 M 0 00 c j O LL O °d' et [O O � 00 CD 10 0 co M M T 0 C`"1 d' co O) M 00 LO Cfl T 00 d O CO cp 4 co Lf) � 0) O Cl) 4® Cam°) 4 0 O p L� O O Q Y (D O cS? O O O N� CD OD 00 co cco r C) C) w O co r r LO LO w a N C4 N N N N Cl) (� z 0 M d. O N m to (D -t to � �k J � J �k Li} J 0 Lr) q U U U Q C9 T r p p 0 J O U O L`- L� CO LYL CCS ti m ti U U U U O N N V) N U O a_ Q U W LL a O t) ❑ LYL! Q_ LL w 3 LU w LY Z c1? U) 0 fK LL W W 0 LL Z Z C/) ❑ 2 �Lwuw LL C� Ir CY W J W S U) Y W LU LL W �: H LY � O O H ❑ 0 <i W U) W J ❑ d LL O z CD LL Lu m 0 0 0 Ln O O u7 0 m 0 0 0 I-- O O O O p0 r o M- 0- 0 N N Lr) F- U v LU U H Z X O Q 2 W Z J 0 z Q W J z m o ff m Y U D U o U (6 LL f!) CL H Q 0 m 0 H 2 U' z Z U) Q w — :-j Q CL � S Cf) CO w Z U Q LL O Y W W 2 2 d Q. U U LL 2 C- 4 Cn N Y Q H r Q' 2 U Z J Q U o ui LO (D 0 It 7 (1) u) w LU W W LL LL W W = LY 00 4 Q we U U LL LL U) m W U_ D W Cl) z J r IL Z) V) H Y ❑ H LY 2 U z J J J 2 I T N I-- M N O O LO lfJ Im co co Q) LU V r- r- O 00 � 00 O 0 M 0 00 c j O Q O °d' et O CO � [O 10 0 OO O m 0 U 6 OO cp 6 " H W cp 4 > 6 CO O V C o N •-- w V U) [y N !q d' 4 U 00 N r- N p 't U) w W Y 6g w a w C4 a 00 w (� z 0 d z O J U 4 4 06 W Q U_ J N > z L) 0 ❑ v N Q LU X w s# U) LY o ++ CL o LU U) 0. w .� a U a w 6s CD N D N 0 2E ti v uj W X W O 0 J Q ❑ 0 � w to LL 0 to ❑ ¢ m m LU X a M ❑ 4 Q Y U) U z w f1) J 2 U w z 0 U CL O Ly U Y ° m Q 0 o D Q) LU Z O V Q � � � ti U U U � ,° W U H W `O > ,0 a I) w U) a a U W W U) w W Y w a w U a w (� z 0 m z O J U 4 4 Q W Q U_ J N > z L) 0 ❑ v N Q LU X w s# U) LY o ++ CL o LU U) 0. w .� a U a w U CD N D N 0 2E Q) Z Q � U U W U H W `O > ,0 I) w U) a a U W W U) ¢ ❑O w a CZ E Z ¢ w w (� z N W z O J 0. 4 U q U U_ 4 N Y ❑ o = X w Q 00 W =) 0 ++ CL fn ❑ U) w .� a U 0 U LWL D N H Q CO U N N LD CD LO CO N' M "t "t CD (D CO O O O O O O 0 O 0 C3 r- (O L- N Liz LD x m Il m m M m n Ln LO (D CO CO (D cD to co (D CO CD CD N N N N N LL) N N c-° - N N N N N N N N N N N N N N O co Cl) Cl) co co co M Cl) co Cl) M CO (7 M M M CO M M CO m m co M w Cl) Cl) c7 M co co (") Cl) co CO Cl) CO CO M M M M M M co m 0') C} M co = N N N N N N N N N N N N N N N N N N N N N N N N CD U a O Lo N N Q L i CO � LO LL) O r M t- °� N ti (D m Lo h- h h O 00 CO I`- "t O dt C''') O � r tf) 00 M f- CO 00 00 (D r- (n cc R O O C6 V' O_ p) N C) LO N� O 44 LCj LO u) O N N O m 0 6) V V W L{) 0) � O ' t - O V• N O O O OD co U) �t ry N O L- LD N (i CO 9 M co r p CO C) M m M m r- v CD co m N m (s) N O ti O O LL r r 0) r N w O O O C7 M M Ln Co M N It N L- M m dCD N m w LL •I U) m d ccoo CC3 LL (MD LL LL d" N Ln (m (DD Cm C9 0 Z O 1 O qP 0) h- CO U r (D M 1* �r le m O m m m L)0 't Ln L3) m (D N O O (7 0 0 U O LO N 0 0<> r O N I-- M 0 C) U) w w� a ¢ U) -r z U w 0� W z LU Es CL J z W W f O H W Z F- Of T CD d = 0� Q LY Q z LU 0 U LL— LL- `� Z_ � w _ O Dr d Q ;� Lg L CD z to O d r L j O 0 L� LD Q a N LL a �W( U W U _ ( W U �' W w 47 -� Q > W W W > O 2 w W W w w w W W w W H o I— w w' w U U U U U U U U C? U Z - LCn p Lo _ L w Of � > > > > > > > > > > w C d p U W U co J (D X [7C c!) W W� W� x CY QY Q_ LY C� C C p_ U C-) � d Z w z Q w w W w w W W W W W LU ° N ¢ I- W C!J w U w w W U) U) U) Cn [f1 U U) U) V) (!) a LL U LO U w Z w Z O z U U >, -- to to) U W U ¢ d U C7 > } a ❑ O IY [L' 0= W' LY LL' LY Ll c� U w LL (J) 3 :C -) �[r�aa�������H�F W W} -W Cn C L_ ❑ ll O� }} w w, J J U S S U U U U U U U U U U w W J ~= r a -J J w Q J w w W W w w W W W W w ° U z> w W U z W W 0 0 W w w w w w W w w w U �, ) C (v s0 O > O J J Z d U ~ Q p ¢¢ h Z d w E —Cl) ¢ i/J U7 U) (!) d¢¢ (A ( ) U) U) u) X W¢ Q U) a¢ Q a Q Q w ° w ? LL ❑ U 2 U cn U ¢ <t 0 0 0 0 0 0 0 0 0 0> »� U N U O LO O M It O O LO w Lo 0 M m M1 O L- O C') O CO r (D Y O E O " M m m O C] It CO M V' D7 r N LL] CO (O N C`') f3) (t7 N l�) M N 2 (V 6 (D T O O Lit 4 CD Ln N v Ln M M L- M 0 0 n 0 M 7 ti D M N m Co LO C� n N y" N N L() N LC) N r 'q' N P- (L Q et O N r F r r (lC) r r r co F {is U Z W 4 w } 2 Q z W 2 w W U) a Z � W O LL U LL u w > U Z d p z , w W U) ¢ w � iY w W U} � cr, H W J LLLL JD 0 M W '� < LWL J W W Z (n U) -i _a CL Z ❑ J w 2 W w CL' J CCK O J y Z w 06 (!) w' r Q z w U cr H¢ U W U Q .. Q a LY a J O z L% F > a CL Z d U- `s U Z z w CD Q Cl © ` J d W H< W 0 0 U W 0 C-) Q O %� LLJ D LULL w m a W U d w 4) o w }�¢ w w¢ w E o > ❑ d LL 2i z U) U) N ❑ U z a CL N t7 MI Ch CD Vag ti W a a W 4 z Z `o w c 4 N a) w 0 m N LO 0 O m N N N N N m m co co co cl] m M M M N N N N N Ci w Z Z M CT Uf) M O co CO r LO r pt N CO CO M � LL? Q3 W CD 1 T Q O T N Lti O O O Q 4 CD (I) J N � Y Q � O ❑ © a d d I- a a U) U CD � W w z_ z_ S U J Z of 'a W W D w Cfj J J J Z- _ ¢ LWL O O 2 O ❑ O U M C%) Cfl It CD to Ln M N CD M (� N C7 � V Cl) N U) w U U z a w (n U LU w U <ZC z z � J a a- m W w O � o w 9 � a D LL W ❑ LL d a U z J U 0 w 2 W w N co ( Y O CD Lj LD x a W O Z O N N O > cD o z uvi O V C 7 a IL U N _ U) (0 LLJ (ja U 0 LLJ {y O p �' o Z o 0 J N C� z cn E Q J+ W m U a o z v 0 N e= W o � a Z o N D M Z c co W {L M F R w a CL v v v v v v w co f— a w a a a o o 0 a 0 a a w LL LO L() m O N N N N N N N N W W N N N N M co M M M M M M M co co co M co M co M M M M M M M M N N N N N N N N N N N N Cn U-7 a N M r = w LUS C Lo X r N 0 0 0 o o s 0 a M M CO a O O O O O p p O M 4 v 4 4 LL LL T co O O O O O O O O O O w to L{) (1) O O O O O O O O O CD N N M a s 6 6 O 6 6 o 6 o LC) ( i 4 4 Lo LC) Lf) U') Lf) LC) r M O O r T N N r r (D cc Lo v o O Q Y U O m CC) O z z LL IL W O c¢4 U) Z Q LL U LL W O LL O z D O O z C6 1L1 ® T z z 0 Cfi Ln W J CL O ❑ O J {1) 2 Q M Q z 0 v O M LO N N r N N M ~ v O O U O O (D 4 z Z v M M M O 4 6 M1 LO N T L() LD Lo �' ti m m p U U Z Z o CO v 0 O m U) n Q U) a Q z Iz �w 69 g CD z LU Q Z ❑ ❑ — v W H ❑ w - O c7 w W u) LLJ IL 2 LY 0-1 V) Ir W W 42 a w O O U W O: ON Z m a� 0 co > w LL LZ J T ¢ J ¢ Lo 0 0 w� Q W > w W w w w w w w U z Q w LL z LL¢ w w w f- rn vy o w c d T LL (n wr✓.� (z u/� z < O S LL LL LL LL LL Cn (P1 LL m IY�IY11 w -i D <w ¢ ¢, (7 0 U 0 0 0 a 0Y OC O Ir �� Z U z z z J z z z =_ co � U 0 0 Y z J J J J J ^Ly p gy-. ¢ q LL LL } LL li LL LL z z C-) Q LU Q J —j - J H a o w = 5? 5 5 5 U U z LL IY of 0 0 0 0 0 0 2 0 cn Of aY O O O O O O O O O O w to L{) (1) O O O O O O O O O CD N N M a s 6 6 O 6 6 o 6 o LC) ( i 4 4 Lo LC) Lf) U') Lf) LC) r M O O r T N N r r (D cc Lo v o O Q Y U O m O z z LL IL W O c¢4 U) Z Q LL U LL W O LL O z D O O z C6 1L1 ® T z z 0 Cfi Ln W J CL O ❑ O J {1) 2 Q M Q z M 'It O M LD LO (D n M N `t M CD (D W (D (O h h CO CO M O r N N�t It v v v :r � eF N N N N N N N N N N N N M M M co M M M co M M M M M M M M M M M M M M M M M M N N N N N N N N N N N N N N N N N v O C1 a a N M [J) 00 T co O O M OD CD ti '!— M M M 00 cc I� 00 Cp fA CD CC7 0 Lo T T � co O) m DA 0) O O () N M CO LO v I- ti h�� CO O 0 � O '� Cl) C7 I� r L- L— L- (7} N LO CD 'U 0 00 CD (D (D (D co O (D Z O O tY U U Cl) QJ c0 U z w W W W W 0 w U w wU U w w w w w w > z > z w C/) J J W Q J J ¢ J J J J J J IL IL wLLz0- mWzdaalLam Z cn z w IL IL W w IL a IL IL IL m Q Q © z U) U[ z c(n CO U) U)� U) CD o z z U~ z Z U- z z z Z Z z F-� Q� Ir � 2 5 F j I¢Y � O z W W W Z (� t� W W Z W W W W W W [� a 0 U w a IL 0 W W M M M IL a IL O O LL U Q w O O U 0 0 0 0 0 0 0 Lo CL �w cv) N N O O O a r O O N M (D v CO v LO h+ M M O O M 0 0 v O M LO N N r N N M ~ v f+ O 6 O O (D 4 L6 M v M M M O 4 6 M1 LO N T L() LD Lo �' N m m N r U CO v n U) Ln w �w 69 g U Q Z CL �w �4 W O� U 911 Q U) Ln w �w g U Q Z Cr w - O c7 W u) 2 W O 42 a w F- ON Z m a� U❑ ¢z 0 Z~ c¢7 z LZ Z D U J ¢ Lo z Z O Q W > O J U ¢ �, Li O U z Q I- LL z LL¢ Lij W Z — f- rn vy o w c d T `WU U (n wr✓.� (z u/� ¢ < < O sn co F w �' a U LL m IY�IY11 w -i D <w © w w W cL 4) ❑ ¢ O LLI O QY J z LL Y N O Q Q co co U 0 0 Y J D 00 '$t co m 0 LD (D to CD (D (D to co co co (0 co m cn (0 (D (D CD ca M M V +n v v ti r, r- m m (O v v v v v v v v v v v v v v v �t v <r <r v v �n Ln CD (D R r` rt m m �. N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N w CD N N Cl: N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 07 � co 4 � r a w V rV r 0 CD y -- ti P- M M CO ti ti O� M LO() U l rte- M M M cMA M r O r r r r- r+ (D (0 Lf) n (0 (0 LO Ln N N N N N N N v�T 00 00 N v C> N r- M M > c0 c0 m 00 00 m co c0 m w m 00 00 c0 c0 CO m 00 CO CO 00 00 O 0 N kn It N N L(7 m (O Z r- r- ti r- r- r` r r- r• I,- r- r` � P M1 r-- ti ti r- � r- U) U) W 0 CO r- r4 i~ m M _ w co (D (D (D co (D (D co (O co co (Q (O (O m (O (0 (D (O (D (D m 0 O 0 v >n N LO n Lfl M ti T CV O w Ql Q 0 Z (!? Lq rn cn (n (f1 U} US (I1 rA (q f/y fA f17 (� U1 (Il ll} (/) (I] U7 U} (f} v3 W W (J) U) V) (n (n _ O w w_ w_ w_ w_ w_ w_ w w w w w w_ w w w w_ w w_ w w_ w w w w_ w w U C,tT J J J J J J J J J J J J J J J J J J J _w J _w J J J J z J J J J J 0 c =r n. aan.aaaaaaaaaaaaaaaaaaaaa(n(" aaaaa oC a a a a a a a a a a a. a. a a a a a a a a a a a azz aaaaaL M u_ U U > > >>> D>>� D D D D� M 7) D D D D D >>� m D a a U z z z z z z z z z z z z z z z z z z z z z z z z z z z z z(D U a) w �_ H F F F- �= 1- F= H Z H H H F= w w M �° (3) > w w w w w w w w w w w w w w w w w w w w w w w w 2 2 w w w w w z 2 --a ? a a 00000 a a a a 000000000000000000000000000>> a a a a a a a a a a_ n_ a a a a a a aOOwaaaa.aww (; a) y z v m M 0 M N It N v 0 M N v Vo N co co (D 0 0 w L() M 0 c 1 w M— T CO M r - M LO m M V 0 r 0 M 0 M 0 r L(3 M CO U) T r M 0 M M M_ t o r- LD M 0 LD r v V' }..� -, O d' N C7 !'- N 63 d' 6] Ln v C17 m (D O m 6? -z Lo C7 4 4 m Lr) M r~ m m ('') m 6 5R co r- LO (i M u3 N N �- N co m m m N w N (0 r 'r ^V d E r a w a O z co z o ca o z z u) U w g LU z a w > :E 5 p U a w :R a LL w Go O0 0 2 cmv 0 U H w w 2 o w? n w>1 D D r` Q 05 w o' °° CO p 0 U o v Z u. w p Co a = C!i J > O Q Q g N r Q w (n M Z CL W 'S F- (n = a li o w O 0 J a in En a N Iq V N LU Z Z Q w w z a a CL 0 a � U W T N V ro ti w 0 Z T O N g) CO o F z C V D cu •� C � F �o a LL U 04 LO (f) U C G 0 LU_ ) D o `n Z U a) En z 5 C a Q 7 W 0.. U O 7 z zt C7 O W o Q � z r � o N O M Z W a > n 0 Lo M M Cp M Co Co h f- r r N N N N M M M M M M M M M M M M M M N N N N N N N w fo Q) d F �t w It ti N (�f? N N V O v a ti Z co N f� _O CIS N - N in CO co c%> o T � It O 00 M N r O CO 0 �' r� a O r Lo � cn O N Q ca J 4 O C3 O U r z O d F �t w It ti N (�f? N N V LU < o c%> o T � y 0 D � D U [Z Q f— N_ M O O 2 w U) LL (/1 o Q Z D J C) 0 CO Lb F L L ca al W r o<D�� 0 0r0ILLLw lu H Z f— F m ❑ Z) > > D Q W P � H ❑ J 2 O O O 0 0 I�t O O O m O O LO O N N co co, (, Co O CD co Co N r O N � T g h- Iti ti f• W W M 09 O �t CO i`- N (D W W W ct r� N ti r- r- 1- f� Iti r- t` 1' (• I` N w W W w m 0 O O O Q O r r r e- r r r r r r N N N N N N N N N N N N M M M M M M M M M M M M M M M Ors M M M M M M M M Ch co M M M M M M M M M M M M M M co M M M M M M M M m CO M N N N (N N N N N N N N N N N N N N N N N N N N N N N N �r o tt N sd N 0 (D (o N N O CO �t U1 O I� CK1 L[i M M r p LL] O 'lt 'T 'ct M CV N ['� N N C7 Q N O V C0 m O M M M 'It � 0 Lid C CO CC) CO M r 4 1!) CO Cl) 0) a) 0) 0) r r 0 0 0 i N r M M Lo 4- 07 � CO O N M 'at LO) O m O m Co co 9 9 e W W I`� M M to r W 0 M M CO 0 LO) 0 CO Co o O (n 0 0 Q�t d "t r r M 1- r- N N N N W W W CC) Co co uj L[] UC - LO) "T d' r r r Lo Lo r r r 0p U O O O W W W co W W OA W w U U U) U) co z z CD U U U r F z � � C o Z z W w w �p w 0 w Q U U 2 2 z z z (fl w w w w w w O O O° U U U U U U c 2 � W ❑w H- � 0 > 7 > > > > w w w LU U U Q Q �C ° W' [L' a W' of T P P w>> O z z z CWj W W W LLa W w cn va v) U3 sn Cl) zv)��UUcimcwn p (D0� W z z z z z z W R- CL ❑❑❑ J J J J J J F Q U3 < _j _j 7 W z� Z w L z =_� LL LL z U (J 0 Q Q Q Q Q w J / rr-Jl < < U) U) -_ -t U) /� `3r z_y �z_/ z_/ 0 to w (n 0 w 0 W U U V O O co 0 Z 4l. i? (� � J J W w_ w_ w w w w W r) M crs c i c i Q r T0- ,� yZ J J J J O Z_ Z Z Z r r r r r r- a_ iLU w Iw N N N D w w w a_ I L w U Ca (? C7 N N N N O N w J J J} >>> D 2 z z z r C' w w W LL, LL LL LL �: �: 0 U) (n U) U) W W w ❑ LL LL LL LL LL LL N O M W O O O O M 0 O W O O b O O O 0 0 0 0 0 0 0 LO IT M N O O O O r CO O N f- N O O CD 0 O 0 0 0 0 0 0 0 w N I-_ O M co 0 N N M r co M N N O 6 O O T 6 O 6 O 6 O d' LC7 N O W LO M f - N r W V rIcT O') O * O M .t W W Co M M N CO T r r N f- N IT r r O O N r CO r 0) Cl) M co M N N r r N M- M T r- ti w z Lw F- OD 0 � D U7 � U LLI m w Q > 4 LL _Z J J 41 F O CJ U W U w LL U z W W o~ W W L= u7 ? U Z w Eo z 4 z Q r� of Ow a Q w ❑ LLP U LLU U=7 Q D Z D < J z z w z ❑ O¢ a® J z O M W i.1 Q U � J Z D ❑ LU Q U O 00 ¢ O �� Q 4 COL O in Z W° uJ 0 0 0 m < Cl M J N In °0��� xs w w D O va 0 Q 2 D Q LL m U U 4 .+ cza ❑❑ f- zwzz h- Iti ti f• W W M 09 O �t CO i`- N (D W W W ct r� N ti r- r- 1- f� Iti r- t` 1' (• I` N w W W w m 0 O O O Q O r r r e- r r r r r r N N N N N N N N N N N N M M M M M M M M M M M M M M M Ors M M M M M M M M Ch co M M M M M M M M M M M M M M co M M M M M M M M m CO M N N N (N N N N N N N N N N N N N N N N N N N N N N N N �r o tt N sd N 0 (D (o N N O CO �t U1 O I� CK1 L[i M M r p LL] O 'lt 'T 'ct M CV N ['� N N C7 Q N O V C0 m O M M M 'It � 0 Lid C CO CC) CO M r 4 1!) CO Cl) 0) a) 0) 0) r r 0 0 0 i N r M M Lo 4- 07 � CO O N M 'at LO) O m O m Co co 9 9 e W W I`� M M to r W 0 M M CO 0 LO) 0 CO Co o O (n 0 0 Q�t d "t r r M 1- r- N N N N W W W CC) Co co uj L[] UC - LO) "T d' r r r Lo Lo r r r 0p U O O O W W W co W W OA W w U U U) U) co z z CD U U U r F z � � C o Z z W w w �p w 0 w Q U U 2 2 z z z (fl w w w w w w O O O° U U U U U U c 2 � W ❑w H- � 0 > 7 > > > > w w w LU U U Q Q �C ° W' [L' a W' of T P P w>> O z z z CWj W W W LLa W w cn va v) U3 sn Cl) zv)��UUcimcwn p (D0� W z z z z z z W R- CL ❑❑❑ J J J J J J F Q U3 < _j _j 7 W z� Z w L z =_� LL LL z U (J 0 Q Q Q Q Q w J / rr-Jl < < U) U) -_ -t U) /� `3r z_y �z_/ z_/ 0 to w (n 0 w 0 W U U V O O co 0 Z 4l. i? (� � J J W w_ w_ w w w w W r) M crs c i c i Q r T0- ,� yZ J J J J O Z_ Z Z Z r r r r r r- a_ iLU w Iw N N N D w w w a_ I L w U Ca (? C7 N N N N O N w J J J} >>> D 2 z z z r C' w w W LL, LL LL LL �: �: 0 U) (n U) U) W W w ❑ LL LL LL LL LL LL N O M W O O O O M 0 O W O O b O O O 0 0 0 0 0 0 0 LO IT M N O O O O r CO O N f- N O O CD 0 O 0 0 0 0 0 0 0 w N I-_ O M co 0 N N M r co M N N O 6 O O T 6 O 6 O 6 O d' LC7 N O W LO M f - N r W V rIcT O') O * O M .t W W Co M M N CO T r r N f- N IT r r O O N r CO r 0) Cl) M co M N N r r N M- M T r- z_ w z OD 0 � D U7 � U LLI > z _Z J c W W CJ H W Q w Q U z W W o~ W W d u7 ? U Eo w w U z Q r� of �© a Z Z m z Q U Z) D w d J z z w z Y p H a® J I- LL Z) O z z W M❑ Q U J Q U r z Of O �� Q U L.0 Of F F U z U Z W° uJ CL W M J 2E O xs w w D O va 0 Q Q < Q Q m U U U U U ❑❑ d O N (0 CD d m n Q N O CO > 10 U C N coU � � C � LL U U C �o 0 4-- U)_ J ID U) CD N m 3, d E d 'T d N a 0 s= 0 C .w U U W 2 U it W C) 0 Z z 0 EL U N w in w (.a 0 Z F- z 0 a w U_ O z w a v z C, 0: O Cl) z o LL1 1� ti fL M N M M U) U) U7 � O T r M�r I�t V 0 LO 4 00 GO OD 00 M X W W W W O Q d� r N N N N N N N M M M M M M M M M V Vlzr V V �t �t V V V V 0 0 Ln w N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N W M M co M M M M m M co M M M M M M M M M M M M M M m M M M m M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M m m m m m m m M n M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N m) L• t4 h m3 I� O _ OD N h l� O N 0 d dD N M d' 'cl' N LO N ti 0) 00 LO CD L? Cl) N CQ Ln N � 'ci � r � (D CO LO r m) Cp LO W V LO i— N ti L) I- Lf) L() M d pp d d d to to r R CO a0 I> N N to oo r ti V O m) N O m) r- O tp U) L= j r o M di Dim' fn b r U) Lam! � C tt `t Lo CUD hl- N M 4 N 6'M-) N N N N N M O O� CD Co co co O 1 T 4 'It 'ct Lj- d N 0 d O r r r M M CD O Ca N O O 0 0 0 0 0 m) 0 0 0 w x m 00 0 N I T T r- U O d O Ca N O d 4 CCs LO M M 0) d O M M M M M O W M M N fn (n co U) w w LLL w U U U U w w w w (n U) to u7 0 C7 (7 0 z z_ z_ z_ J J J J L1 Ll W w 2 2 �E 2 Q Q Q Q m U) cn U) cn W CL J T T r r c S r7 cYi c IL r r T N N N N m LL LL LL L}L _QJ (1) W M T T J * :V9 4:� 0 0 0 W U)) U) U) U w x x x O 0 0 0 LL LL LL LL J J J J LL) W w W D =) =) D LL LL LL LL T O � O Ln J d O d LU m m J LL a z w W U w W W W o O Z 0.J. IL 0- 0 M — �- w cn cn cn m cn rn cn uv cn cri cn a a rn ¢ w_ _W W w ¢ m w_ w_ w_ w_ w_ w_ w_ _W w_ w w_ D D W_ J J J J ,.! J J J J IL d d M 0- 0> r- CL m m m w a- a w w w m m a a w b Q tl o 0 2 0 0 m LL (n (n fn UJ (n Cry N (n (n UJ CI) fn Cl) (!) ill fn fn Ui C!3 fn fn fn Cn fn d d O O m1 (0 0 L- � M O O M N M r 0� - L{) - Q0 n M 00 M Ln M d N M Lo Co O d 0 0 0 M N CQ tf) f� M co O M LO O Co t�l M ct N r I`- r (D T N� r 0 m) e- N LCJ Co Co O O O O 6 tD T 6 I-� N 6 1� N Rr-� 00 M M L() 6 N O L() O r- CD O � M O M O Ln Ll� C.D d M M M m o Ll- ti U7 Il- Id' N a n m) w I- m) tb N to O m N N M M U'� r N M N r N N N N M Lt) M It 'tit It d CA �t CO 6) 00 M O o Ctrl C7 M N T N V r -4 U z Q z 0 W U Z .L O m Of 3 Z w Cl) T W U J J U) _w (} 0 J Q z z U w z � Q FL w Q J a Q U) O o 0 w 7 W W W LL LL LL d Cn 06 ¢ z w O co w U � Cx-i D fl z ~Q z Q inwrn J 0 ❑ O O _U F- Q J U) w � a X d z L O CD C) Z 2 2 z z fl m 06 z O a Q 2 Cl) w U t!1 W W Cn U) ~ a W U LU W SP LU w fl O U J CL a V) ¢ U W I- U Y U Q m_ L z vi w W 2 00 N 0 �t m Ln LO r r F- F-- F- �- :t co r` r- m r M m c0 m — c) m O V et V' Lo Li) ti co m m to m m m m m m LL LL LL L 0 0 LO LO 0 rl- ti r-- r- 4`- 00 00 m m m m m m m m m m m W W W W N N N N N N N N N N N N N N N N N N N N N N N O Ei M M M M M M M M M M M m (7 M M M M M M m co m m W M M M m M m M M M (1) M M Co M M M M M M m M M m cco = N N N N N N N N N N N N N N N N N N N N N N N Lu () Cn m a O M1 �Y N �- co M O� O M M r co r Lo co r N LLO M 000 n r- CV C� ,� () L() C7 a7 m O N M M O N— -' 0 00 N 00 00 0 m tj, co O O O O O O O O-t LL M r 0 Lo A (O 00 O N' t Mzr V O O m V— r r N � r N� O � CO M CO CO 0 Co O M N CO CO O- "� °7 LO C) UO M 0 N 0 N 0 N 0 N'qr 0 Vr O T M r M O M r L{7 0C) CO W Ln W � Oct N W C) n CO r 4 CO W U) U) O W O M O Ca N CO r- 0 r - CO F- Z r W w CD w d o 0 0 0 Ca J J iQ U O O 0 0 ~O m LU Q O LP} O LO, O Ln O LO a m Y Q m Ln w U W !ll CO 4 a Z J ' w w w w o a a a w m a a m O f Z w w w W W U [i' rc ~ J U� -'''L) O LL U- >- LL ?-� LL m wQrra w O a C: p O O O Z U D - zzzz p w LL,n o N (Y OOOO 0'_ w w w LL U LL V Q d¢ �U)cn ❑owww © O W JO a❑ -'Owe¢ In u} w U7 W ��U)U)m r cnOaaOOm0m w aaz_ Ocra¢ww_ =ma a U)0rnU) www_w d L D D Z W w Y } J J J J J J ,. CJ U U U a U) U7 ¢ w w W W U a a a Cn r Q a a a IL �_ LL LL LL W a z m m LL L- O Q a a 0- F5 ❑ m N a a a a cn (j) cn w Q Q w O¢ Q¢ 2 O❑❑ O O O Q >- > ,- 0 J Cn Cn Cn U7 U) D J -1 U U V) U) Cn Cn w U CA ri) U) Cn Cn J w Cn U) U) U) U 3 Z o O 0 O CD M Q O r ti r- 4= M r OD (mO M cO 4 (CV LOT) r-- t-- LAC) O N �t U) O 0 0 0 0 (D 6 6 6 U1 C� L6 t- 6 t•• � r` ai C i 6 M Lei Ct Cv r: r- r � M 6 M cli L6 � m C: m w w O LO m M m Lf) � 4 M M N U-) N N' T n (D r r N r r O CO r c- T T r- CD N Lf i M r- r M r EQ r N r N r V r 3+ W � U d O 7 z z CiJ U J V- J Ir a D W U t✓7 co C) O Z Q �t W LLJ � Z V i LL U Z ! < LU LU g m LLj Z) = U - E O LU O J >av�, z U) Q m U7 O U7 D 4 m W w LU d O U) J ❑U U G LU ° c w U) O a H-j CO Z O m +. F--- CO _ O N O Lau LL LU W m w O ci? 0 O H S= z W LL o > C] Z Z 0 a co 0 U) U) ❑ a L() LO 0 LO LC) LO co co 00 co co co r M M M C'r1 M M M M M M M co N N N N N N Ln co N 0 �t m Ln LO r r T r co co m cn m m c4 CO O 4 O O Q O r T �- r m m m O) m m O_ CS O O O O O O O O O O d' "t It It rt [Y rC 0'_ 0'_ Of G� 0� w w w w w w ❑ ❑ ❑ ❑ ❑ ❑ a Of a a a a 4 4 4 4 4 4 Y Y Y Y Y Y 0 0 0 0 0 0 0 0 0 0 0 0 m m m m m m y Y a U J ,O W ':5 Z3 ti a w 0 z Q 0'_ A 4 m O J < o� u� a T w CL 4 A W N (O co m m N r M (0 O r r M M LO M LMij (04 cN�l N N M co y Y a U J ,O W ':5 Z3 ti a w 0 z Q 0'_ A 4 m O J < o� u� a T w CL 4 A W co (D Q (0 Cfl Q C5J S6 LL r C) N 0 > UL] O - m 0 4 L U N L C� (} U c C U 0 m �. D Q5 U) .`n f1Y d N a 4 O r CD 0 0 i u w 2 4* W U 0 Z d P: a ir U in W W _U 7 Z Z O a W _U 4 7 Z W Q st Z T 'y a M Z Q > N w w co O w m CO w 00 CO m CO M m m 0 m m M M Cl) co co co M M M Cl) M M M M M m M M r r r r r V V 'r Et' d' 0 Ln Lf"j LO LO 0 LO Ln LO Lo ro U) n UL) n to Lo Lo r N CM N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N M M M M M co M co M M M m M M M M co M m M M n M M M M Cl) M co M m M M M M M M M m M M M m co M M M M M M M M co M m M M co M M m M co M M M M M M C") M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N CD LC? !— M 0 T N CO 7 Lo CD I— M M O N M M r r CO LO m to LO O O CD O O O T T T r T - N N N N N O O M O N r m m r— t- O w m m 00 M M N w w m m m w w m CD CD O N N N Lo o � d M '7 M Lo Lo � LO Lo Lo M Lo in M Lo Ln LO Ln Lfl 0 to M V (D CO Lf7 CC7 00 C4 O N OQ ti O M M r M Cl) M M co M M M M M M M M M M 0 0 0 0 N N O O rl- r d d O d M M M d 0 M M M 0 0 _O M M O O M M M co C7 O O O O� O O d d 0(D Cfl d d d 0 r r r r r — M O O r r r O O O 0 0 0 d O O O O O O M M W 07 M (M M O W O M M M M M O M w Z Z Q U U!) D w J F- z z Lu w wUUn Cl) ❑ Z) Z) � Q 4 O m Z O Q J J W U z Z Z U � Z U � 2E zz ❑ ❑aa��- a Z Z LU (Y ~ ~ ~ ~ a a O O Q U U O O O O D D U U LIJ Z 'm U U U U U co Q w M M 0 0 Q Q ry m z z z z¢ Q Q L w w U U W U17 Cr UY U w W U) U 0 o w if zzUnW w w z ¢ 4 Q Q Z ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ m ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ J J Q _ > > > > > 3 > 5 ❑ > > > > U U > J ❑ 0 � U ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ Q ❑ ❑ ❑ ❑ ❑ Q Q ❑ m d 0 0 fW 4 Q Q 0 0 0< Q 4 Q Q Q Q < C Q Q Q r 0 C7 Ca (a CD CD Lf� 0 0 0 0 0 Liz O O Lo M r- CO O O N— 4 i- N V r O M O O Lo M CO O M 4 C3 0 W Ih- N N O r O O O 'It O N �' UC7 O N N to CV 0 N CO CO CO f— CO CO I-- N N M CO N O O O (D M 'ct SY [� n - Ufi M d d' N CO LO LO 0) 07 O O . (D CO 0) L(7 LO Itl- -;I- t, M 4 0 N r 0 0 0 v N r r Lo r N Il- ct d (D W O N M M N M M i- r N I- C] N ti W La N `-' O C7 O N N N f`- LO N LO r r N M CO LO T Lo r T w W U ry Q w CL U) w z ❑ p 4 m r) O U J � Z LL to 4 O N � ca © m W Q J Y [L O p _W (3 Z w m 7E W d FQ- I- (J} W II_ w LL J w w •w J H Un w Z CD �# C6 Oft cO N N N N N N C37 fA N N N N N N N N N N N O U M M Cl) M M M M M M M M LO w M (*} c*} M M M M M [+] M M N () 0) m CL OO N N T N _ N N N t-"T O N N N N N N T T T T T T co O Co =,t *k *k LO I- I- LL LO 0 N F m 0 H 0 F 0 F U F U F U co co Z U U U U U U r ti a a Q a a a N N rn cn v) cn Co cn w w w w w w J w J w J a J a J a- J w cn O w w a a a- w w Z Q N U M LL w Q ¢ Q Cr7 O < < tC ¢ z z a-CL0- O 0-ELa- CC) C) C7 w ~ O C) U U C? U U U rn LL U U LLU 06 06 atS 06 *6 06 Cl) W w O d U U p O w 0. o U -2 0.0, a 3 cy j = (4 O F U U ❑] ❑ m m m iL1 Z a w O J ? a. a LL LL LL LL LL LL F (� c 2 LO n N M O C7 U) ct CD M N CO 0 M M 0 0 M T t M ti 5 C ❑ O T O ti' L� L� T O �f = CD M CA CD O M M a N > w (0 (3 a D z F z w F � U w a M w cn YO J LLJ 0 m o Q J z w r z a° co CV LO W O r OU LU M Z a LL � o � O z U '01 C71 C7� F M Ch d3 Z Z ti fil 4 W a m 0 a d CD N O M O O O O O r M LO LD O O O O O N f`- Cfl OfJ 00 O O O O O O O r r r- r T N N N N N N N N N N N N N N N N N N N N N M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M �'•� M M M M M M M M M N N N N N N N N N N N N N N N N N N N N N N O r-_ Cl) N 00 N N T co CD co _ N N� O LO C+7 LO r r v L-- � O C7� co 00 00 N O M- M 0 ti T CO O M r Cl) co N N LO Cm 0 h M CD O M M W C_O O u CD CD — N N ~— C6 0 0 Lo O O M CD m W O O O U O O Q w w w w 00 N a_ IL Cn ❑ fJ) Cn LLU Z ctS U W � a P ~ w a U) tY °� w � W U U w z z �_ J ❑ Z Q tO z 0- �_ = U p a O CaL LU w U) CO = co W< L-1 LU w ❑ z � < `zj F- J¢° �z < EL ¢ O z oua wzE2 ¢�ww - wo °w.5 : ©� aE °R UD U wJw¢Liaa a¢ © ~ 0. ❑ L O O w u) w u) Q O W c❑n co U' LU U a a a w o® z 2� � O O ©w a- CO Lei w O, - � f O © m (a7 ¢U' c7 0 � U) U) 0 LU W LLLL_ a 0 0 w c7 4 w Q 0 m� �� c7 z w w � w z m w w w� O� � =: Ir � z O 0 J O O m JO U� J J J U U z co a Y Y Y C7 z LL LL_ 0- LL J Z J Qzzw2cnOUdd¢wLzu L?IX Q 0 LL Z) Z) W Cn > LL LL LL = U- C/) Cl-' W U _ 2 O LO O O m O 00 'IT ti O O O O O O 6 m m N m co M O O m O m 'V m O O co O C7 0 0 CD O r M LC] Iti 0) co N CD It CD M V' CD CD V) p C� O O N 47 It O O LO Li CD Ln CO CD O Lo L-- Ln CD 00 It CA LO r L() M cD CD O CO Lo Ln N LO M f �r N (Q 6) LO M T L— U-) IT C) 0) N T r z w F CL W a Z O Cl) F � LU z � LU u U U) Y w O ct) w a0D a o se CL r � m w � a a a O U ❑ O O z 0. CO to z w ° a O z p Zo Jcr) 0 z W W Z Oo m O 0 W D d U 2 a U) w 06 0 i � 0 co O co N N U U z Z U O z_ U U Z w w LL z .6 U) Ir QO U D U ❑ of O ❑ U w w (n aw z a z z w a w w Y ❑ ❑ ❑ ❑ U z_ U) F c.7 ❑ ❑ O ci z O d cD Of C7 z LU X w w LL OD (D O (D co a) Im M a_ Q ('V NQ M > CMG o 12� U) C 0 d LL U LO C U � w 0 � m 5, .� [L 4) E a [g CL v O N Q C 0 a v '41 4k U w 2 U 4t W U_ O Z z O U U) w w U 0 z k� Z O a W U O z w Z r � N O cQ z c � �t h O N CO � M M M M N M M M r N N LO LO O CD Q M O LO LO Ln Ln LO M M Ln Q O CD Q N N M m M M m M V V V V V V (D O (D c0 CD O C4 co co ti ti N ti ti M r- I-- ti (6 co OD 00 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N Cl) co Cl) Cl) (`') M co co C) M Cl) co M M M Cl) M Cl) co M C'S Cl) Cl) M M M CO M co M m co M M co co M M Cl) C7 m Cl) M Cl) Cl) Cl) Cl) M M Cl) M M M co Cl) co m Cl) c 7 co co C0 (') co c') m co M m m M co N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N d O �r r r r Z Z Z to (D (D Q 6) O O O -t M CD r O r Q",:r O M TT r r (O O O O r Q r O (D m ti It x M M r- In F-- 6) N co M N N co � Liz Ln GO r- m m Q r LO CO CO 00 ' r r d' O UO M O Ln OD Et 00 6? GO to CO Q (M L4 -tt r h- Q r- F- N N co to N N T 6) r- I`- N Imo- m m O O O O O CD Co (OV Ln C~D 0 (D co N r0 N O N Q N co co (p (4 O O N N O (m') Cm') M M M M m M O 0 0 R ———----——-- O 0 U Lu LL (3 U) LL H U t Q W W w ❑ 0-1 LL W UJ w `* w w a 0 w 0 Q � [L' N r U) U) U U) LL, Y O (} �❑ J N D O 0 0- �_ U) W❑ Y w iY � d Z Q< U LLI W U W< Z Q ❑❑ W �aa W H a f- W U) ❑ LJLJ ❑ w w Y � 9 Y J J" J © W ❑ U) W =�� w W O E U) CO O a a U w ¢ CW) O W� d �` cr) U) O❑ a a U) w 0. d E E � Fes- d ❑ a LL. H Z W F- Lt_ W LLI W' -� U) w L� J CL Z m -¢ LU �y ❑ J J m m O C7 J J a[ 5 << O ❑� Y U) Z _( U a` w Q U1 CC Z IL ❑ W �' �' 0 W Z U w Q❑ w w w �( U H H H w w (!, U) n D Z d W w w d C-) z CL J Z Q chi) ❑ CL Q¢< I w V) U) j (D Q❑ U1 v) U U) ❑ a W � U) Z d Z Z i J J Z Z Q' U) :E ❑W 0 co � (7 � O= 0 0= w W U) g O cn W W O O o a z z w w to w W M W w W C-0 N J U a c~n > z 0 a z z a a w w 0 � w =� C x 0 Q❑ a 2 O I 0 0 ❑ 0 < . CY U 2E U w m J 0 LL D U U) a U U w W❑❑ U U Ci CG W d tl d d 11 U) w C/) Y U z u) Lu U ❑ J_ Z U M M 0 r V M O M M 0 M M IT O Q M�T (~ O O to M 0 Lid Ln M r Ln L.n 0 M co qr Ln N m N LO LO O+3 N OD co m L- w O Q M 0 O M O V O O N It Ln M M I`- 'et m r X"T 0 M r M ti CD 1-- m V M Gp C6 Q 4 M t- Q r M CD 4 co 4 m co N 6) r L-- 6) Q O �' 67 M (D In M 4 x x M M co GD m f'- Cp N M LO Co Co M M r cr M LO r LO N O' t I- I, r I'+ O ti O� N r CO r lzr N M I` N r 0) M— N (D 0 M M M r 0 N O T Il- C) N r ro N IT z w F- rY a W J ❑ d Z ❑ U) U) Q c4 w 0� U Y U LL Cl) a L (Y Q Q � Co LU U) w 0 LY O w 0 0 ws ❑� Y W a w❑ J- N LL. a Q z o z z J LU IL Q< rj) N> L.L. w= U U It a O LL_ J U) W❑ W z CL 0 U) w❑ Z U] W 0') W ❑ U) (D (7 (7 2 x� X J IL (a.) Z LL 0 O W 2i it W U 2 Z Q clm 0- LU a = can U z W W W 4 4 w U) U a U ❑ ❑ o LU J w J J C C7 U) U) Z < < ( (n J J Z IL x x W a O � LL U I W a w d C� o r r M M M M M CO m M m 00 Cam° co N r r m w 00 CO O m 0) 0 m m m m m m m U U LU W W 0 Y o N N N N N N N N N N N N N N N ° m e'7 LU N N N N N N N N N N N N N N N N N N N N M N N N N N C� N c N = W U m m W d d 0 CA {� l37 d N r C4 CO CO w N It t* f- P- Il- M1 r- I- I-- () r L[] 0) � W � C '� � C O C0 4 Q co V r °? ti r r r r r r N N N IX) N? L1'? (:D r co N 00 U r � r r r r r r r r r r r r r r� m 0 LU z z W U w ❑ H z H U) U Ir Q < � U Q o N U) o C7 i F cn cn Un cn w w W < Z J J -j = W' w W W co < w 0 0 0 0 Q Q Q d Y w Q > C4 cs I1 ❑ U cn ❑ ❑ O [~L' O [~L' O 0. m t= Q a O Q F- O CC ZO = w@ Il, 0. H 0 J a- Z U) U Q O ❑❑ J 0 J 0 J 0 W CL 0 W W W 0 T- C) N U U WW LL LO EL a X ❑ ❑❑ d C) U) © N 9 D w Q o Q<© o o Q (!) ()UnzZ)Q���C w O O O w w 0 cn Y �a) w ==0 c0�w z �z z z X Z U) ID � O Q EE 0- (s - o z z ❑= M Un O O W O 0 O w O a O a. O LL. Q 0 a J 0 Un U) U y� Z V 00 r M= d d LO d O Ln N N N 00 'It O E ❑ C` Cc] O* CO d W M o d o W W r r r O ­r r M� of N o r Lo I< r Lo !'- ca 0) 0) of Cn to m 4 U-' y� LO '[� G a) M N a LU Q _U O z OZ w w Lu a LU Q J w U ca Z Q U ❑ V) CQ) W a W J ❑ H 0 4 C3 w z Q W U) Q 0 ". w LU W U LU rL � �' � IL LU d LLJ Q J = cn O ~O 2 a O 2 d v LL !El! 0 t = z ❑ ° o ❑ z r i Q �Qw ❑ CO ~ U 7 cp O LL .L a 0 ccn > a 00 0 LC) N 'It CO CO N N N N m 6) N V' r N N I�t W ti ti P- M N N N N N N N N N N N N N N N N N N N N N N N N x w cn O OC ¢[c��{ W ❑ > 0 m (� W W w co O Q J J J d 0 2 n� W a Q C� d d <dr vC7 cn = It 0oa LLWF3 c❑nr❑r�h OC� O Q Lt_ ¢ Q¢ W d CC ❑ m 9 0) M U C7 C7 C7 ❑ W O O O 2Ow XXate.s J O O 0 m w w LL Z Z IL w Q U a � 0 2 ❑ ❑ � W of C7 [if C� W H U) c=) awlwz�IL wrLOf LL, o � o o _j 0 cq _j O O z z�ZZ COa-a-w2comoaQ W m W W -j w w 0� ILL ILL LL f- O O C? O «� LLJ P- O' t nt-, O O Cr) 0 Q ti L; C7 r r C3 CO I- 1- C] CO O CV N p0 O r- N m Lo m m 0 0 00 O N (fl 00 LO N V 00 r- N O It C) h Cl) Do C Z ct a W LLI 4 Z O z (7 LU IY L W W 2 06 s Z) �° C) O LU a a m 4 Z y o0., w w U �zwm d O _pct < Z J 1 F w z Q ❑ U) U LL O w Z p X 0 Z U LL} a z z W m T- 1- , z U z Q < LL T- ❑ C) LU o 0U—)J -ia-U) QQ Q M N 00 Z W C3 O a c ro 4 N_ N d N io In _N LO CV Cam° N r r d d d Co C° r if7 i- o 4❑ 4 4 N o � U U U U U U LU W W 0 d o 0) 0 0 0 0 O x w cn O OC ¢[c��{ W ❑ > 0 m (� W W w co O Q J J J d 0 2 n� W a Q C� d d <dr vC7 cn = It 0oa LLWF3 c❑nr❑r�h OC� O Q Lt_ ¢ Q¢ W d CC ❑ m 9 0) M U C7 C7 C7 ❑ W O O O 2Ow XXate.s J O O 0 m w w LL Z Z IL w Q U a � 0 2 ❑ ❑ � W of C7 [if C� W H U) c=) awlwz�IL wrLOf LL, o � o o _j 0 cq _j O O z z�ZZ COa-a-w2comoaQ W m W W -j w w 0� ILL ILL LL f- O O C? O «� LLJ P- O' t nt-, O O Cr) 0 Q ti L; C7 r r C3 CO I- 1- C] CO O CV N p0 O r- N m Lo m m 0 0 00 O N (fl 00 LO N V 00 r- N O It C) h Cl) Do C Z ct a W LLI 4 Z O z (7 LU IY L W W 2 06 s Z) �° C) O LU a a m 4 Z y o0., w w U �zwm d O _pct < Z J 1 F w z Q ❑ U) U LL O w Z p X 0 Z U LL} a z z W m T- 1- , z U z Q < LL T- ❑ C) LU o 0U—)J -ia-U) QQ Q M N 00 Z W C3 O a c ro 4 co (0 O rb ED N C) 0 n 0 N �CO o C) — cv �1 C j = LL LO CO U c o� 0 N U v m (6 � a CL v a N 0 ti 0 C 0 C 'M7 U W x U ft W U O z O H a_ U LU LU U z F- z O a w U O z w Q Z r N O M Z © 7 rL m N w w m N' cc o0 m m m m N N N N N N CO CO cp r r Mr N CD N O O N N N N N N N N N N N N N N N N N N CJ CIJ LU co co co M M M M co M M N N N N (N N N N N N N N N N N N N N N N N N N 0 c� L6 C3 v LU LU LL w z Ix r U LL v3 0 a O N z w � U Q `= m W C� LU z z O U) iY #, w Cl r LU 0 7F U U Q Q J J U) � J CL' w w z � w rL U) Uj m Q w w w w w w w w w w w¢¢ a z z 0 w 3 ? > (.7 u7 U — z > CY > > > > > > > > > m m to co pi U) F- wwwwwwwwwwwcn(n _ cncncn�cnugcncocn(ncn�Q��� woo mz z z z z z z z z z z °� °� F z w O~ 000000000 0 0� Q w w O N Fa- H Q Q d Q Q Q Q Q 0 0 W J d U) c) F- F- F- F- F- F- F- F- F- F- C� C7 (!) Z CC �= z z z z z z z z z z z DfQ� WD� [Y z w B O O > w w w w w w w LU w w w a a 2 w w 2 w LL LL z Cl C7 C7 C7 C� C7 C� C7 C7 C7 C7 w w J U co � 0 0 (7 >> w w Q a Q o z U) z_ z cn Q¢¢ Q Q Q a¢¢ Q¢ (!� w F- J J 0 CO M W U C� w J J 0 (D (7 0 C7 0 0 C7 0 Q C7 C7 w w 0 O O O ❑ U) z z z z z z z z z z z E E� o o F- DO t, w 0�[f Of O� E E E E E R E F- F- F- Q¢ w Z Q O 0 w w w w w w w w w w w z z z z 0 0 0 Q w w w w w w w w w w w w w w o ow U) W= z z O z z z z z z Z z z z z (n U) c� z z w V' 0 0 0 0 0 0 0 0 0 0 0 U v U Q� O O 0 '= z z z z z z z z z z z o o o w w w w w w w w w w w o 0 o C� C� ❑ v z� Y� C 0 C7 0 0 0 0 0 0 0 0 0 0 M w 0 m 0 w r-- 0 0 0 0 m v Ir- CQ r` 0 0 0 0 0 0 0 0 0 0 0 m r- m m m 0 r- 0 0 N r ll7 6 6 6 6 0 (fl O r6 6 6 CD � r 0 0 '� M 6 0� ip h ,�„ N N CJO M 00 r V CO r� N r rte- N M CD M M N 0 r` CD 4 "T N to t} CA M co N O M Ln 0 LO M r r• 0 n Cl) r ,- nj r 'sh O N M N 4 1* ti F~ (3 O W o W F~ m `° Q b Q � LU 14 ry U O ~ � z -S, F° v 4 b z LLJ ro 4 z d 0 of O rj) O < z z uj a (no x Cl- { ) LU m CL U U3 a z � A m LL y � LL C/3 U) 0 V [00 Cr7 M ti C?7 C37 p0 O 0 Cn `T N N CO CD N N C.O OD OD 00 4 M et (O 0 0 (.fl L!] cp iC3 LO LI? � rte Si' �f M It V 0 00 7 �' � LC1 0 (t? (O CD (D CD CO r,- I­ M N N C' W 0) f� r- OTC} 'Rr t-- r` Q 0) Ch 0) r r r r r- P CO 67 6) co 'T 'T N T m CO CD CD (D CD (D rl- i1 i- ti R CO CO CO 0 CO CO [D 'T � /N�, � U U C? �t N N (O C7 N 0 N 0 N 0 N C) N 0 N C7 N 0 N C) N CD N 0 i N i N i N i N i N N N it N N U U 0 c� L6 C3 v LU LU LL w z Ix r U LL v3 0 a O N z w � U Q `= m W C� LU z z O U) iY #, w Cl r LU 0 7F U U Q Q J J U) � J CL' w w z � w rL U) Uj m Q w w w w w w w w w w w¢¢ a z z 0 w 3 ? > (.7 u7 U — z > CY > > > > > > > > > m m to co pi U) F- wwwwwwwwwwwcn(n _ cncncn�cnugcncocn(ncn�Q��� woo mz z z z z z z z z z z °� °� F z w O~ 000000000 0 0� Q w w O N Fa- H Q Q d Q Q Q Q Q 0 0 W J d U) c) F- F- F- F- F- F- F- F- F- F- C� C7 (!) Z CC �= z z z z z z z z z z z DfQ� WD� [Y z w B O O > w w w w w w w LU w w w a a 2 w w 2 w LL LL z Cl C7 C7 C7 C� C7 C� C7 C7 C7 C7 w w J U co � 0 0 (7 >> w w Q a Q o z U) z_ z cn Q¢¢ Q Q Q a¢¢ Q¢ (!� w F- J J 0 CO M W U C� w J J 0 (D (7 0 C7 0 0 C7 0 Q C7 C7 w w 0 O O O ❑ U) z z z z z z z z z z z E E� o o F- DO t, w 0�[f Of O� E E E E E R E F- F- F- Q¢ w Z Q O 0 w w w w w w w w w w w z z z z 0 0 0 Q w w w w w w w w w w w w w w o ow U) W= z z O z z z z z z Z z z z z (n U) c� z z w V' 0 0 0 0 0 0 0 0 0 0 0 U v U Q� O O 0 '= z z z z z z z z z z z o o o w w w w w w w w w w w o 0 o C� C� ❑ v z� Y� C 0 C7 0 0 0 0 0 0 0 0 0 0 M w 0 m 0 w r-- 0 0 0 0 m v Ir- CQ r` 0 0 0 0 0 0 0 0 0 0 0 m r- m m m 0 r- 0 0 N r ll7 6 6 6 6 0 (fl O r6 6 6 CD � r 0 0 '� M 6 0� ip h ,�„ N N CJO M 00 r V CO r� N r rte- N M CD M M N 0 r` CD 4 "T N to t} CA M co N O M Ln 0 LO M r r• 0 n Cl) r ,- nj r 'sh O N M N 4 1* ti F~ (3 O W o W F~ m `° Q b Q � LU 14 ry U O ~ � z -S, F° v 4 b z LLJ ro 4 z d 0 of O rj) O < z z uj a (no x Cl- { ) LU m CL U U3 a z � A m LL y � DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO SIGN A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM (CALPOP) PROGRAM PARTICIPATION AGREEMENT TO RECEIVE AN INCENTIVE OF $27,700 FOR THE REPLACEMENT OF BLOWER #9 AT THE WATER QUALITY CONTROL PLANT (WQCP) RECOMMENDATION It is recommended that City Council adopt a resolution authorizing the City Manager to sign a California Wastewater Process Optimization Program (CalPOP) Program Participation Agreement to receive a minimum incentive of $27,700 for the replacement of Blower #9 at the Water Quality Control Plant (WQCP). BACKGROUND /DISCUSSION Ca1POP is a program funded by the California utility ratepayers and administered thru the California Public Utilities Commission. They provide financial incentives for agencies who upgrade their blowers for more energy efficient blowers, such as turbo blowers, at their wastewater treatment plants. In 2011, the City of South San Francisco participated in the Ca1POP program. The City replaced Blower #8 at the WQCP with an energy efficient turbo blower. The total cost of the project was $302,343. The CalPOP representatives verified the installation and found that the new turbo blower would save the City approximately 448,525 kilowatt hours a year, which equates to $55,673 a year of electrical costs. Based on the electrical savings, the City received an incentive of $45,487 from the CalPOP program. The simple payback period for the turbo blower is approximately 4.6 years. WQCP staff recommends replacing Blower #9 because the blower is reaching the end of its useful life and is not energy efficient. Ca1POP representatives have approached City staff to participate in the program again. Blower #9 would be replaced by a smaller energy efficient turbo blower. It has been determined the City would receive a minimum incentive in the amount of $27,700. If, during the verification process, the energy savings would be greater, the City would be entitled to more incentive. City staff recommends participation in the CalPOP program to help offset the costs of the new turbo blower. In addition, the replacement of Blower #9 with a new turbo blower is a new project listed as a new project in the Capital Improvement Program for FY 14115. Staff Report Subject: A RESOLUTION AUTHORIZING THE CITY MANAGER TO SIGN A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM (CALPOP) PROGRAM PARTICIPATION AGREEMENT TO RECEWE AN INCENTIVE OF $27,700 FOR THE REPLACEMENT OF BLOWER #9 AT THE WATER QUALITY CONTROL PLANT (WQCP) Page 2 of 2 FUNDING There is no fiscal impact on the General Fund. The replacement of the blower is funded by the Sewer Enterprise in the Capital Improvement Program for FY14 115. CONCLUSION Authorizing the City Manager to sign the California Wastewater Process Optimization Program (CalPOP) Program Participation Agreement would allow the City to receive a minimum incentive of $27,000 to help offset the project costs of replacing Blower #9 with an energy efficient turbo blower. By: Brian McMinn Director of Public Work/City Engineer Attachment: Resolution Approved; A V, Mike Futrell City Manager Attachment A — CalPOP Program Participation Agreement RESOLUTION NO, CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AUTHORIZING THE CITY MANAGER TO SIGN A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM (CALPOP) PROGRAM PARTICIPATION AGREEMENT TO RECEIVE AN INCENTIVE OF $27,700 FOR THE REPLACEMENT OF BLOWER #9 AT THE WATER QUALITY CONTROL PLANT (WQCP) WHEREAS, in 2011, the City of South San Francisco participated in the CaIPOP program; and WHEREAS, the City replaced Blower #S at the WQCP with an energy efficient turbo blower and received an incentive of $45,487 from the CaIPOP program; and WHEREAS, WQCP staff recommends replacing Blower #9 because the blower is reaching its useful life and is not energy efficient, and WHEREAS, City staff recommends participation in the CalPOP program to help offset the costs of the new turbo blower; and WHEREAS, the replacement of Blower #9 with a new turbo blower is listed as a new project in the Capital Improvement Program for FY 14/15. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby authorizes the City Manager to sign the California Wastewater Process Optimization Program (Ca1POP) Program Participation Agreement to allow the City to receive a minimum incentive of $27,000 to help offset the project costs of replacing Blower #9 with an energy efficient turbo blower. -1- I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: -2- City Clerk ATTACHMENT A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM PROGRAM PARTICIPATION AGREEMENT City of South San Francisco MANAGING ORGANIZATION 315 Maple Ave ADDRESS Brian Schumacher CONTACT NAME (650) 829 -3851 PG &E SERVICE AGREEMENT ID (For Program Adminisrrahon use only) S.San Francisco,CA 94080 CITY/STATE Superintendant TITLE brian.schumacker@ssf.net ZIP CODE PHONE NO. FAX NO. E -MAIL TAX STATUS (SELECT ONLY ONE) ❑ CORPORATION ❑ INDIVIDUAL ❑ NON -CORP ❑ EXEMPT MUNICIPAL GOVERNMENT EXEMPTION REASON TAX IDENTIFICATION TYPE (SELECT AND FILL ONLY ONE) ❑ EMPLOYER ID NUMBER (EIN): ® FEDERAL TAX ID: 94-6000435 ❑ SSN: Project Information South San Francisco Wastewater Treatment Plant 1 Second Blower Replacement Project PROJECT NAMEILOCATION 195 Belle Air Rd. So. San Francisco 94080 ADDRESS CITY/STATE ZIP CODE Activated Sludge 8.6 0 % 221320 August, 2015 TREATMENT TYPE AVG. % CO . NAICS EST, COMP - 5616338496 FLOW 4658002016 GEN N/A LETION DATE (MGD) USED SERVICE ACCOUNT ID (SAID) ELECTRIC SERVICE ACCOUNT NATURAL GAS ACCOUNT NUMBER I am authorizing the payment of my incentive to the party named below, and I understand that i will not be receiving the incentive check from QUEST. I also understand and agree that my release of the incentive payment to such party does not exempt me from the incentive requirements outlined in this Application. Applicant Authorization: (Please Print Name) Signature Date Incentive check should be made payable to: Payee: Business Name Telephone Number Mailing Address City state Zip Contact Name Title E -mail Page I U f 5 -3- Q ATTACHMENT A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM PROGRAM PARTICIPATION AGREEMENT Program► lncentivest aIPOP Program Measure Incentive (Electric) $o.00 / kwh alPOP Program Measure Incentive (Electric) $100 / kW t In no case shall the incentive exceed 50% of the installation costs. This incentive cap will be applied on a project basis, whereas a project may include multiple energy efficiency measures. Definition of Peak Demand, per CPUC developed by DEER, is "the average grid level impact fora measure between 2:05 p.m, and 5 :00 p.m. during the three consecutive weekday periods containing the weekday temperature with the hottest temperature of the year. Energy Efficiency Measures W kwh lnce eve $ (ttefer to project facility audit report or engineering calculations) Amount Turbo Blower Replacement of glower #9 (Aeration) 13 330,000 $ 27,700 TOTALO 13 1 330,000 1 $ 27,700 Detailed measure information and associated energy savings, calculations, including baselines for calculated projects and/or minimum efficiency standards as applicable, are described in the Project's Facility Audit Report and/or Engineering Calculations, which are incorporated by reference. ngineer Signature Estimated Total Incentives (capped at 0% of estimated implementation cost); 2q 2o/ $ 27,700 Dath ICAL DOCUMENTATION: 0 Facility Audit Report ❑ Engineering Calculations TERMS AND CONDITIONS: This Agreement is entered into by Quantum Energy Services & Technologies, Inc. (hereafter referred to as "QUEST ") and the Customer (as indicated above). This Agreement is a one -time offer from QuEST to provide financial incentives to the Customer for delivering energy savings under the Calffomia Wastewater Process Optimization Program ("Program ") that is funded by California ratepayers under the auspices of the California Public Utilities Commission ( "CPUC "). Customer's participation is pursuant to the terms and conditions outlined herein and in the Program Policy and Procedures, which is incorporated by reference. Funding approved for this Program is limited and will be allocated on a first -come, first - served basis to qualified applicants. Funds will only be reserved upon ©uEST's execution of this Agreement.. This Agreement is valid for one year from the date QUEST executes this Agreement, or the Program end date, December 31, 2014, whichever is sooner. QuEST may extend the valid period of this Agreement at its sole discretion. In no instance shall QuEST pay incentives beyond December 31, 2014. QuEST will deliver an executed copy of this Agreement to the Customer after acceptance and execution by QuEST. QuEST reserves the right to modify or cancel the incentive offer if the actual system(s) installed differs from the proposed installation, or if the Customer's actual installation cost is less than the estimated incentive amount stated above. Page 2 of 5 -4- ATTACHMENT A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM PROGRAM PARTICIPATION AGREEMENT QUEST will not use Customer's name or any identifying characteristics of Customer for advertising, sales promotion, or other publicity without prior written approval by Customer. QUEST reserves the right to modify or discontinue this Program without prior notice if such modification or discontinuance is required by PG &E, or by order of the CPUC. Payment of the incentives shall be made to the Customer or Customer's designated payee only after all Program requirements are met, upon verification of installation by a QuEST Program Representative. ELIGIBILITY: 1. To be eligible for incentives under this Program, Customer's facility must receive electric and/or gas distribution service from PG &E Customer's facility must be a wastewater treatment facility or associated water reclamation, wastewater collection or distribution systems. 2. Customer must be a PG &E customer who pays Public Purpose Fund charges. 3. To be eligible for incentives under this Program, Customer agrees that Customer will not apply for and has not received incentives offered by another local or state entity or other utilities for the same energy efficiency product, equipment, or services provided under this Agreement. This prohibition applies three years prior to and three years after receiving the incentive(s) for the same product, equipment or service. 4. New products that are ordered purchased and installed prior to January 1, 2013 or after December 15, 2014 do not qualify for an incentive. Products leased, rented, received from warranty or insurance claims, exchanged, or won as a prize. Resale and rebuilt products qualify for an incentive only with express written approval from QuEST prior to installation. CUSTOMER AGREES TO: 1. Install and/or implement the energy efficiency measures in accordance with applicable laws, safety standards, and existing governmental regulations or orders. 2. Provide invoices or similar proof of installation costs as required by QuEST and /or PG &E. Proof of installation must include equipment vendor nameladdress /phone; itemized listing of product including quantity, product description, manufacturer, model number, and other identifying information as appropriate; material and labor costs; date invoice paid or payment terms; and installation date. 1 Provide QuEST with documentation needed to establish the performance of systems or measures selected, and provide QuEST with all documentation needed to verify installation and performance of energy efficient systems or measures qualifying for incentives. 4. Provide manufacturer's specification sheets to QuEST prior to the payment of the incentive. 5. Customer understands that incentives are paid only for energy savings above current applicable federal, state or local codes and standards, or industry standards in the absence of applicable local, state or federal standards. Customer agrees to accept as final authority QuEST's determination of the incentive amount based on the recommendations in the attached Facility Audit Report and the Program Policy and Procedures, a copy of which will be provided to Customer upon request. 6. Allow QuEST, PG &E and CPUC representatives reasonable access to Customer's project site to inspect and verify installation and operation. PG &E's and /or its consultant's review of the design, construction, operation or maintenance of the Project, energy efficiency measures, or demand response measures do not constitute any representation as to the economic or technical feasibility, operational capability, or reliability of the Project measures. 7. To the extent that QuEST is implementing any aspect of the Project on Customer's behalf, Customer understands and agrees that QuEST is solely responsible for ensuring that Project savings are calculated using the appropriate baseline, that the Project is installed according to Customer's specifications and that it will initially deliver the estimated savings described above. QuEST is also responsible for the economic or technical feasibility of the recommended measures to the extent that QuEST receives accurate data regarding the existing equipment or system design and operation from the Customer. QuEST is responsible for the initial operational capability of the energy efficiency measures installed in the Project. However, in the event of any Page 3 of 5 ATTACHMENT A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION PROGRAM PROGRAM PARTICIPATION AGREEMENT defect in the equipment or in installation(s) performed during the course of this Project by others, Customer shall seek remediation solely from the equipment manufacturer and/or installation contractor(s). Customer shall be responsible for proper maintenance of the installed equipment. 8. Participate in an evaluation, measurement and verification ( "EM &V ") study, if selected by the CPUC EM &V contractor. These studies are used to analyze current program performance and improve future program designs. Customer agrees to fully cooperate with the study team if asked to participate. 9. Customer understands that incentive payments are based on related energy benefits over the life of the product. Customer agrees that if 1) Customer does not provide PG &E with 100% of the related benefits for the life of the product or a period of 5 years, whichever is less, or 2) Customer ceases to be a distribution customer of PG &E said time period, Customer shall refund a prorated amount of incentive dollars to PG &E based on the actual period of time for which Customer provided the related energy benefits as a Customer of PG &E. Customer will not have to refund a pro -rated amount of the incentive dollars to PG &E due to any change in the ownership of the Facility. 10. If Customer has existing on -site cogeneration or self - generation, QuEST shall not pay incentives for energy savings that exceed the Customer's annual energy usage from PG &E. KW, kWh and therm savings are limited to the previous 12 months quantity of kW, kWh, and/or therms purchased from or delivered by the utility on the meter(s), serving the equipment to be installed, for which the utility collects the Public Purpose Programs (PPP) charge. The previous 12 months are defined as the calendar year prior to the date the Customer submitted and signed this Program Participation Agreement (including usage from Standby Service and less savings associated with pending energy efficiency applications).This policy is subject to change with 30 -day written notice to the Customer. 11. Customer agrees to not use the QuEST or PG &E name or any identifying characteristics of QuEST or PG &E for advertising, sales promotion, or other publicity without prior written approval by QuEST or PG &E, respectively. 12. If a tenant, Customer is responsible for obtaining the property owner's permission to install the measure(s) for which Customer is applying for an incentive payment. Customer's signature on this application indicates Customer has obtained this permission.. 13. Customer may be obligated to sign an "install or pay" agreement for services related to the audit funded by this Program 14. No Double- Dipping: Customer understands that Customer cannot receive Incentives for the same product, equipment or service from more than one California investor -owned utility or third party Energy Efficiency program offering Incentives for the same product, equipment, or service funded with CPUC Public Purpose Program Charge funds. Customer understands this prohibition applies to future applications and for three years prior to r receiving the Incentives for the same product, equipment or service. 15. Project Permits: After energy - saving measures are installed and operable and before incentive rebates are paid, recipients must comply with the following terms, as applicable, and will be required to certify after installation: For all rebates or incentives offered by PG &E for an energy efficiency improvement or installation of energy efficient components, equipment, or appliances, Customer must certify that appropriate permits have been obtained and, if a contractor performed the installation or improvement, that the contractor holds the appropriate license for the work performed_ TAX LIABILITY: Incentives may be taxable and will be reported by QuEST to the IRS unless Customer qualifies under an exempt status. QuEST will report the incentive as income to Customer on IRS Form 1099 unless Customer is a corporation or has indicated that it qualifies for an exempt tax status as indicated on this Agreement. Customer is urged to consult a tax advisor concerning the taxability of incentives. Customer is responsible for any taxes that may be imposed as a result of receipt of incentive payments. QUEST IS RECEIVING FUNDS FROM PG &E FOR THIS PROJECT, BUT QUEST AND CUSTOMER AGREE THAT PG &E IS NOT LIABLE TO EITHER PARTY FOR ANY LOSSES OR DAMAGES, INCLUDING INCIDENTAL OR CONSEQUENTIAL DAMAGES, ARISING FROM THIS AGREEMENT. FURTHERMORE, Page 4 of 5 IQ ATTACHMENT A CALIFORNIA WASTEWATER PROCESS OPTIMIZATION! PROGRAM PROGRAM PARTICIPATION AGREEMENT PG &E MAKES NO REPRESENTATION OR WARRANTY, AND ASSUMES NO LIABILITY WITH RESPECT TO QUALITY, SAFETY, PERFORMANCE, OR OTHER ASPECT OF ANY DESIGN, SYSTEM OR APPLIANCE INSTALLED PURSUANT TO THIS AGREEMENT, AND EXPRESSLY DISCLAIMS ANY SUCH REPRESENTATION, WARRANTY OR LIABILITY, QUEST AND CUSTOMER (individually, "Party ", and collectively "Parties ") AGREE: Each Party shall indemnify the other for any losses or damages arising out of or in connection with the indemnifying Party's actions under the Agreement, except to the extent that the losses or damages arise from a Party's negligence or willful misconduct. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES. By execution of this Agreement, Customer certifies that Customer meets all the Program eligibility requirements and that the information supplied on this Agreement is true and correct. Customer certifies that Customer agrees to abide by Program rules and requirements set forth in this Agreement, and that failure of Customer to meet the above obligations may result in the cancellation of this Agreement. To be valid, this Agreement must be signed by all parties prior to November 30, 2014. California consumers are not obligated to purchase any full -fee service or other service not funded by this Program, This Program is funded by California utility ratepayers under the auspices of the California Public Utilities Commission. Los consumidores en California no esten obligados a comprar servicios completos o adicionales que no esten cubiertos bajo este programa. Este programa esta financiado por los usuarios de servicios pOblicos en California bajo la jurisdiccibn de la Comision de Servicios Publicos de California. In witness whereof, the Parties have executed this Agreement as of the date last set forth below. CUSTOMER: SIGNATURE Mike Futrell QUEST SIGNATURE CUSTOMER'S REPRESENTATIVE QUEST REPRESENTATIVE City Manager TITLE DATE TITLE Page 5 of 5 -7- DATE s j , � 0 n J O e�LIFD Staff Report DATE: July 09, 2014 TO: Mayor and City Council FROM: Jim Steele, Director of Finance SUBJECT: APPROVAL OF RESOLUTIONS: PLEDGING SEWER SERVICE CHARGES TO REPAYMENT OF STATE WATER RESOURCES CONTROL BOARD LOAN FINANCING; AND DECLARING THE CITY COUNCIL'S INTENT TO REIMBURSE THE SEWER ENTERPRISE FUND FROM STATE WATER RESOURCES CONTROL BOARD LOAN PROCEEDS FOR SEWER ENTERPRISE FUND CAPITAL EXPENDITURES MADE PRIOR TO THE RECEIPT OF THOSE LOAN PROCEEDS RECOMMENDATION It is recommended that the City Council approve the attached resolutions to (1) pledge sewer service charges to repayment of State Water Control Board loan for already budgeted sewer capital improvements; and (2) declare the City Council's intent to reimburse the Sewer Enterprise Fund from State Water Resources Control Board loan proceeds for sewer capital expenditures made prior to the receipt of those loan proceeds. These actions are consistent with a resolution approved by the City Council on January 15, 2014, as explained below. BACKGROUND/DISCUS S ION At a January 15, 2014 Study Session, staff presented to the City Council a three -year capital improvement and financing plan for sewer collection and treatment improvements. The plan calls for approximately $32,000,000 in planning, design and construction costs to be funded by a combination of sewer reserves, current year sewer revenues, and an estimated amount not to exceed $15,250,000 in financing from the State Water Resources Control Board's ( "the Board ") low- interest revolving loan program. The loans are estimated to be issued with a 2 % interest rate. Also at that Study Session, Council approved a resolution authorizing the City Manager to sign agreements and make submittals of an application for financing with the Board. Those documents and agreements have been filed with the Board, and these follow -up resolutions are now required by the Board as part of the loan approval process. On May 28, 2014, the Council approved a three -year sewer rate plan at a public hearing that increases rates to provide revenue for the planned sewer capital improvements. On June 11, 2014, Council approved the City's Fiscal Year 2014 -15 Capital Improvement Plan, including over $2 million in Staff Report Subject: Approval of Resolutions: Pledging Sewer Service Charge Revenue and Declaring the City Council's Intent to Reimburse the Sewer Enterprise Fund From the Proceeds of State Revolving Loan Funds Page 2 of 2 Sewer Enterprise Fund appropriations for 2014 -15, the first phase of the $32 million sewer system improvements contemplated in the rate plan. The adoption of the attached resolutions is required by the Board in order to further the approval of the City's application for the Board's low- interest loan financing. The first resolution states the Council's intent to use Sewer Fund revenues received from charging customers for Sewer Treatment services for paying back the loan. No General Fund revenue will be impacted. The second resolution is needed due to Internal Revenue Service (IRS) regulations regarding tax - exempt debt. For any potential tax - exempt bond, debt, or loan transaction a public entity may be considering, the IRS requires the bonds or loans be issued before any capital expenditures are made, unless the governing body has first declared its intent to use debt proceeds received after the capital expenditures are made to reimburse itself for its temporary use of its own revenues to fund those capital expenditures (United States Income Tax Regulations Section 1.150 -2). Similar resolutions were approved by Council in 2008 and 2009 for the last round of State Loan financing for the previous sewer system improvements. FISCAL IMPACT The sewer improvements have already been budgeted, and rates have been set to match the projected expenditures and to match the debt service requirements to pay back the State Loan. Approval of these resolutions does not therefore impact the budget beyond what has already been approved by the City Council. Use of this financing will stabilize Sewer Fund cash flow, and avoid the necessity of escalating sewer rate increases in the next three years and then lowering them in subsequent years. The City of San Bruno will also pay its share of the capital improvements to the Treatment Plant. These resolutions have no impact on the General Fund. CONCLUSION The attached resolutions will allow the City to take advantage of cost- effective loan financing from the State, and is consistent with actions already taken by the City Council. Prepared by: �`- Q Approved by: / Jim Meele /Mike Futrell Fina ce Director City Manager Attachment: Resolutions RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION DECLARING THE CIY COUNCIL'S INTENT TO REIMBURSE THE SEWER ENTERPRISE FUND FROM STATE WATER RESOURCES CONTROL BOARD LOAN PROCEEDS FOR SANITARY SEWER AND TREATMENT PLANT CAPITAL IMPROVEMENT EXPENDITURES MADE BY THE CITY OF SOUTH SAN FRANCISCO PRIOR TO THE RECEIPT OF THOSE LOAN PROCEEDS AND PRIOR TO THE ISSUANCE OF RELATED STATE FUNDING WHEREAS, the City of South San Francisco (the "City ") desires to finance the costs of constructing and/or reconstructing certain public facilities and improvements relating to its water and wastewater system, including certain treatment facilities, pipelines and other infrastructure (the „Project "); and WHEREAS, the City intends to finance the construction and/or reconstruction of the Project or portions of the Project with moneys ( "Project Funds ") provided by the State of California, acting by and through the State Water Resources Control Board (State Water Board); and WHEREAS, the State Water Board may fund the Project Funds with proceeds from the sale of obligations the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations "); and WHEREAS, prior to either the issuance of the Obligations or the approval by the State Water Board of the Project Funds the City desires to incur certain capital expenditures (the "Expenditures ") with respect to the Project from available moneys of the City; and WHEREAS, the City has determined that those moneys to be advanced on and after the date hereof to pay the Expenditures are available only for a temporary period and it is necessary to reimburse the City for the Project Expenditures from the proceeds of the Obligations. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco ( "CITY ") that the City Council does hereby resolve, order and determine as follows: SECTION 1. The City hereby states its intention and reasonably expects to reimburse Expenditures paid prior to the issuance of the Obligations or the approval by the State Water Board of the Project Funds. SECTION 2. The reasonably expected maximum principal amount of the Project Funds is $15,250,000.00. SECTION 3. This resolution is being adopted no later than 60 days after the date on which the City will expend moneys for the portion of the Project costs to be reimbursed with Project Funds. Page 1 of 2 SECTION 4. Each City expenditure will be of a type properly chargeable to a capital account under general federal income tax principles. SECTION 5. To the best of our knowledge, this City is not aware of the previous adoption of official intents by the City that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax - exempt obligations have not been issued. SECTION 6. This resolution is adopted as official intent of the City in order to comply with Treasury Regulation § 1.150 -2. and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of Project costs. SECTION 7. All the recitals in this Resolution are true and correct and this City so finds, determines and represents. I hereby certify that the foregoing is a full, true, and correct copy of a resolution duly and regularly adopted by the City Council of the City of South San Francisco at a Regular Meeting held on the 9th day of July, 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: 2294662.1 ATTEST: Page 2 of 2 City Clerk RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION PLEDGING SEWER SERVICE CHARGES REVENUE FROM THE SEWER ENTERPRISE FUND TO PAYMENTS TO THE STATE WATER RESOURCES CONTROL BOARD FOR LOAN REPAYMENTS TO FINANCE SANITARY SEWER AND TREATMENT PLANT CAPITAL IMPROVEMENTS WHEREAS, on January 15, 2014, the City Council approved Resolution 07 -2014, authorizing the submittal of a Financial Assistance Application for a financing agreement from the State Water Resources Control Board for the planning, design and construction of Sanitary Sewer and Treatment Plant Improvements and authorizing the City Manager to certify the City's compliance with all applicable state and federal statutory and regulatory requirements related to any financing or financial assistance received from the State Water Resources Control Board; and WHEREAS, pursuant to Resolution 07 -2014, the City Manager executed said financing agreement with the State Water Resources Control Board; and WHEREAS, on May 28, 2014, the City Council approved Resolution 60 -2014, establishing a three -year schedule of sewer rates that increases charges to support Sanitary Sewer and Treatment Plant Improvements and to payment of the corresponding State Water Resources Control Board financing; and WHEREAS, on June 11, 2014, the City Council approved Resolution 68 -2014, adopting the Fiscal Year 2014-15 Capital Improvement Program, including $2,186,562 in Sewer Enterprise Fund projects. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco (the "Entity ") that the City Council hereby dedicates and pledges Sewer Service Charges Revenue from the Entity's Sewer Enterprise Fund to payment of any and all financing from the State Water Resources Control Board, including Clean Water State Revolving Fund ( "CWSRF ") and/or Water Recycling Funding Program financing, for South San Francisco / San Bruno Water Quality Control Plant Capital Improvements Projects, CWSRF Project No. 8033 (the "Project "). The Entity commits to collecting such revenues and maintaining such fund throughout the term of such financing and until the Entity has satisfied its repayment obligation thereunder unless modification or change is approved in writing by the State Water Resources Control Board. So long as the financing agreement is outstanding, the Entity's pledge hereunder shall constitute a lien in favor of the State Water Resources Control Board on the foregoing fund and revenue without any further action necessary. So long as the financing agreement is outstanding, the Entity commits to maintaining the fund and revenue at levels sufficient to meet its obligations under the financing agreement. Page 1 of 2 I hereby certify that the foregoing is a full, true, and correct copy of a resolution duly and regularly adopted by the City Council of the City of South San Francisco at a Regular Meeting held on the 9th day of July, 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: 2294535.1 ATTEST: Page 2 of 2 City Clerk DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public 'Works /City Engineer SUBJECT: A RESOLUTION AMENDING AN EXISTING ON -CALL CONSULTING SERVICES AGREEMENT WITH GHIRARDELLI ASSOCIATES OF OAKLAND, CALIFORNIA TO INCLUDE SPECIAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR THE L -132 PG &E PIPELINE REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $446,662 AND APPROPRIATE FUNDS IN THE SAME AMOUNT TO THE ENGINEERING DIVISION OPERATING BUDGET FROM INSPECTION FEE REVENUES RECOMMENDATION It is recommended that the City Council adopt a resolution amending an existing on -call consulting services agreement with Ghirardelli Associates of Oakland, California to include special construction management and inspection services for the L -132 PG &E Pipeline Replacement Project in an amount not to exceed $446,662 and appropriate funds in the same amount to the Engineering Division operating budget from Inspection Fee Revenues. BACKGROUND/DISCUSSION On June 26, 2013, City Council approved executing a consulting services agreement for on -call construction management and inspection services with Ghirardelli Associates (GA) of Oakland, CA. This would provide the City with the flexibility to augment City staff with additional personnel to manage and /or inspect the construction of projects in the City. Also GA would help City Staff manage large private utility projects such as PG&E's gas line replacement and SFPUC's upgrade of water pipelines. GA would help ensure that all construction activities meet City standards for trench backfill, pavement restoration, construction zone safety, traffic control, and traffic detours. The L -132 PG &E Pipeline Replacement Project will install a new 30 -inch gas transmission line along Mission Road between Sequoia Avenue and Holly Avenue; install a new 30 -inch gas transmission line from the end of the cul -de -sac of Antoinette Lane under Colma Creek to Mission Road; install a new 30 -inch gas transmission line across Chestnut Avenue from Antoinette Lane towards the lot behind Burger King out to the northbound lanes of El Camino Real; and install a new 30 -inch gas transmission line on West Orange Avenue from El Camino Real to Alida Way. During the construction of this new gas transmission line, GA will provide the construction management and inspection services needed by the City as described in the attached Scope of Services. Staff Report Subject: A RESOLUTION AMENDING AN EXISTING ON -CALL CONSULTING SERVICES AGREEMENT WITH GHIRARDELLI ASSOCIATES OF OAKLAND, CALIFORNIA TO INCLUDE SPECIAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR THE L -132 PG &E PIPELINE REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $446,662 AND APPROPRIATE FUNDS IN THE SAME AMOUNT TO THE ENGINEERING DIVISION OPERATING BUDGET FROM INSPECTION FEE REVENUES. Page 2 of FUNDING PG &E will reimburse the City for inspection services required to ensure that City standards are met under encroachment permits. Invoices from the City to PG &E will include an administrative fee to cover overhead and short term interest on the amount to be reimbursed. The attached Resolution appropriates an additional $446,662 to the Engineering Division operating budget, funded from Inspection Fee Revenues to be received from PG &E. This appropriation will have no impact on General Fund Reserves, CONCLUSION Staff recommends that City Council amend the existing on -call consulting services agreement for special construction management and inspection services with Ghirardelli Associates to include the L- 132 PG &E Pipeline Replacement Project. This will ensure that PG &E will meet all City standards. By: -� i x Brian McMinn Director of Public Works /City Engineer Approved: ike Futrell City Manager Attachment: Resolution Attachment A — Ghirardelli Contract Amendment (Draft) Attachment B — Ghirardelli Scope of Services Attachment C — Ghirardelli Cost Proposal 15: RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AMENDING AN EXISTING ON -CALL CONSULTING SERVICES AGREEMENT WITH GHIRARDELLI ASSOCIATES OF OAKLAND, CALIFORNIA TO INCLUDE SPECIAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR THE L -132 PG &E PIPELINE REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $446,662 AND APPROPRIATE FUNDS IN THE SAME AMOUNT TO THE ENGINEERING DIVISION OPERATING BUDGET FROM INSPECTION FEE REVENUES. WHEREAS, on June 26tt', 2013, City Council awarded a consulting services agreement with Ghirardelli Associates ( "GA ") of Oakland, California, to provide on -call construction management and inspection services; and WHEREAS, construction of PG &E's L -132 Pipeline Replacement Project will begin in the summer of 2014; and, WHEREAS, the City does not have sufficient in -house staff to perform the inspection services that are necessary to ensure that all construction activities meet City standards; and, WHEREAS, PG &E has agreed to reimburse the City for the full cost of hiring GA to provide the necessary inspection services via the City's existing on -call services agreement with GA. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby amends the existing on -call consulting services agreement with Ghirardelli Associates of Oakland, California to include the L- 132 PG &E Pipeline Replacement Project in an amount not to exceed $446,662. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby authorizes the City Manager to execute an amendment to the consulting services agreement on behalf of the City upon timely submission by GA's signed contract amendment and all other required documents, subject to approval by the City Attorney. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby approves a budget amendment to appropriate $446,662 to the Engineering operating budget, offset by a corresponding increase in Inspection Fee Revenue, with no net impact on General Fund Reserves. -1- I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: -2- City Clerk ATTACHMENT A FIRST AMENDMENT TO THE CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND GHIRARDELLI ASSOCIATES, INC. THIS FIRST AMENDMENT TO THE CONSULTING SERVICES AGREEMENT (this "Amendment ") amending that certain Consulting Services Agreement dated June 26, 2013 ( "Agreement "), by and between THE CITY OF SOUTH SAN FRANCISCO, a public body, corporate and politic ( "City "), and GHIRARDELLI ASSOCIATES, INC. ( "Consultant ") (together referred to as the "Parties "), is made effective as of July 9, 2014 (the "Effective Date "). RECITALS WHEREAS, on June 26, 2013, Consultant and City entered into the Agreement, pursuant to which City contracted with Consultant to provide consulting services related to On -Call Construction Management Services for various CIP Projects; and WHEREAS, pursuant to the Agreement, City agreed to pay Consultant a sum not to exceed Twenty Five Thousand Dollars ($25,000.00) for professional services set forth in the Agreement and WHEREAS, in order to provide special construction management services for additional work related to the increase in scope of the L -132 PG &E Pipeline Replacement Project, Consultant has requested an additional payment in the amount of Four Hundred and Forty Six Thousand Six Hundred and Sixty Two Dollars ($446,662.00) as shown on the proposal dated July 9, 2014; and WHEREAS, City desires to provide payment in excess of that originally stated in the Agreement for additional services performed by Consultant; and WHEREAS, pursuant to Section 8.3 of the Agreement, the Parties desire to modify the Agreement. NOW, THEREFORE, the Parties hereto agree as follows: The City agrees to pay Consultant an additional payment not to exceed an amount of Four Hundred and Forty Six Thousand Six Hundred and Sixty Two Dollars ($446,662.00) for additional special construction management services. 2. All other terms, conditions and provisions in the Agreement shall remain in full force and effect. -3- ATTACHMENT A IN WITNESS WHEREOF, the City and Consultant have executed this Amendment as of the date first above written. CAY The City of South San Francisco Mike Futrell City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney Consultant Ghirardelli Associates, Inc. Name: Randall Bruner Title: Principal -4- m F- Z W '2'\ 5) F— F- Q u 43 .Q tL CV M aj O Ln w Q O u N a bla m a cu Li a c o a U E C � m rB c LL f9 C V1 O a rA U I O Q U U � C O a, a O 4 v� a L- {d u L a �a n = L I N LA Q 4 Q Q Q Q Q 4 a a a a a a a a .n 79 -�2 72 -2 -S? -.2 ` C C C C C C C C .;-A v •�� "N '� �. O ° O 4 O ° O O ° O ° 0 O C- a ,� a ,� a y a a a ,� a V) SA VI �i i/) V) N VI ir cc x w x fr- a _a a a a a .2 -2 •� .v� _a .2 C C C C C VY C 'tR C CL n_ a- a n n n. V) N 1/� 11) IA OC 3 ° I I N • • i • • • i • • • i I O u � I Ffl I ' G i I 0 CL f! yI br) c C m v Ti 0 m o a 0 a 3 E V'1 In -C rn L '0 a O_ fi ` a L ° o '� ° c �' ° co c c . Q a © C co ads a 0 v C ro c d �; .2 m O a D O O o c cYi 3 C O Tl u N C u C a 0 u N C +' O •p p u sl ro O i• '� O m. OL a ra O u CL Q u v = -0 u c ..c w o a ° `6 ; 0 a ° 0 o u �, ° Y o U d °n u u -° •O a Cs. O C (} � u 0 � 0 9�7 •�+ •L O_ O '� v q D Q O u -0 .a T O 7 O I- a '^ m a Z7 a � LU dA H Y 70 LL w E C O O- [3 C u °1 > *' 06 v m 3 m C C o u 0 m — 3 0 0 U nn a a to m a . ,, a y a u a a a ° m a is a c c` b c c '= �' ,a, o u c > a Q by N; ° ° m 0 �� m u c c � a ° 0° m E 0 CL `m m `m n �- O p> o a a u v ? 3 0 a F 0 `0 no L o c o > a° a a a' c 0 C 3 ; "B w _0 N E 0n "a a T4 0 O ° °' m a°y fl o -ao -a 0° rLU c c '° ° a w a berry a p 'n o a`s u ° LL a -a -0 a !- m m O Ia 0 O O .� 0 m O p E (j (� = m m m O ro a O D C ° v w +> m U a m E a L a g u as x u u= a a u a rY a- Ou a bla m a cu Li a c o a U E C � m rB c LL f9 C V1 O a rA U I O Q U U � C O a, a O 4 v� a L- {d u L a �a ATTACHMENT C Art Lau, EIT 2014 Day $126.59 960 $127„526.40 Construction Inspector 2014 Saturday $131.65 192 $25,277.49 $142.41 2015 Day $131.65 520 $68,459.87 $228'729.68 $197.48 2015 Saturday $129.48 104 $13,465.92 Faleteine Bell 2014 Shift Dif. $148.11 960 $142,185.89 Construction Inspector 2015 Shift Dif. $145.67 520 $217,931.69 $75,745.80 2014 Saturday $194.22 $258.96 Faleteine Bell Total $446,661.37 Notes: 1. Cost proposal based on 24 weeks in 2014 and 13 weeks in 2015. 2. Hourly rates include vehicle, mobile phone, laptop, and camera. 3. Construction inspection activities are subject to prevailing wage requirements. 4. Annual escalation of 4% applied January 1st. 5. Shift differential (Shift Dif.) of 12.5% applied for any work day beginning after 2PM. 6. Cost proposal based on Saturday work performed during regular daytime hours. 7. Northern California Saturday for field inspection is at OT rate up to 8 hours and DT after that 8. All Sunday field inspection work is DT. RATESCHEDULE Name Year Shift Hourly Rate OT (1,Sx) DT (2x) -6- Day $126.59 $189.89 $253.18 2014 Saturday $189.89 $253.18 Art Lau, EIT Shift Dif. $142.41 $213.62 $284.83 Construction Inspector Day $131.65 $197.48 $263.31 2015 Saturday $197.48 $263.31 Shift Dif. $148.11 $222.17 $296.22 Day $129.48 $194.22 $258.96 2014 Saturday $194.22 $258.96 Faleteine Bell Shift Dif. $145.67 $218.50 $291.33 Construction Inspector Day $134.66 $201.99 $269.32 2015 Saturday $201.99 $26932 Shift Dif. $151.49 $227.24 $302.98 -6- DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: MOTION TO ACCEPT THE CITY HALL TOT LOT SAFETY SURFACING INSTALLATION PROJECT (PROJECT NO. P171410) AS COMPLETE IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS (TOTAL CONSTRUCTION COST $125,420.73) RECOMMENDATION It is recommended that the City Council, by motion, accept the City Hall Tot Lot Safety Surfacing Installation Project (Project No. pfl410) as complete in accordance with the plans and specifications. (Total construction cost $125,420.73) BACKGROUND /DISCUSSION The deteriorated wood fiber surface located at the City Hall Tot Lot was replaced with a rubberized surfacing that is very similar to that located at the Westborough Park playgrounds. In addition to being more durable, this new surface is softer and less likely to cause bruising and injuries. The construction contract was awarded to Robertson Industries, Inc., of Phoenix, Arizona, at a contract amount of $124,160 and was completed on -time and on-budget. FUNDING This project was fimded by Community Development Block Grant (CDBG) money per the City's 2013 -2014 CDBG One -Year Action Plan. The contractor complied with all Davis -Bacon Act federal wage requirements. The total construction cost is summarized as follows: Robertson Industries, Inc. Construction Contingency (10 %) Construction Administration (5 %) Total Construction Cost: Projected Actual $124,160.00 $124,160.00 $ 12,400.00 $ 0.00 $ 6,200.00 $ 1,260.73 $142,760.00 $125,420.73 Subject: MOTION TO ACCEPT THE CITY HALL TOT LOT SAFETY SURFACING INSTALLATION PROJECT (PROJECT NO. PF1410) AS COMPLETE IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS (TOTAL CONSTRUCTION COST $125,420.73) Page 2 of 2. CONCLUSION The project was inspected by City Staff and completed in accordance with the plans and specifications. A ribbon- cutting ceremony was held on May 1, 2014. Staff recommends acceptance of the project as complete. A Notice of Completion will be filed with the County of San Mateo Recorder's office. Payment bonds will be returned and retention funds will be released to Robertson Industries, Inc. after the end of the thirty -day lien period and after the Contractor provides the City with a one -year maintenance bond. By. Brian McMinn Director of Public Works /City Engineer ee/sb Approved: Mike Futrelf City Manager DATE: July 9, 2014 TO: Mayor and City Council FROM: Dean Grubl, South San Francisco Conference Center Executive Director SUBJECT: A RESOLUTION APPROVING THE CONFERENCE CENTER FISCAL YEAR 2014 -2015 BUDGET RECOMMENDATION The Conference Center Authority (Authority) recommends the City Council accept and approve the Conference Center Fiscal Year (FY) 2014 -2015 Budget. BACKGROUND/DISCUS SION The hospitality industry is continuing its improvement in hotel occupancies, and this is reflected in the FY 2014 - t 5 revenue projections. Hotel room rates are also increasing which will be reflected in the City's TOT revenue. With increased usage of the Center, the operations revenue projections have increased from the previous year. There continues to be considerable interest in dates and more requests for event proposals. Operating revenue is projected with a three (3.39) percent increase over FY 2013 -14 budget. Actual operating revenue projected for FY 2013 -14 year end is a little over 100 percent of the approved budget. For the 12"' year in -a -row, the Conference Center was awarded the 2014 Pinnacle Award by the readers of Successful Meetings magazine and for the 3 year in -a -raw, the readers of Business Destinations awarded the Conference Center for Best Meetings & Conference Centre, North America. South San Francisco hotel occupancies are anticipated to be approximately 79% at FY 2013 -14 year end; this is higher than the projected 77 %. However, to be conservative the occupancy projection for FY 2014 -15 is 78 %. The Conference Center expenditure request reflects a continuation budget. Funds are included to conduct a market and financial feasibility study for the expansion of the Conference Center. An increase in industry event registration and travel expenses has been increased to reflect the number of staff attending various events. Debt service and property lease budgets cover the Center's requirements. This year's Capital Improvement Budget includes funds for projects which continue to require HVAC upgrades, replacement of two (2) water heaters, replacing the carpet in the lobby areas, improving the ventilation system for the walk -in coolers, replacing the ceiling tiles in the kitchen and the continuation of improving the landscaping in front of the building. Staff Report Subject: Conference Center Authority Fiscal Year 2014 -2015 Budget Page 2 The FY 2014 -15 budget includes a total revenue projection of $3,631,887 and a total expenditure request of $3,239,302. Also included in the FY 2014 -15 budget is a capital project request of $296,044. The fund balance (approximately $2,080,400 at FY 2013 -14 year end) continues to be healthy and indicates the Center is able to operate and pay its expenses without General Fund subsidies. Enclosed is the budget document which describes all the details as well as an explanation of the changes from last year's budget. CONCLUSION The Conference Center Authority recommends the Fiscal Year 2014 -15 Budget to the City Council for their review and subsequent approval. The Authority approved the budget at their June 16, 2014 meeting. If I may answer any questions or clarify any information about the budget, please let me know. By: Dean . Grubl Con erence Center Executive Director Enclosures: Resolution FY 2014 -15 Budget Document Approved: /, f Mike Fu 11 City Manager RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION APPROVING THE CONFERENCE CENTER FISCAL YEAR 2014 -2015 BUDGET WHEREAS, South San Francisco Municipal Code §2.78.010 et seq. requires that the Conference Center budget be approved by the City Council; and WHEREAS, the Conference Center Authority has conducted public meetings, considered available public input, and reviewed the Fiscal Year 2014 -2015 budget; and WHEREAS, the Authority found that the budget represented the appropriate level of expenditures for Fiscal Year 2014 -2015 and recommended that the proposed budget be approved by the City Council. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco as follows: 1. The budget identified as the "Conference Center Fiscal Year 2014 -2015 Operating Budget" in the amount of $3,631,887 in revenue and $3,239,302 in expenditures is hereby approved by the City Council. 2. The budget identified as the "Conference Center Fiscal Year 2014 -2015 Capital Improvement Budget" in the amount of $296,044 in capital expenditures is hereby approved by the City Council. 3. Each budget category listed in Municipal Code §2.78.106 is funded to the limits specified in the proposed budget. 4. The funds collected pursuant to Municipal Code §4.20.035 are hereby appropriated to fund the Conference Center budget. S. The City Manager and Finance Director are hereby directed and authorized to make the specified funds available to the Conference Center. 6. Copies of the Conference Center budget shall be made available for public review and inspection in the Offices of the City Clerk and Administrative Offices of the Conference Center. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a regular meeting held on the 9th day of July, 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST:. City Clerk S011'H Siff PKIN IgCo South San Francisco Conference Center Authority Fiscal Year 2014 -2015 Budget As Recommended by the Conference Center Authority July 9, 2 014 2` - ith, Airoort Boulevard South San Franciwo, California 940+80 -610S 5S0 -877 8787 www.ssfconf,com Total Revenue South San Francisco Conference Center Fiscal Year 2014 -2015 Budget [Revenue and Expenditure Projections - All Sources FY 14 -15 Proposed Budget 3,631,887 Total Expenditures 3,239,302 Surplus 392,585 FY 13 -14 FY 13 -14 Approved Budget Year End 3,554,558 3,638,000 3,149,986 3,023,441 404,572 614,559 1 06/16/2014 South San Francisco Conference Center Fiscal Year 2014 -15 Budget Revenue Projections - All Sources FY 14.15 F!Y 13 -14 FY 13.14 / change Proposed Budget Approved Budget Year End Proposed Budget to Approved Budget % of Year End to Approved Budget Conference Center Operations 1,525,000 1,475,000 1,488,000 3m.A 100.88% Transient Occupancy 21076,887 2,049,558 2,124,000 1.33% 103.44/ Tax Interest Income 30,000 30,000 30,Ooo 0.00% ffl0.00% Total 3,631,887 3,554,556 3,638,000 2,1 a% 102.351/. Expenditure Projections - All Sources FY 14-15 FY 13 -14 FY 13.14 % change % of Year End to Proposed Budget Approved Budget Year End Proposed Budget Approved Budget to Approved Budget Conference Center Operations 2,268,561 2,175,872 2,048,061 4.26% 94.13% Debt Service 470,356 472,285 473,534 -141% 100,26% ProperlyLeases/Taxe 500,385 501,829 501,646 -0.29% 100.001/. Total 3,239,302 3,149,986 3,023,441 2.94% 95.98/ 2 06/1612014 South San Francisco Conference Center Fiscal Year 2014 -15 Budget Revenue Projections- Conference Center Operations % change Proposed Budget to Approved Budget 5.96% 0.96% 0.00% 3.39% % of Year End to Approved Budget 101.7E% 100.00% 100.00% 100.86% 3 08116!2014 FY 14 -15 FY 13 -14 FY 13 -14 Proposed Budget Approved Budget Year End Rem 800,000 755,000 768,000 Food & Beverage 525,000 520,000 520,000 Event Services 200,000 200,000 200,000 Total 1,525,000 1,475,000 1,488,000 % change Proposed Budget to Approved Budget 5.96% 0.96% 0.00% 3.39% % of Year End to Approved Budget 101.7E% 100.00% 100.00% 100.86% 3 08116!2014 South San Francisco Conference Center Fiscal Year 2014 -2015 Budget Expenditure Budget Conference Center Operations 0611612014 FY 14.15 FY 13 -14 FY 13.14 % change °% of Year End Proposed Budget Approved Budget Year End Proposed 14 -15 to Approved to Approved 13 -14 750,000 6,000 724,611 6,000 675,000 4,100 3.50% 0.00% 9115/, 68.33% Salaries /BenefAs Salaries Workers' Compensation Health, Dental, Vision, LTD, STD 184,000 180,000 152,ODO 2.22% 84,441/. Pension, Medicare FICA 123,000 118,000 104,000 4.24% 8S.14% 1,063,000 1,028,611 935,100 3,34% 90.91 O erationsfMaintenance Services 108,000 108,000 108,OOD 0.00% 109.00 °% Set Up/Tear Down Service Janitorial Service 95,000 95,000 95,000 0.00% I00.00% Transportation Service 6,000 6,000 6,000 0.00°! 10000% Linen/Water Service 25,000 25,000 24,000 0.00% 96.001/ Temporary Event Labor 148,500 148,500 141,000 0,00°% 94.95% Electr /Plum /HVAC Main. Service 32,000 32,000 32,000 0.001/. 100.00% Pest Control 3,900 3,500 3,500 11.43 % 100.00% Fire Extinguisher /Alarm Service 3,500 3,000 3,500 16.67% 116.671/. Landscape Service 16,000 22,500 16,000 - 28.89 °% 71,11% 437,900 443,500 429,000 -1.26% 96.73% 0 eraVon /Maintenance Supplies 13,500 12,000 12,500 12.50% 104.171/. Janitorial Supplies Operations Supplies 20,000 20,000 20,000 0.00% 100.00% 33,500 32,000 32,5QO 4.69% 10L56% Marketing Services 202,600 202,600 202,600 0.00% 100,40% Ad Production /Placement Public Relations 9,500 9,500 9,500 0.00% 100.40% Client Entertainment 10,000 10,000 8,300 0.00% 8100% Client Gifts 7,500 7,500 11,800 0.00% 157.33% Booth Rental & Equipment Fee 5,000 5,000 3,300 0.00% 66.00% Industry Event Registration 12,500 6,000 7,900 108.33°! 131.67°% Group Incentive Rentals 5,000 5,000 2,000 0.00% 40.00% 252,100 245,600 245,400 2,65% 99.921/. Meeting Travel /Dues /Mernbershl s 7,500 7,500 7,500 0.00% 100.001/6 Dues /Memberships Meeting Travel Expense 24,500 18,900 20,300 29.63% 107.41 32,000 26,400 27,800 21,21% 105.30% Legal/Professional Services 15,000 18,000 15,000 - 16.67% 5133% Legal Services Professional Services 60,0DO 62500 56,000 - 4.00°% 89.60% 75,000 8D,500 71,000 -6.83% 88,20% 0611612014 06!16!2014 FY 14 -15 FY 13 -14 FY 13.14 % change % of Year End Proposed Budget Approved Budget Year End Proposed 14 -15 to Approved to Approved 13 -14 20,500 20,500 19,500 0,00 %, 95.12% Audit/Payroll Services City Finance Services 10,000 10,000 10,000 0.00% 100.00% General Insurance 14,055 14,055 14,055 0.00% 100.00% Property Insurance Liability Insurance 14,468 ' 14,468 14,468 0.0011 100.00% 28,523 28,523 28,523 0.00 % 100.00% Bank Charges/Bad Debt 44,500 39,000 42,000 14.10% 107.69% Bank Charges Bad Debt 6,000 6,000 0.00% 50,500 45,000 42,000 1222% 93.33% Office Mach ines /Publ icationlSupplies Postage/Rentall Equipment 8,000 8,000 8,000 0.00°/ 100.00% Office Machines Computer Supplies 5,500 5,500 4,300 0.00% 78,16% Office Supplies 3,800 3,500 3,500 8.57°/ 100.00% Postage 2,500 2,500 2,200 0.001/. 86.00/ 19,800 19,500 18,000 1.54% 92.31% Prirting 3,000 3,000 3,000 0.00% 100.00% Utilities 57,500 57,500 57,500 0.00% 100 .00% internet Service Gas /Electric 88,000 88,000 85,000 0.00% 96.59% Telephone /Long Distance 16,500 16,500 16,000 0.00% 96.97% Water 19,000 19,000 16,000 0.00% 84.21 181,040 181,000 174,500 0.00% 96.41% Retiree Health Cost 11,738 11,738 11,738 0.001% 100.00% 2,218,561 2,175,872 2,048,061 1.96% 94.13% Expansion Study 50,000.00 TOTAL 2,268,561 2,175,872 2,048,061 426% 94.13% 06!16!2014 South San Francisco Conference Center Fiscal Year 2014 -2015 Budget Capital Improvement Budget 1 Replace Two (2) HVAC Units (Salons E &F) $ 89,000 2 Walk -In Coolers Improvement Ventilation System $ 15,000 3 Replacement of Two (2) Water Heaters $ 36,000 4 Install One Water Meter to Control Usage of Irrigation System (LEED) $ 8,044 5 Repair Damaged Concrete, Re -Seal Entire Parking Lot Area $ 15,000 6 Repair of Classroom Tables Top (200 tables) $ 30,000 7 Upgrade to Water Efficiency of Urinals and Toilets (LEED) $ 12,000 8 Replace and Install New Carpet in Lobby areas $ 67,000 9 Purchase of Twelve (12) New Coffee Urns $ 4,000 10 Replace Kitchen Ceiling Tiles $ 51000 11 Improve the Landscaping in the Front of the Building (Phase Ii) $ 15,000 Total $ 296,044 6 06/16/2014 South San Francisco Conference Center Fiscal Year 2014 -2015 Unrestricted Fund Balance /Designated /Undesignated Reserves Ending Unrestricted Fund Balance $ 1,658,048 6/30/13 per Audit $ 1,676,941 Pius Projected FY 2013 -14 Surplus /Loss $ 614,559 Less FY 2013 -14 Capital Expenditures (Actual) $ (192,207) Projected Unrestricted Fund Balance 6130114 $ 2,080,400 Plus Projected FY 2014 -2015 Surplus $ 392,585 Less FY 2014 -15 Capital Expenditures $ {296,044} Projected Unrestricted Fund Balance 6 /34115 $ 2,176,941 Authority Designated Reserves " $ 500,000 Projected Undesignated Reserves $ 1,676,941 Projected Fund Balance 6/34/15 $ 2,176,941 * Designated Reserve Categories Capital Improvements $ 100,000 Insurance $ 100,000 Debt. Service $ 150,000 Contingencies $ 150,000 Total $ 500,000 7 06!16/2014 SOUTH SAN FRANCISCO CONFERENCE CENTER Salary Schedule effective July 1, 2014 Executive Director Executive Director 4/11x0 Hourly 64.00 $ 5,546.67 @ 24 Semi-Monthly 5,546.57 Monthly 11,093.33 Chief Financial Officer Chief Financial Officer 5/1198 Hourly 54.00 $ 4,689.26 @ 24 Semi - Monthly 4,660.26 Monthly 9,360.52 Director of Facility Operation Director of Facility Operation 711193 Hourly 46.33 $ 4,015.26 @ 24 Seml- Monthly 4,015.25 Monthly 8,030.50 Senior Sales Manager Senior Safes Manager 10116/98 Hourly 37.50 $3,250.00 @ 24 Semi - Monthly 9,250,00 Monthly 6,500.00 Facility Services Manager Facility Services Manager 6116113 Hourly 28.85 $ 2,500.00 @ 24 Seml- Manlhly 2,500.00 Monthly 5,000.00 Sales Manager Sales Manager 1126113 Hourly 26.43 $2,464.00 @ 24 Semi-Monthly 2,484.00 Monthly 4,928.00 Event. Coordinator Event Coordinator Hourly 21.63 $ 1875.00 @ 24 Semi - Monthly 1,675.00 Monthly 3,750.00 Administrative Services Assistant Administrative Services Assistant 1126/13 Hourly 23.14 $ 2,206.40 @ 24 Semi - Monthly 2,108.00 Monthly 4,212.00 Sales AS$i$tarit 23.14 Sales Assistant 1,959.33 $1958.33 @ 24 3,915.67 Security Officer Security Officer 711102 Hourly 16.70 $ 1,447.46 @ 24 Semi - Monthly 1,447.46 Monthly 2,694.92 ,Total Up to 5% increase based on merit, incentives for sales team Total 133,120.00 112.326.23 95,366.00 70,000.00 60.000.00 59,136.00 45,000.00 50,544.00 47000.00 34,739,00 716,234.23 33,766.77 750,000.00 8 06116!2014 DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: A RESOLUTION AWARDING THE PURCHASE AGREEMENT TO CALIFORNIA HYDRONICS CORPORATION OF HAYWARD, CALIFORNIA FOR THE FABRICATION OF THE BOILER & COOLING TOWER SKID FOR THE MAGNOLIA SENIOR CENTER OF THE HVAC REPLACEMENT AT VARIOUS CITY BUILDINGS PROJECT IN AN AMOUNT NOT TO EXCEED $146,060 RECOMMENDATION It is recommended that the City Council adopt a resolution awarding the purchase agreement to California Hydronics Corporation of Hayward, California for the fabrication of the boiler & cooling tower skid for the Magnolia Senior Center of the HVAC Replacement at Various City Buildings Project {Project No. pf1.408) in an amount not to exceed $146,060. BACKGROUND /DISCUSSION On October 23, 2013, the City Council adopted a resolution amending the FY 2013 -2014 Capital Improvement Program by appropriating an additional $550,000 from PG &E's On -Bill Financing and $346,000 from the General Fund Reserves for the HVAC Replacement at Various City Buildings and authorize the City Manager to execute agreements with PG &E for the participation in 0% interest On -Bill Financing program. This phase of the project is to install a new boiler & cooling tower on the roof of the Magnolia Senior Center Building. The present equipment was fabricated and mounted on a skid which was lifted by crane onto the roof The project will remove the existing skid and install a new skid on the roof with the new boiler and cooling tower. Due to the 10- to 12 -week lead time to get the equipment procured and mounted on the skid, it is advantageous to procure the skid, separately. Once the City selects a contractor to replace the HVAC units at the Magnolia Senior Center, the contractor will also install the skid on the roof The goal is to obtain the skid around the same time the existing skid is removed from the building. Three (3) potential vendors were contacted for the procurement and fabrication of a skid with the new boiler and cooling towers. Two of the vendors provided quotes for the equipment and the third vendor declined to give a quote because they were over - booked with orders. California Hydronics Corporation's quote was the lower of the two quotes received. California Hydronics Corporation was the manufacturer of the present skid that was installed in 1986. Staff Report Subject: A RESOLUTION AWARDING THE PURCHASE AGREEMENT TO CALIFORNIA HYDRONICS CORPORATION OF HAYWARD, CALIFORNIA FOR THE FABRICATION OF THE BOILER & COOLING TOWER SKID FOR THE MAGNOLIA SENIOR CENTER OF THE HVAC REPLACEMENT AT VARIOUS CITY BUILDINGS PROJECT IN AN AMOUNT NOT TO EXCEED $146,060 Page 2 of 2 The following is a summary of the quotes received: California Hydronics Corporation of Hayward, CA $146,060 Sigler Commercial HVAC Division of South San Francisco, CA $195,090 * Includes San Mateo County Sales Tax FUNDING Funding for this project is included in the City of South San Francisco's 201.4 -2015 Capital Improvement Program (CIP) and sufficient funds have been allocated to cover the project cost. CONCLUSION Approval of the resolution will allow the procurement and fabrication of the new boiler and cooling tower on a new skid. The early procurement of the equipment will assist in completing the Magnolia Senior Center replacement of present boiler and cooling tower in a timely manner. Brian McMinn Director of Public Works /City Engineer Attachment: Resolution r` ) i Approved: Mike Futrpd City Manager Attachment A — California Hydronics Corporation Quote RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AWARDING THE PURCHASE AGREEMENT TO CALIFORNIA HYDRONICS CORPORATION OF HAYWARD, CALIFORNIA FOR THE FABRICATION OF THE BOILER & COOLING TOWER SKID FOR THE MAGNOLIA SENIOR CENTER OF THE HVAC REPLACEMENT AT VARIOUS CITY BUILDINGS IN AN AMOUNT NOT TO EXCEED $146,060 WHEREAS, this phase of the HVAC Replacement at Various City Buildings Project ( "Project ") will install a new boiler and cooling tower on a new skid on the roof of the Magnolia Senior Center Building; and WHEREAS, the City of South San Francisco ( "City) contacted potential vendors to provide quotes for the procurement and fabrication of a new boiler and cooling tower for the Project; and WHEREAS, staff recommends awarding the purchase agreement to California Hydronics Corporation ( "CHC ") of Hayward, California, in an amount not to exceed $146,060, and WHEREAS, the Project is included in the City of South San Francisco Francisco's 2014 -2015 Capital Improvement Program ( "CIP ") and sufficient funds are available to cover the Project cost. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby awards the purchase agreement for the fabrication of the new boiler and cooling tower skid for the Magnolia Senior Center as a phase of the HVAC Replacement at Various Buildings Project to CHC of Hayward, California, in an amount not to exceed $146,060 conditioned on CHC's timely execution of the Project contract and submission of all required documents, including but not limited to, certificates of insurance and endorsements, in accordance with the Project documents. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the Finance Department to establish the Project Budget consistent with the information contained in the staff report. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the documents on behalf of the City upon timely submission by CHC's signed contract and all other documents, subject to approval as to form by the City Attorney. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: -2- City Clerk CALIFORNIA IIYDRONICS CORPORATION 2293 TRTPALni WAY • Po sox 5049 • HAYWARD, CA 94540 -5049 $, TELEPi4oNE 510 -293 -1993 • FAx 510 - 293- -3080 chchydronics.com oR- CCR1199574 ATTN_ Estimating Department DATE: 7/1114 QUOTE: #14 -0938 JOB: Magnolia Senior Housing BIDS: 7/1114 ENG: Laws and Associates, Inc. / Kent Laws pGS: 4 BUDGET ONLY As no drawings or specifications were provided for the following material we reserve the right to requote once written documentation is provided to us TAG NO. DESCRIPTION DIET EACH HEAT PUMP One Heat Pump Skid manufactured by F1owTherm Systems UL Listed and $134,000.00 SKID to consist of the following components. Price does not include piping insulation or seismic calculations. (1) Evapco LSWE cooling tower with (2) 1013? fans, 3 /4HP spray pump, 885Mbh cooling capacity. (1) RBI FB -750 pump mounted outdoor boiler, natural gas, on/off fire, spark ignition and em2 pump relay. (1) B & G Series 60- 2x5.25 pump, 60 GPM @ 15TD14, 314 HP /1750 /460 /6013 /TEFC. (2) B & G Series 1531 -2.51313 pump, 60 GPM @ 15TDH, 3/4 HP/1750/460/60/3/TEFC. (1) LOT Suction Diffuser(s) and Tripled Duty Valve(s) for above pump(s). (1) Wessels NLA -85 ASME rated expansion tank. (1) B & G RL -4" air separator with auto air vent. (1) Griswold chemical feeder F13-5, 5 gallon. (Iess chemicals). (1) Chemical injection treatment for cooling tower. (1) Nu- Calgen CMS IV conductivity controller, chemical feed pump, solenoid bleed valve. (1) NEMA 4 control panel with starters and temperature controller and VFD's (1) LOT necessary pressure gauges, thermometers, interconnecting piping & wiring. (1) Fabricated wide flange beam frame with 1/4" diamond plate steel decking upon which the above equipment will be mounted, piped & wired then painted with our grey machine enamel. (1) Working day of start-up and training. Notes for packaged system above: I . Our pre- assembled packaged systems are authorized to display the "UL" label for 3`d party Quality assurance. All components are pre -piped and mounted onto a heavy, welded structural steel frame and base which is built to AWS D1.1 specifications. 2. Start up include (1) 8 hr work day including travel to site, CHC technician. Additional time on site charged at $130/hr. 3. Unless otherwise stated, special seismic construction, seismic certification, seismic frame calculations, seismic anchorage calculations, or seismic testing is not included. Please contact us for additional pricing if required. COI,umBIA HYDRomcs COMFAPFY FLOWTHERM SYSTEMS CHC PACIFIC -3- CALIFORNIA HYDRONICS CORPORATION 4, Unless otherwise stated, our standard, gray water -base enamel is applied to all metal frame surfaces, piping, and components. If special metal preparation, special paint, or coatings are required, please call for additional pricing. 5. Unless otherwise stated, spring isolators, vibration eliminator mounts, or special mounting brackets are not included. If required, please contact us for additional pricing. 6. Unless otherwise stated, insulation for piping and components is not included. Calcium silicate pipe shields or other insulated pipe supports are not included unless noted on our quotation. Please call for additional pricing if required. 7. All piping, pipe materials, welding procedures, valves, fittings, and hardware are in accordance with ASME B31.9 standards, unless otherwise noted. If other standards or materials of construction are required, please call for additional pricing. 8. Controls and wiring to electrical components furnished with our skid will be supplied in accordance with our quotation. If additional controls, special interface connections, or communication protocols are required, please contact us for additional pricing. PACKAGE Start -up includes test, adjustment and documentation by technician as per system IOM. SYSTEM Warranty requires written record of start -up, the install & maintenance responsibility is START -UP by others. Start-Up is inclusive of all equipment provided on the packaged system. CHC is not responsible for external controls or incoming utilities. Packaged System Start -Up: Cost for by authorized CHC technician ..... $ xxyx(lo Contractor shall be responsible for, and trust confirm, pre start -up preparation; Site utilities must be purged, tested & connected to system load prior to start-up visit. Installing contractor must be present and system load available to properly start system. Pre - start-up forms must be returned. to CHC Tech. Services. Prior scheduling required for our factory start -up and warranty assistance, we are not a 2417 service company. Startups performed weekdays during normal working hours. Notes & Exclusions: 1. Site conditions outside of our control which require a second trip or additional day of start -up service will be billed per hour at ......................... $ 1.30.00 /hr 2. Commissioning Services are not provided by CHC. 3. Excludes any seismic calculations, supports or coatings other than factory standard unless stated otherwise. 4. Transportation of system to mechanical spaces is "by others ". 5. An approved submittal is required prior to order release. 1 OTE: We reserve the right to re -quote ifproject requires ARRA &/orBUY"ERICANcomplicance. This quotation is offered pursuant to the terms and conditions below — CHC does not agree to accept other terms and conditions unless noted within this quotation. Clarifications & Exclusions On items noted `NO SPECS' we reserve the right to re -quote once written specifications are provided to us. ALTERNATES" are offered for consideration and will always be subject to the engineers' and owners approval. Items noted as `ALT MFG' meet the intent of the written specs, however since we are not a listed manufacturer, products are offered subject to engineer's approval. Of course we cannot guarantee acceptance of alternate items. Excludes any SEISMIC certification of equipment, seismic analysis, shake table testing, seismic experience data, seismic calculations or supports, coatings other than factory standard I4 -0938 Magnolia Senior Housing -4- 2 of 4 CALIFORNIA HYDR®NICS CORPORATION unless they are stated as included within CHC quote descriptions. Excludes all requirements listed under the EXECUTIONportion of the specifications. Clarifications & Exclusions On items noted `NO SPECS' we reserve the right to re -quote once written specifications are provided to us. ALTERNATES' are offered for consideration and will always be subject to the engineers' and owners approval. Items noted as ALT MFG' meet the intent of the written specs, however since we are not a listed manufacturer, products are offered subject to engineer's approval. Of course we cannot guarantee acceptance of alternate items. Excludes any SEISMIC certification of equipment, seismic analysis, shake table testing, seismic experience data, seismic calculations or supports, coatings other than factory standard unless they are stated as included within CHC quote descriptions. Excludes all requirements listed under the EXECUTION portion of the specifications. Terms: CHC will not accept indemnification, hold harmless or time is of the essence clauses within purchase order terms of our customers. Unless specific pre - payment terms are noted within body of quotation above, terms shall be Net 30 Days if on open account - prices are quoted net each (unless stated otherwise) and FOB points of shipment with full freight allowed via common ground carrier to your shop or jobsite — any special shipping requirements to be responsibility of purchaser. CHC offers all prices less tax, with a validity of 30 days from the above date. Contract job information for pre -lien purposes is required for all commercial projects over $5000.00 Returns &/or Cancellations Policy: All engineered built to order products and special order products specific to this job are not cancellable nor eligible for return for credits, Items that are inventoried as CHC stock products, if returned in excellent condition and in original undamaged shipping boxes, are subject to 25% re -stock charges. Lead Time: All prices offered in this quotation are based on standard factory lead times (or) as stated within quotation. All quoted lead time starts only after 1) acceptance of PO terms and conditions and 2) return copy of applicable submittals marked approved and released. Expedited shipments may be available at an additional charge. Contact your CHC Sales Engineer for the ETA of any specific equipment on this quotation. Job Site Assistance: CHC Sales Engineers offer jobsite assistance to answer questions on commercial purchased engineered equipment including valuable consulting after delivery and during installation to assure quality and satisfaction. Assistance is available on site with adequate notice and via phone. Start -Up: CHC provides ONE factory authorized start-up visit on commercial equipment. Rates will vary by equipment type and project location. Prevailing wage projects may require additional cost and arrangements. Contractor is required to return completed pre - start -up forms to CHC Tech Services prior to visit and be on site to assist in coordination with trades during start -up. Services available during normal work days and hours. If additional jobsite visits are required for circumstances not related to our equipment, we reserve the right to request a purchase order to cover our additional labor costs. Commissioning: By others: These services, if a project requirement, are responsibility of contractor or commissioning agent. When specified we will provide owner training assistance as outlined in any equipment specifications but will not be responsible for commissioning services. Warranty.- Quoted prices include standard factory warranties. Warranty requires .install, start -up and operation as per the manufacturers .IOM. Additionally, as a value added rep firm, we allow pre - approved labor within the warranty coverage period. Thank you for the opportunity to provide this quotation. 111 -0938 Magnolia Senior Housing -5- 3of4 CALIFORNIA HY'DRONICS CORPORATION Sincerely- Aaron ZovkolcHC- gIiCn-ml, 1- iwitrin'_q r,,,Tvv.II , Email: azovko@ 14 -0938 Magnolia Senior Housing ME 4of4 DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: A RESOLUTION AWARDING THE CONSTRUCTION CONTRACT TO THERMAL MECHANICAL, INC. OF SANTA CLARA, CALIFORNIA FOR THE MUNICIPAL SERVICES BUILDING (MSB) HVAC & FAN REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $993,569 AND APPROPRIATING ADDITIONAL FUNDS IN THE AMOUNT OF $30,000 TO THE PROJECT FROM THE POLICE DEPARTMENT SEIZURE FUND RECOMMENDATION It is recommended that the City Council adopt a resolution awarding the construction contract to Thermal Mechanical, Inc. of Santa Clara, California for the Municipal Services Building (MSB) HVAC & Fan Replacement Project (Project No. pf1408) in an amount not to exceed $993,583 and appropriating additional funds in the amount of $30,000 to the project from the Police Department Seizure Fund. BACKGROUND /DISCUSSION On October 23, 2013, the City Council adopted a resolution amending the FY 2013 -2014 Capital Improvement Program by appropriating an additional $550,000 from the PG &E On -Bill Financing Program and $346,000 from the General Fund Reserves for the HVAC Replacement at Various City Buildings Project. In addition, it authorized the City Manager to execute agreements with PG &E for the participation in the 0% Interest On -Bill Financing Program. The MSB HVAC & Fan Replacement Project will replace twenty -one (21) old and inefficient HVAC units and four (4) exhaust fans. The exhaust fans take the air from the MSB parking garage and exhaust it to the roof. Nineteen (19) of the HVAC units are for the entire MSB and two (2) of the air conditioning units are located in and service the Police Department Server Room. The Police Department Server Room HVAC units are identified as a separate capital improvement project (Project No. PF 1405) and will be replaced and upgraded. Since this project evaluated all HVAC units in the MSB, staff included the Police Department's Server Room's HVAC units to obtain better pricing. The cost of the two units for the Police Department Server Room is $137,000 and will be paid for with funds from the Police Department Seizure Fund. These are dollars that the Police Department receives from the federal government as part of its share of participating in a drug apprehension task force. The use of the seizure funds are limited to Staff Report Subject; A RESOLUTION AWARDING THE CONSTRUCTION CONTRACT TO THERMAL MECHANICAL, INC. OF SANTA CLARA, CALIFORNIA FOR THE MUNICIPAL SERVICES BUILDING (MSB) HVAC & FAN REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $993,559 AND APPROPRIATING ADDITIONAL FUNDS IN THE AMOUNT OF $30,000 TO THE PROJECT FROM THE POLICE DEPARTMENT SEIZURE FUND Page 2 of 3 items that benefit the Police Department. As part of the project, staff included an alternate to remove existing gas piping and supports on the MSB roof and replace with new gas piping and supports. Staff recommends including this alternative due to the badly corroded condition of gas piping and gas valves on the roof. Staff advertised a Notice Inviting Bids for the project on May 16, 2014 and May 23, 2014. The project was also advertised on the e- Bidboard website. On May 29, 2014, a mandatory site visit was held and ten (10) mechanical contractors were present. On June 12, 2014, staff received two (2) valid bids in response. Staff has verified the low bidder's current contractor's license with the California Licensing Board. The following is a summary of all base bids received: Thermal Mechanical, Inc. of Santa CIara, CA $ 950,384.00 Heathorn & Associates Contractors Inc., dba American Air $1,049,324.00 conditioning, Plumbing & Heating Co, of San Leandro, CA Engineer's Estimate $ 930,000.00 Shown below is the proposed project construction cost: Thermal Mechanical, Inc., Base Construction Contract $ 950,384.00 Alternate Gas Piping & Support Cost $ 43,185.00 Construction Contingency (10 %) $ 95,040.00 Construction Inspection (Law & Associates) $ 8,500.00 Construction Administration (3 %) $ 28,500.00 Total Proposed Project Construction Budget $1,125,509.00 FUNDING This project will be funded using PG &E on -bill financing (OBF) and the general fund. Awarding these projects will move phase 1 of the CIP pfl408 into construction. Since October 2013 when City Council approved the use of OBF and general fund for the replacement of HVAC systems City Wide, staff has been working with San Mateo County Energy Watch staff and engineers to refine the estimates for phase 1 (MSB) and phase 2 (Main Library, Magnolia Center, Orange Park Pool). The original estimates used to calculate the energy savings were high and the PG &E engineer reviewing the project made adjustments to the energy usage calculations based on California Energy Commission Title 24 baseline energy efficiency standards. Title 24 standards established most recently in 2008 are the baseline minimum requirements for energy efficiency. Since most of the HVAC systems at the City facilities were installed before 2008 and are at the end of their useful life, the City only receives credit for energy efficiency Staff Report Subject: A RESOLUTION AWARDING THE CONSTRUCTION CONTRACT TO THERMAL MECHANICAL, INC. OF SANTA CLARA, CALIFORNIA FOR THE MUNICIPAL SERVICES BUILDING (MSB) HVAC & FAN REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $993,569 AND APPROPRIATING ADDITIONAL FUNDS IN THE AMOUNT OF $30,000 TO THE PROJECT FROM THE POLICE DEPARTMENT SEIZURE FUND Page 3 of 3 measures above and beyond the baseline requirements, even though the City will realize greater energy savings with replacement of existing HVAC units. Phase 2 is most impacted by the reduction of eligible OBF as originally estimated in the fall of 2013. The HVAC units at MSB, Magnolia Center, and Main Library are at the end of their useful lives. The additional units Magnolia center was already scheduled to be replaced as part of the needed on -going maintenance to the HVAC system. Staff pursued the use of OBF in order to maximize alternate funding mechanisms and reduce the amount of large upfront capital costs oil the general fund. Even without OBF, these HVAC units would need to be replaced to ensure City buildings operate efficiently and provide a comfortable environment. Sufficient funds have been appropriated to cover the costs of phase 1 including this project. Shown below is the proposed project funding: MSB HVAC & Fan Replacement Project (PF1408) $ 988,609.00 Upgrade of PD Server Room Air Conditioning (PF1405) $ 107,000.00 Police Department Seizure Fund $ 30 000.00 Total Proposed Project Construction Budget $1,125,609.00 Additional funds in the amount of $30,000 from the Police Department Seizure Fund needs to be appropriated to the project to cover the bid price of $137,000 for the air conditioning units for the Police Department Server Room. The attached Resolution makes that appropriation. Current estimates for phase 2 will cost approximately $420,000, which staff will have to return to City Council at a future date to request additional appropriations. CONCLUSION Approval of the resolution will allow the installation of the new HVAC units and exhaust fans. The completed project will provide the MSB with more efficient, energy - saving HVAC units and exhaust fans. In addition, the Police Department's Server Room's HVAC will be upgraded. The new equipment installation with the EMS hardware is projected to have annual energy savings of $38,162 at the MSB. By: Brian McMinn Director of Public Works/City Engineer Attachment: Resolution r Approved: C' i 'Mike Futrell City Manager RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AWARDING THE CONSTRUCTION CONTRACT TO THERMAL MECHANICAL, INC. OF SANTA CLARA, CALIFORNIA FOR THE MUNICIPAL SERVICES BUILDING (MSB) HVAC & FAN REPLACEMENT PROJECT IN AN AMOUNT NOT TO EXCEED $993,569 AND APPROPRIATING ADDITIONAL FUNDS IN THE AMOUNT OF $30,000 TO THE PROJECT FROM THE POLICE DEPARTMENT SEIZURE FUND WHEREAS, City of South San Francisco ( "City ") staff issued a Notice Inviting Bids for the Municipal Services Building (MSB) HVAC & Fan Replacement ( "Project ") and on June 12, 2014, received two (2) bids in response; and WHEREAS, Thermal Mechanical, Inc. of Santa Clara, California, was the lowest responsible bidder; and WHEREAS, staff recommends awarding the base construction contract and the Gas Piping & Support alternate bid to Thermal Mechanical, Inc. of Santa Clara, California, in a total amount not to exceed $993,569; and WHEREAS, additional funds in the amount of $30,000 need to be appropriated to the Project from the Police Department Seizure Fund. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby awards the base construction contract and the Gas Piping & Support alternate bid for the Municipal Services Building (MSB) HVAC & Fan Replacement Project to Thermal Mechanical, Inc. of Santa Clara, California, in a total amount not to exceed $993,569, conditioned on Thermal Mechanical Inc.'s timely execution of the Project contract and submission of all required documents, including but not limited to, certificates of insurance and endorsements, in accordance with the Project documents. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes a budget amendment by appropriating an additional $30,000 to the Project, funded by Police Asset Seizure funds. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the documents on behalf of the City upon timely submission by Thermal Mechanical, Inc. signed contract and all other documents, subject to approval as to form by the City Attorney. -I- I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2414 by the following vote: AYES: NOES: ABSTAIN: ABSENT: 2295497.1 ATTEST: -2- City Clerk DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: A RESOLUTION MAKING FINDINGS AND AWARDING A SERVICES CONSULTING AGREEMENT TO SYSERCO INC. OF FREMONT, CALIFORNIA FOR THE ENERGY MONITORING SYSTEM OF THE MUNICIPAL SERVICES BUILDING PROJECT (PROJECT NO. PF1408) IN AN AMOUNT NOT TO EXCEED $76,907 RECOMMENDATION It is recommended that the City Council conduct a public hearing and adopt a resolution making findings and awarding an energy services consulting agreement to Syserco Inc. of Fremont, California for the Energy Monitoring System (EMS) of the Municipal Services Building (MSB) (Project No. pf1408) in an amount not to exceed $76,907. BACKGROUND /DISCUSSION On October 23, 2013, the City Council adopted a resolution amending the FY 2013 -2014 Capital Improvement Program by appropriating an additional $550,000 from PG &E's On -Bill Financing and 5346,000 from the General Fund Reserves for the HVAC Replacement at Various City Buildings and authorize the City Manager to execute agreements with PG &E for the participation in 0% interest On -Bill Financing program. One phase of the project is to install an Energy Monitoring System (EMS) for the HVAC units located at the Municipal Services Building (MSS) in order to operate the units more efficiently and enhance their maintenance. The EMS will help ensure that the units are not being operated or minimize the usage when the various offices are not being utilized. Staff prepared a Request for Proposals (RFP) for the EMS and advertised on E- Bidboard in early March 2014. On April 8, 2014, staff received four (4) proposals. Staff, with the help from Ecology Action, evaluated the proposals and requested additional information from each of the four consultants. After reviewing the additional information from the consultants, two (2) of the consultants were invited to give presentation of their EMS hardware. On May 21, 2014, the two (2) finalist consultants interviewed with City staff. Syserco, Inc. of Fremont, California was selected for the EMS Project due to the ease of use and the flexibility of the system. In addition, City staff asked the consultants to propose on a CO2 Demand Control Ventilation System (a combination of a carbon dioxide sensor and thermostat), which regulates the amount of Staff Report Subject: A RESOLUTION MAKING FINDINGS AND AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO SYSERCO INC. OF FREMONT, CALIFORNIA FOR THE ENERGY MONITORING SYSTEMOF THE MUNICIPAL SERVICES BUILDING PROJECT IN AN AMOUNT NOT TO EXCEED $76,907 Page 2 of 3 outside fresh air for the various zones in the MSB. If the zone, such as the conference room is not being fully occupied, the control reduces the rate of outside fresh air being added to zone which in turn reduces the energy usage. The cost for the Demand Control Ventilation is $350.00 per zone and it is expected to be installed up to 20 zones in the MSB. Staff recommends the installation of the CO2 Demand Control Ventilation System. Staff recently requested Syserco, Inc. to provide quote to include the monitoring of the four (4) exhaust fans into the EMS. Syserco, Inc. provided quote of $8,670 for the exhaust fans. Staff recommends the addition of the exhaust fans into the EMS to facilitate the efficient operation of the fans. Syserco, Inc. has recently installed an EMS for the South San Francisco Unified School District (SSFUSD) for HVAC units at several schools. The SSFUSD is pleased with the performance of the EMS to date. The following is a summary of all proposals received; Syserco Inc. of Fremont, CA $ 61,237.00 Thermal Mechanical of Santa Clara, CA $ 73,625.00 American Mechanical, Inc. of Walnut Creek, CA $135,218.00 City Mechanical, Inc. of Hercules, CA $209,395.00 Engineer's Estimate $ 99,300.00 Shown below is the proposed project budget: Syserco, Inc. Base Consulting Contract $ 61,237.00 CO2 Demand Control Ventilation (Up to 20 Zones) $ 7,000.00 Connecting Exhaust fans to EMS $ 8,670.00 Contingency (20 %) $ 12,247.00 Engineering Administration (10 %) $ 6,124.00 Total Proposed Project Consulting Budget $ 955278.00 Syserco, Inc. will be working with City facilities staff to design the EMS to incorporate the various parameters staff would like to monitor as part of the EMS. Syserco, Inc. will be installing the EMS in conjunction with the installation of the new HVAC units at the MSB. Staff recommends that the City Council award an energy services consultant agreement to Syserco. In order to award this contract per California Government Code §§ 4217.12, the City Council must conduct a public hearing, noticed at least 14 days in advance, and adopt findings that the services being provided will save energy and are in the best interest of the City. The attached resolution contains those recommended findings. Staff Report Subject: A RESOLUTION MAKING FINDINGS AND AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO SYSERCO INC. OF FREMONT, CALIFORNIA FOR THE ENERGY MONITORING SYSTEMOF THE MUNICIPAL SERVICES BUILDING PROJECT IN AN AMOUNT NOT TO EXCEED $76,907 Page 3 of 3 FUNDING This project will be funded using PG &E on -bill financing (OBF) and the general fund. Awarding these projects will move phase I of the CIP pf1408 into construction. Since October 2013 when City Council approved the use of OBF and general fund for the replacement of HVAC systems City Wide, staff has been working with San Mateo County Energy Watch staff and engineers to refine the estimates for phase 1 (MSB) and phase 2 (Main Library, Magnolia Center, Orange Park Pool). The original estimates used to calculate the energy savings were high and the PG &E engineer reviewing the project made adjustments to the energy usage calculations based on California Energy Commission Title 24 baseline energy efficiency standards. Title 24 standards established most recently in 2008 are the baseline minimum requirements for energy efficiency. Since most of the HVAC systems at the City facilities were installed before 2008 and are at the end of their useful life, the City only receives credit for energy efficiency measures above and beyond the baseline requirements, even though the City will realize greater energy savings with replacement of existing HVAC units. Phase 2 is most impacted by the reduction of eligible OBF as originally estimated in the fall of 2013. The HVAC units at MSB, Magnolia Center, and Main Library are at the end of their useful lives. The additional units Magnolia center was already scheduled to be replaced as part of the needed on -going maintenance to the HVAC system. Staff pursued the use of OBF in order to maximize alternate funding mechanisms and reduce the amount of large upfront capital costs on the general fund. Even without OBF, these HVAC units would need to be replaced to ensure City buildings operate efficiently and provide a comfortable environment. Sufficient funds have been appropriated to cover the costs of phase 1 including this project. Current estimates for phase 2 will cost approximately $420,000, which staff will have to return to City Council at a future date to request additional appropriations. CONCLUSION Approval of the resolution will allow the design and installation of the EMS. The completed EMS, with the installation of the new HVAC units and exhaust fans is projected to have annual energy savings of $38,162 at the MSB. By: Brian McMinn Director of Public Works /City Engineer Attachment: Resolution 2295511.1 Approved: " Mike Futre ' City Man ger Attachment A — Syserco, Inc. Proposal Rev. 01. Attachment B — Syserco, Inc. Proposal -Add 41 Attachment C — Syserco, Inc. Construction Contract (Draft) RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO SYSERCO INC. OF FREMONT, CALIFORNIA FOR THE ENERGY MONITORING SYSTEM OF THE MUNICIPAL SERVICES BUILDING IN AN AMOUNT NOT TO EXCEED $76,907 WHEREAS, in early March 2014, City of South San Francisco ( "City ") staff issued a Request for Proposals ( "RFP ") and advertised on eBidboard for the Energy Monitoring System ( "EMS ") for the HVAC units located at the Municipal Services Building ( "MSB ") ( "Project "); and WHEREAS, on April 8, 2014, staff received four (4) proposals; and WHEREAS, after reviewing and evaluating the proposals, requesting additional information, and interviewing two (2) of the finalist consultants, City staff selected Syserco, Inc., of Fremont, California for the EMS; and WHEREAS, staff recommends awarding the EMS consulting services agreement to Syserco, Inc., of Fremont, California in an amount not to exceed $76,907; and WHEREAS, funding for the Project is included in the City of South San Francisco's 2014 -2015 Capital Improvement Program ( "CIP ") and sufficient funds have been allocated to cover the project cost. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council makes the following findings: 1. Upon completion of this Project, the City will save approximately $38,162 annually in energy costs and reduce energy consumption by 273,145 million kilowatt hours a year, a reduction of 440,168 pounds per year in COz emissions. 2. This Project will qualify for On -bill Financing, which will help reduce the overall costs of the Project to the City. 3. The anticipated costs for energy conservation services provided by Syserco will be less than the anticipated marginal costs to the City of energy consumed by the City in absence of the Project. BE IT FURTHER RESOLVED by the City Council of the City of South San Francisco that the City Council hereby awards the energy services consulting agreement for the Project to Syserco, Inc., of Fremont, California in an amount not to exceed -1- $76,907 conditioned on Syserco, Inc.'s timely execution of the agreement and submission of all required documents, including but not limited to, certificates of insurance and endorsements, in accordance with the agreement documents. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the Finance Department to establish the Project Budget consistent with the information contained in the staff report. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the documents on behalf of the City upon timely submission by Syserco, Inc.'s signed contract and all other documents, subject to approval by the City Attorney. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: 2295509.1 ATTEST: -2- City Clerk ATTACHMENT A PROPOSAL - Rev 01 May 22, 2014 Robert T, Hahn Sr, Civil Engineer 315 Maple Avenue South San Francisco, CA 94080 SYS ERCO,,. Re: City of South San Francisco - MSB Energy Management System Syserco fnc, is pleased to present the following proposed pricing and associated scope of work for the changes to your facility as noted below. This bid is based on the following contract documents: • Mechanical Plans dated 08 -30 -1979, RFP dated March 2014 • Onsite meeting with Operations Team 712512013, 3/18/2014 Recommended Solution Syserco recommends the installation of an Alerton Energy Management System (EMS) to provide building management solutions for heating, ventilation and air- conditioning for the NEW 21 package AC units to be installed at the MSB facility. The Alerton EMS will improve energy efficiency, reduce operational downtime, and maximize space utilization. Alerton solutions are designed to perfectly match your unique needs such as centralized management, interoperable systems, seamless integration with existing designs, simplified user interfaces and future expansion throughout your city As an optional add, Syserco recommends the Alerton Energy Dashboard which provides an interactive learning display that will help you increase your office staff and community members awareness of their energy use. It encourages their participation and collaboration in understanding the impact of energy consumption trends by-comparing energy use in real -time. The Alerton EMS will help you maximize your retrofit investment by providing tools that assist: ✓ Reducing your energy use ✓ Reducing operational costs and inefficiencies ✓ Increasing operational efficiency ✓ Increasing the value of your building ✓ Provide options for future expansion S serco Alenon solution Benefit Automated Centralized Control Increased operational effiriency and implementation of 21obal energy sav strate ies Remote Web Access cu Improve oc ants satisfaction through optimizing staffs response time to tenant concems Exparidability Meets future gropth plans of the chy to expand EMS to other buildings Ease of use Provides inde ndence to operate and support your s tem using our existIng team Customer Service Reliability and uptime to insure occupant satisfaction and comfort Li ,.i II'o-,u }';f �L'1 �,•1: ifc :5 i,' v I1I ti. Syserco, Inc. l 215 Fourier Awwe, I Fremont, CA 94538 1 Ph 51 0.4981171 I F 510,468.1160 1 CUr483939 AVTH pRr2 to LE Ai to -3- ATTACHMENT A SYS E RCQ Energy Dashboard Educational latform promoting eneTy savings and behavioral Lighting Control Improve safety and reduce ener savings Annual Service Program Protect your investment and continuous eneTy savings Training 0 tions Staff rpsDonse of comfort issues and operational indeoendenrF Below is a detailed scope of how we would implement this recommended solution. TASK 1 Scope of Work t. Syserco shall provide energy management control engineering design of the system for your facility meeting the requirements of the RFP such as: a, The Alerton solution will provide energy efficiency opportunities as detailed in the PG &E list of ECMs in Attachment A. b. The Alerton solution will provide Web based software c. The Alerton solution will provide centralized monitoring with options for future expansion. d, The Alerton solution will provide options for future expansion including the PD fans, e, The Alerton solution will provide opportunity to change the schedules and operating parameters for HVAC equipment. f. The Aledon solution will provide training for City Personnel with options for additional follow up trainings. i. Training: Operator onsite training program to include a single onsite training sessions of 4 (four) hours for an unlimited number of City Employees managing the system. 1. Operator Overview — Schedules, Basic Troubleshooting, user accounts 2. Intermediate Operator Review— Troubleshooting, Admin Access, System setup, Trendlogs, Security 2, Energy Management Control System wiring engineered submittals drawings 3. Detailed integration with City's computer system architecture TASK 2: Scope of Work Syserco Inc. will provide an Alerton open protocol fully native BACnet Energy Management Control System project including engineered submittals, installation by IBEW UNION electricians, programming, start -up and commissioning for the following:. Operator Front End: 1. Furnish and install Alerton Envision for BACtalk EMS software with Energy Dashboard option for future expansion. a. City to provide computer meeting the software manufacturers operating requirements, 2. Furnish and install secure Web based access for remote operator control and troubleshooting of system. 3, Develop and install Operator Graphical Displays for user interface to include summary view of equipment control. C'.,, ii KIt, i ALTO OtUrc 9[ALFR -4- Patio 2 of 5 ATTACHMENT A SY E RCO- Equipment Control: This proposal assumes that the package AC units will be purchased with BACnet ODen Protocol interface for integration to Alerton BAS in order to provide a working proposal, Should the units be ordered with this feature, the proposal will be adjusted. 4. Furnish and Install Alerton Global Controller hardware a, Installation of one each - BCM Power and BCM Ethernet modules (which will accommodate up to 64 devices and provides for future growth.) 5. G u Rit . syserco will provide control of 21 zones by integrating the package units to the Alerton EMS system via the onboard BACnet communication cards that will be provided bv the unit manufacturer. a. Syserco will furnish and install an Alerton Microset 11 - LED disRlay thermostat with push button override, temperature adjustments and maintenance troubleshooting access for each of the 21 zones. 6. Engineering Drawings and submittal package to show wiring diagrams for equipment and system architecture. Training Support 1. Ons to Operator Training at your facility. 2. Syserco shall provide the city with TWO (2i seats in our local Operator Training Course, Proposed Project Pricing: $61,237 Optional Features /Scopes: As part of a future growth path for the City, Syserco has identified the following options that are available to meet your goals for energy management and operational cost reduction. 1. Cot Demand Control Ventilation – Syserco to install _a combination CO2 and thermostat for the implementation of demand control rooms per I Itl+ Attachment A. Add per zone 350 F',... ilia Knrt +;Irr'+ 0 'Iii t� AL=--rTrON F Page 3 a` 5 h USN¢RIYCB ECl Lii -5- ATTACHMENT A SYS.ERCO., Ni.. 2. Alerton Energy Dashboard -A real -time energy awareness tool that maybe displayed in the lobby or other location. More details available upon request, a. Studies show that on average a facility will achieve a 5% reduction in energy usage through behavioral awareness when implementing a Dashboard, b. The Alerton energy Dashboard does not require annual subscription fees. c. Tenant Billing -- Recovering event energy cost, (Budget $10,(*0 to $15,000 ") 3. Lighting System Integration -Integrate your existing internal and external lighting control through the Alerton EMS to monitor and schedule lighting based upon City wide energy strategy and maintenance goals, More details available upon request. (Based upon number of lighting circuitslzones) 4. Service and Support Program - Syserco provides customized support programs to augment your team's expertise and provide your team with a flexible program that will provide the short and long -term support needed to insure your facility operates at peak efficiency with minimum downtime. More details available upon request. a. Syserco customizes our service program to meet the operational needs and goals of each unique facility. We partner with your team to maximize your effectiveness and provide proactive system diagnostics that will assist you in meeting long term operational goals. (Customized based upon evaluation of your needs) Additional Training Program - At Syserco, we believe in empowering our customers with the knowledge and skills to fully leverage the power of the Alerton control system. A core component of this is to provide the training and support necessary to assist building owners in becoming self-sufficient in the maintenance, operation, programming and configuration of their Alerton Building Automation System. Syserco provides a full course listing of web based online, local 3 day seminars, and factory training classes. (Courses starting at $700 per student) Assumptions/Claril ications: 1. Syserco is signatory to the IBEW Union and will self - perform the installation scope using Union electricians. 2. ' The energy dashboard proposal includes the software design, programming and installation. The cost for metering is not part of this scope until we determine the facilities metering needs. 3. IT: Owner responsible for providing 1 static IP Addresses per Global Controller Array, 4, IT: Owner to supply and confirm Ethernet Connectivity to all "Global' controllers prior to startup activities. 5, All wire in walls and in concealed areas is in plenum cable. Exposed wire is in EMT conduit, 6. Syserco will use Div 15 duct andlor hangers and Div 16 conduit racks to support plenum cable and BAS conduit, Ao�no► tce RtALEX —6— ATTACHMENT A SYSER.CQ.- E. 7, Pricing is based upon a single phase project. Multiple phases or extensions to schedule may constitute a change in scope, 8. All existing device communication wiring to zone controllers to be in functional condition. Any Further labor or material found to be needed in the course of performing this upgrade will be brought to your attention. We will, upon your decision and approval, perform the additional work as an addition to the base contract or as T &M. 9, A one year warranty from date of system acceptance is included. Exclusions: We specifically exclude all work not included in our Scope of Work above, including, but not limited to the following: 1. If any conditions are found where the system is not functioning properly during the installation and start- up we will make you aware of them immediately; however, the cost of fixing any pre - existing conditions will be excluded under this scope of work. 2. Automatic Control Dampers shall be supplied /installed by Mechanical Contractor. 3. 120V Power to all control and transformer panels is by Division 16. 4. Smoke detectors supplied, installed, powered, controlled, interlocked to mechanical equipment by others, 5. Smoke Dampers and Smoke /l=ire Dampers supplied, installed, powered and controlled by others, 6. All gauges, thermometers and other indicating devices supplied, installed, tubed by others. 7. Wiring and/or installation of ship loose components unless specifically noted above is excluded, 8. Roof Penetrations, flashing, roof repair /patching and Wall /Floor cutting /patching /painting is excluded. 9. Light Switches, Light Panels and associated Wiring is excluded. 10. The installation of all plumbing 1 inline devices and related items is excluded. 11, Cost for permits is excluded. if permits are needed they are to be procured by GC /Owner. 12. Overtime is excluded. Terms and Conditions: This quotation is subject to acceptance within 45 calendar days and to all of the terms and conditions contained below: 1. This proposal will constitute the Scope of Work under Client's contract with Sysereo Inc. 2. Syserco's quotation specifically excludes any 'Pre-Payment' or 'Early Payment" discounts, If contractor plans on enforcing any discount clause, the appropriate amount to offset any discount percentage is to be added to Syserco's final contact value. 3. No work will commence on project, including engineering submittals until receipt of mutually agreeable contract that shall include, but not be limited to satisfactory progress payments, no special or limited consequential damages and all other terms no less favorable than the Contractor has with the owner. We appreciate the opportunity to provide you with this proposal and Took forward to our future involvement on this project, If you have any questions or additional requests, please do not hesitate to call me at (510) 498- 1470. Sincerely, Jennifer Rose and Howard Giles Syserco Inc. A' AU I 14 O It L6 PLA. L CA -7- F'anL i (A5 ATTACHMENT B PROPOSAL - ADD #1 June 10, 2014 Robert T, Hahn Sr, Civic Engineer 315 Maple Avenue South San Francisco, CA 94080 S Re: City of South San Francisco - MSB Energy Management System Exhaust Fan ADD Syserco Inc. is pleased to present the following proposed pricing and associated scope of work for the changes to your facility as noted below. Added Scope of Work Syserco Inc. will provide an Alerton open protocol fully native BACnet Energy Management Control System project including engineered submittals, installation by IBEW UNION electricians, programming, start -up and commissioning for the following: Provide Alerton Energy Management System control of FOUR (4) exhaust fans located on the MSB rooftop and integrate into the Alerton energy management system for operator control. a. Furnish and Install (4) FOUR Alerton controllers at each EF unit to be controlled based upon space temperature or schedule, i. Furnish and install conduit and communication /power wire for controllers and zone sensor. b. Programming, Engineering and Start Up tabor included. c. This scope of work to be performed in conjunction with the main EMS scope of work. ** *End scope of work * *` Assumptions /ClarificationsfExclusions 1. All the same terms and conditions from the base scope of work apply to this add. Proposed Project Pricing: $8,670 Sincerely, Jennifer Rose and Howard Giles Syserco Inc. l`.F 111f S' - 0 U I U. i11io S.ri0w. F, ft (', Syserco, Inc. 215 Fourier Avenue ! Fremont, CA 94539 i Ph 510.498.1171 1 F 510.4981160 1 CL41483939 ,4(.F-FTT M* Aurnuxizco o €p►L[r =o' 0 rx H r; U o c"Q�IFOg� taff Report DATE: July 9, 2014 TO: Mayor and City Council FROM: Brian McMinn, Director of Public Works /City Engineer SUBJECT: A RESOLUTION MAKING FINDINGS AND AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO PACIFIC GAS AND ELECTRIC COMPANY OF SAN FRANCISCO, CA FOR THE "STREETLIGHT CONVERSION TO LED" (PROJECT NO. ST 1404) IN AN AMOUNT NOT TO EXCEED $1,129,458 RECOMMENDATION It is recommended that the City Council conduct a public hearing and adapt a resolution making findings and awarding an energy services consulting agreement to Pacific Gas and Electric Company of San Francisco, CA to provide turnkey services for the "Streetlight Conversion to LED" (Project No. st1404) in an amount not to exceed. $1,124,455. BACKGROUND/DISCUSSION On the May 28, 2014 City Council meeting, City Council directed staff to reissue a Request for Proposals for turnkey services to convert approximately 4,000 high pressure sodium (HPS) streetlights to Light Emitting Diode (LED). The new RFP included requirements for the consultant to have specific licenses from the Contractor's State License Board or a legal exemption, as well as demonstrate performance requirements to ensure the City receives the maximum amount of available streetlight rebates (valued at $305,750) from PG &E. Project Scope The Streetlight Conversion to LED Project (Project) as proposed and estimated by staff consisted of replacing approximately 4,000 cobrahead BPS streetlights for more energy efficient LEDs. Additional essential components of the Project include conducting a streetlight inventory, providing the City with G1S data on the streetlights, street lighting design services, providing a website for the project to inform the community of the benefits of LEDs and the replacement schedule, and process rebate and tariff changes with PG &E on behalf of the City.. Request for Proposal Selection Staff issued a Request for Proposals (RFP) for turnkey services to convert the City's HPS streetlights to LED on May 30, 2014. On June 14, 2014, staff received proposals from four (4) firms: (1) ABM Electrical and Lighting Solutions, (2) Siemens, (3) PG&E, and (4) Tanko Lighting. Three evaluators independently scored the proposals. The scores were based on costs, ability to meet the Project schedule deadlines, experience, fixture selection, and energy savings modeling. Consultants were also able to submit more than one streetlight fixture as Iong as it met the City's specificiations. For consultants who submitted additional fixtures in the proposal, the evaluators gave the proposal a Staff Report A RESOLUTION MAKING FINDINGS AND AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO PACIFIC GAS AND ELECTRIC COMPANY OF SALT FRANCSICO, CA FOR THE "STREETLIGHT CONVERSION TO LED" (PROJECT NO. ST1404) IN AN AMOUNT NOT TO EXCEED $1,129,458. Page 2 of 3 second evaluation and an additional score for the proposal with an additional fixture. The scores for each consultant and streetlight fixture were averaged between the three evaluators and used to rank the proposals in order to assist staff in selecting the best consultant for the City's' needs. If a consultant proposed more than one streetlight fixture, the highest score was used to rank the proposal. Below is a listing of the proposal scores and costs: Consultant Price Score PG &E $1,129,458 111 Siemens $1,038,358 110 Tanko $1,158,682 109 ABM $1,046,651 101 PG &E was selected after thorough review of the proposal and reference checks. Staff now recommends that the City Council award an energy services consultant agreement to PG&E. In order to award this contract pursuant to California Government Code § § 4217,12, the City Council must conduct a public hearing, notice at least 14 days in advance, and adopt findings that the services being provided will save energy and are in the best interest of the City. The notice for the public hearing was published in the San Francisco Examiner on Sunday, June 22, 2014, 18 days before the public hearing. The attached resolution contains those recommended findings. Because the "Streetlight Conversion to LED" Project ( "Project ") is funded with local South San Francisco general fund dollars, there is no Disadvantaged Business Enterprise (DBE) requirement for the Project. In addition, the contract documents require that all consultants and subconsultants pay prevailing wages for each craft type of work performed in the Project. Energy Savings Findings The principal reason for converting the streetlight to LED is for energy savings. Once this Project is complete, the City will save approximately $204,300 (or 62 %) annually in streetlight energy costs and reduce energy consumption by 1.4 million kilowatt hours a year, a reduction of 740,000 pounds per year in COZ emissions, which will contribute to the City's overall CO2reduction by 2020 as outlined in the City's Climate Action Plan. Maintenance Savings Completion of the "Streetlight Conversion to LED" Project will save an estimated $53,000 a year in streetlight maintenance costs for at least the ten year warranty period. It is estimated that the LED streetlights will last 15 -20 years before needing replacement. The savings on streetlight maintenance will be redirected to improving the condition and reliability of the City's signalized intersections. FUNDING Funding for this Project is included in the City of South San Francisco's 20I3 -2014 Capital Improvement Program (CIP) and sufficient funds have been allocated to cover the Project cost. Staff Report A RESOLUTION MAKING FINDINGS AND AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO PACIFIC GAS AND ELECTRIC COMPANY OF SAN FRANCSICO, CA FOR THE "STREETLIGHT CONVERSION TO LED" (PROJECT NO. STI404) IN AN AMOUNT NOT TO EXCEED $1,129,458. Page 3 of 3 Shown below is the proposed Project budget: Estimated Project Costs Item Amount Proposal $ 1,129,458 Contract Administration $ 20,000 Contingency (10 %) $ 112,945 Est. Project Costs $ 1,262,403 PG&E Rebates ($ 305, 750) Net Costs to City $ 956,653 Estimated Payback (years) 4.7 ENVIRONMENTAL REVIEW The Project is exempt from California Environmental Quality Act (CEQA), pursuant to CEQA Guidelines Section 1 5301 (a, b, & c) allowing for the repair, maintenance or minor alteration of existing facilities and section 15302 (c), which applies to the replacement or reconstruction of existing facilities. CONCLUSION Staff recommends making the findings contained in the resolution and award the Energy Services Consulting Agreement to PG &E based on project understanding, services provided, and costs. Awarding this agreement will generate energy savings to the City over time, and will save on maintenance costs and is in the best interest to the City. By- Brian McMinn Director of Public Works /City Engineer Attachments: Resolutions Scope of Work jl 2292930.1 Approved: b Mike Futrell City Manager RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AWARDING AN ENERGY SERVICES CONSULTING AGREEMENT TO PACIFIC GAS AND ELECTRIC COMPANY OF SAN FRANCISCO, CA FOR THE "STREETLIGHT CONVERSION TO LED" PROJECT IN AN AMOUNT NOT TO EXCEED $1,129,458 WHEREAS, on May 28, 2014, the City Council of the City of South San Francisco ( "City ") directed staff to issue a Request for Proposals ( "RFP ") for turnkey services for the Streetlight Conversion to LED Project ( "Project "); and WHEREAS, on May 30, 2014, City staff issued a Request for Proposals ( "RFP ") for turnkey services for the "Streetlight Conversion to LED" Project ( "Project "); and WHEREAS, on June 19, 2014, staff received proposals from four (4) firms; and WHEREAS, after reviewing and scoring the proposals, Pacific Gas and Electric Company ( "PG &E ") was selected based on their average overall proposal score, which included evaluation of Project costs, Project understanding, Project completion schedule, qualifications, expertise, and experience; and WHEREAS, staff recommends awarding the energy services consulting agreement for the Project to PG &E of San Francisco, California in an amount not to exceed $1,129,458; and WHEREAS, funding for the Project is included in the City of South San Francisco's 2013 -2014 Capital Improvement Program ( "CIP "), and WHEREAS, the Project is categorically exempt from the California Environmental Quality Act ( "CEQA "), pursuant to CEQA Guidelines § 15301, (Class 1) as well as CEQA Guidelines § 15302, (Class 2). NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council makes the following findings: I. Upon completion of this Project, the City will save approximately $204,300 (or 62 %) annually in energy costs and reduce energy consumption by 1.4 million kilowatt hours a year, a reduction of 740,000 pounds per year in CO2 emissions. 2. This Project will qualify for PG &E rebates, which will reduce the overall costs of the Project to the City. -1- 3. The anticipated costs for energy conservation services provided by PG &E will be less than the anticipated marginal costs to the City of energy consumed by the City in absence of a Streetlight Conversion to LED project. BE IT FURTHER RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby awards the energy services consulting agreement for the Project to PG &E of San Francisco, CA in an amount not to exceed $1,129,428 conditioned on PG &E's timely execution of the Project contract and submission of all required documents, including but not limited to, certificates of insurance and endorsements, in accordance with the Project documents. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the Finance Department to amend the Project Budget consistent with the information contained in the staff report. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the documents on behalf of the City upon timely submission by PG &E signed contract and all other documents, subject to approval by the City Attorney. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the day of 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: 2292926.1 ATTEST: -2- City Clerk Pacific Gas and Electric Company 4 Scope of Work KEY BE=NEFITS • We handle it all— end -to -end, with few demands on city personnel and resources PG &E is proposing to provide a turnkey project for the conversion of approximately 4,000 High Pressure Sodium streetlights to Light- Emitting Diode while achieving the primary goals below: • Maximize reduction in energy consumption, Maximize available PG &E rebates and incentives of $305,975 • Total net project cost of $823,283 ($1,129,458 less rebates of $305,975). This does not include any contingency funding as we do not anticipate needing additional funding. Barring an unexpected increase in project scope our turnkey price is all inclusive. • Improvements and updates to the City infrastructure • Keep the community informed through public website • Complete the project by December 2014 PG &E will conduct and coordinate all tasks related to the study, design, installation, and administration of the conversion of City -owned streetlights to LED lighting. The work shall comply with the requirements of all of the following without limitation, and shall apply to this RFP and any subsequent contract as though -3- ProposaE — SSF Turnkey LF❑ Street Light Replacement Services incorporated herein by reference: Federal laws • State laws Local laves • Rules and regulations of governing utility districts • Rules and regulations of other authorities with jurisdiction over the procurement of products PG &E shall comply with all insurance requirements of the City of South San Francisco. Specifically, PG &E will complete the following tasks in three phases PROJECT PHASES Phase 1: Project Planning 1.1 Conduct thorough /detailed investigation of PG &E billing records and maps to establish eligible street lights for replacement, which are eligible for rebates from PG &E 1.2 Conduct on -site physical inspection of targeted lights for final verification of location, wattage, physical attributes and establish billing record accuracy 1.3 Reconcile City records with PG &E records to confirm ownership of targeted replacements and eligibility for rebates and lower cost tariff 1.4 Develop and submit required paperwork to reconcile street light billing record and confirm rebate eligibility Pacific Gas and Electric Company 1.5 Perform detailed analysis which demonstrates energy consumption and fixture longevity for fixture operation options such as correlated color temperature and operating current 1.6 Develop energy (kWh), Greenhouse Gas (GHG) and energy cost savings models to ensure results and cost- effectiveness of project options 1.7 Discuss & confirm recommendations with City to finalize project details and render Scope of Work Summary of Phase 1 Deliverables • Kick -Off Meeting(s) Detailed summary of discrepancies between the results of the field inventory and the current billing record • Final reconciled list for review by the City of South San Francisco Report confirming the successful change of the customer billing record Finalize Scope of Work and calculations for City approval Phase 2: Project Implementation 2.1 Conduct final review of all energy savings and construction cost estimates with the City to ensure accuracy and compliance 2.2 Provide community outreach through a website, informing residents of project schedule, lighting changes and benefits of LED replacement Proposal - SSF Turnkey LED Street Light Replacement Services 2.3 Purchase the fixtures from a qualified manufacturer. PG &E will warrant all labor and provide City with a stock of light fixtures and parts thereof for a period of one year from the date of project acceptance 2.4 Manage deliveries and staging of material to site including any secured storage considerations 2.5 Provide traffic control plans as necessary to be reviewed and approved by City staff 2.6 Prepare and manage appropriate waste disposal facility and facilitate proper disposal of waste material including old fixtures. All excess property for this job will become the property of PG &E and will be disposed as necessary in a manner that meets City requirements 2.7 During installation, ensure that all fixtures and poles have PG &E compliant labeling and badging; and install or replace all labels and/or stickers as required in accordance with Federal Highway Administration (FHWA) standards 2.8 Manage subcontractor (s) and all work to ensure installation quality, compliance with project schedule and proper disposal and/or recycling of old fixtures 2.9 PG &E will meet with City to review installation, work safety, public safety and waste material handling procedures and requirements 2.10 Inspect final work and correct any "punch list" items 2,11 Test lights to ensure they work and identify locations where repair needs PG &E assistance -4- Pacific Gas and Electric Company 2.12 Train City personnel in all aspects of routine operation, maintenance, and safety of the LED lighting fixtures installed Summary of P'hasc 2 DeliveiableF Bid summary report for City approval (scope of work, list of contractors, bid package) • Final energy and cost calculations using selected contractor pricing • Community Outreach Website • City Notice to Proceed • Traffic Control Plan approval Contractor Safety Meeting Construction Kick -Off Meeting • Project Management & Periodic Inspection • Inspection & Construction Punch List • Punch list close -out & customer acceptance of construction customer training Phase 3: Post Installation Activities including Administration 3.1 Following City acceptance, produce final project documentation, which will include a breakdown of material and non- material costs. 3.2 Provide administration effort required to process and receive all available rebates from PG &E; Applications for rebates will be done in increments of 2,000 fixtures -5- Proposal — SSF Turnkey LED Street Light Replacement Services 3.3 Provide administrative effort required to process tariff change and amend billing records with PG &E 3.4 Provide "as built" record of all newly installed LED street lights in the form of electronic GIS records including all wattages, badge numbers, locations and other associated attributes 3.5 If available in PG&E system, provide electronic post - construction GIS records for all street lights in the City at no additional cost to the City 3.6 Provide City small stock of streetlights to use for replacement during first year warranty period 3.7 Provide 25 house shields for City stock 3.8 Provide manufacturer warranties for all equipment naming the City as the benefactor Summary of Phase 3 Deliverables • Final project closing report & documentation • Final rebate applications • Final tariff change submittal • GIS Data (Valued at $11,753) • Small stock of streetlights and 25 house shields • Project Confirmation Report (replacements, savings, rebate & tariff change) Pacific Gas and Electric Company Warranty Information Project and Product Warranty • One (1) Year Labor Warranty — any failures replaced at no cost to the City including materials and labor Ten (10) Year Hardware Warranty for fixtures; Eight (8) Year Hardware Warranty for Photocells Warranty Deliverables At the conclusion of the project, the City of South San Francisco will be provided with documentations and contact information for the warranty (ies) bearing on this project. Waste Management Flan Disposal of the universal waste material, including fixtures, lamps, ballasts, packaging, etc., will be handled by PG &E according to Environmental Protection Agency requirement. The contractor will be trained to properly remove the lamps and place them in designated disposal bins, supplied by PG &E, on PG &E's property. The disposal process is the same one used by PG &E to handle its own lighting waste. The materials are first accumulated at a PG &E facility as "Universal Waste ", and then shipped to PG &E's dedicated Treatment Storage and (Disposal facility (TSDF). The material is stored in their containerized waste area until they have an economic load for shipment to a facility where the material is managed for recycling. For lamps, this facility removes the parts that can contain mercury and properly disposes of the mercury with a mercury refiner that re -sells the material as a commodity, the remainder of the glass and Proposal - SSF Turnkey LFD Street Light Replacement Services metal is recycled. They also remove the ballasts or other lighting circuitry in the cobra head fixtures, properly dispose of any items that could contain printed circuit boards at one of the facility's incinerators, and recycle the remaining metal. R Pacific Gas and Electric Company 5 Schedule of Work KEY BENEFITS • Guaranteed project installation before December 31, 2014 • 100% history of on -time delivery Familiarity with billing, rebate and GIS files ensures smoother processing experience -7- Proposal — SSF Turnkey LED Street Light Replacement Services The following page provides a Gantt chart of the proposed work schedule based on the assumption of an August 1, 2014 start date. Pacific Gas and Electric Company Proposal - SSF Turnkey LED Street Light Replacement Services to E { n M 9 6!. i p If �4 ,y a �R � � � e 3 µf � � s � � � • i r � H N i Y1 i i C Ti Y I � t7 c e 0 a R c >s z z E € u O 't'D ? 45 V ii y% ,Yj 5} q rl M 'f w M �• im r � 9 !IPI Y� J�� to E 5��� 0 n �+ y oR� Staff Report DATE: July 9, 2014 TO: Mayor and City Council FROM: Patrick O'Keeffe, Economic and Community Development Consultant SUBJECT: PROPOSED AMENDMENTS TO SOUTH SAN FRANCISCO MUNICIPAL CODE CHAPTER 20: ZONING ORDINANCE — TO CLARIFY REGULATIONS RELATED TO COMMERCIAL AND PUBLIC PARKING USES, INCLUDING THE DEFINITION AND LOCATION OF PERMITTED PARKING USES, IN ACCORDANCE WITH SOUTH SAN FRANCISCO MUNICIPAL CODE CHAPTER 20.550 ( "AMENDMENTS TO ZONING ORDINANCE AND MAP ") Location: Citywide Case Nos.: P07 -0136: ZA14 -0002 RECOMMENDATION It is recommended that the City Council act on the Planning Commission's recommendation and introduce an Ordinance making modifications to the South San Francisco Zoning Code, related to commercial and public parking uses citywide, and waive further reading. BACKGROUND /DISCUS SION As part of the City Council's recent consideration of a moratorium on all new commercial parking facilities west of US -101, the Council ultimately chose not to adopt the moratorium and instead directed staff to revise the conflicting sections of the Zoning Ordinance and return with a recommendation for updated provisions. Since that time, staff has examined the previous Zoning Ordinance and the updated 2010 Zoning Ordinance to determine appropriate changes that could prevent private parking structures along certain commercial corridors such as El Camino Real where the City would rather promote new commercial and residential development. During the 2010 Zoning Ordinance Update, the City created the "Parking, Public or Private" use classification to encompass both of the previous parking use categories. This use classification is currently defined as follows: Parking, Public or Private. Surface lots and structures for use of occupants, employees, or patrons on the subject site or offering parking to the public for a fee when such use is not incidental to another activity." The approval process for this combined use classification allows for parking uses to be permitted by right in commercial districts (with appropriate design review) and envisioned small public lots, and a discretionary review process in employment districts for larger airport- related private lots. Because the Parking, Public or Private use classification does not differentiate between public or private uses, however, current zoning regulations could potentially allow a large private parking use Staff Report Subject: P07 -0136: ZA14 -0002 - Zoning Code Amendments — Parking Services Date: July 9, 2014 Page 2 of 6 to locate by right within a large portion of the El Camino Real corridor and within neighborhood commercial centers where only publically owned and operated parking lots were originally envisioned. The aerial image below displays the districts where Parking, Public or Private uses are currently allowed within the City: • Green overlay indicates where permitted by right. • Yellow overlay indicates where permitted subject to approval of a Minor Use Permit. • Red overlay indicates where permitted subject to approval of a Conditional Use Permit. rigure 1 — Areas where "Parking, Public or Private" uses are currently allowed (for illustrative purposes only) To address the unintended impact of allowing commercial parking facilities without discretionary review in large swathes of the City and adjacent to residential zoning districts, staff is proposing to, regulate parking uses in the same manner as the previous Zoning Code, which clearly differentiated between Public and Private parking uses. The proposed amendment would create a the new use classification "Parking Services" with two separate sub- classifications of "Commercial Parking" and "Public Parking ", and update the respective land use regulation tables related to the approval process for the new use classifications. The approval process would largely mirror the previous Zoning Ordinance provisions, allowing public parking in neighborhood commercial districts and commercial parking in employment districts. Each future proposal could be reviewed through the Design Review Board, Zoning Administrator, or Planning Commission depending on the proposed land use regulation tables included in the next section. Proposed Text Amendments The Zoning Code amendments included in the attachments are shown with a double underlinc�'s#ikeeut format, where text that is double underlined is added and text that is struck out is deleted. The proposed amendments are as follows: Staff Report Subject: P07 -0136: ZA14 -0002 - Zoning Code Amendments - Parking Services Date: July 9, 2014 Page 3 of 6 Amend Section 20.620.004 to delete the current definition of "Parking, Public or Private" and add a definition of "Parking Services" as follows: Commercial Use Classifications > > pat-peas on the evrsiLe 6r- 9ff,6fi}} g- palEli3g t6-- the pciar"r6zvr- cr fee - -when -Su ,idffi +..1 to ethe . ate. fiN4t.. Parking Services. Surface lots and structures offering narking to the public with or without a fee when such use is not considered Accessory Parkinp.to another activ _ia use. Commercial Parkin Priva_tely-owned or operated surface lots and structures offering - arki_n to the Dublic with or without a fee. Commercial Parking facilities nrovid�arking that is not considered Accessory Parking to a 52ecific use_ Public Parking. City owned andMerated surface lots and structures offeri ng parking the public with or without a fee __ 2. Amend the respective Land Use Regulations tables to include the new "Parking Services" use classification, as follows: Table 20.090.002: Land Use Regulations - Commercial, Office, and Mixed -Use Districts Use Classification cc BPO CMX ECRMX additions! Regulations Commercial Uses cont'd PfAdfig-'42446 or Private P lz P- arkin Services Sees b- ' mbnlow Commercial P rki - - P IR Public Parki P. P IR Table 20.100.002: Land Use Regulations - Downtown Districts Use Classification IDC I DNIX IDRIL. MM DRH additional Regulations Commercial Uses cont'd Parking Services Sfa,sub-clacsi cations below Commercial Parking Public Parkin P IR Table 20.110.002: Land Use Regulations - Employment Districts Use Classification BC: IBIP I FC: I All lkdditional Regulations Commercial Uses cont'd pftFk4lga' Staff Report Subject: P07 -0136: ZA14 -0002 - Zoning Code Amendments — Parking Services Date: July 9, 2014 Page 4 of 6 Parking Services I See sub-classifications below Commercial Parkin MUP MUP IPM Ic _See Puhlic Parkin p Table 20.120.002: Land Use Regulations — Public and Semi - Public Districts Ilse Classification 1POP Is I idditional Regulation-, Commercial Uses Parking ' es s_ub ssi ;calions below Cornet r ' Parki, _See P&bhe Parkin p The aerial images below display the districts where the Commercial Parking and Public Parking use sub - classifications would be allowed within the City: Green overlay indicates where permitted by right. Yellow overlay indicates where permitted subject to approval of a Minor Use Permit. Red overlay indicates where permitted subject to approval of a Conditional Use Permit. rigure L — Areas where "Commercial Parking" uses would be allowed (for illustrative purposes only) Staff Report Subject: P07 -0136: ZA14 -0002 - Zoning Code Amendments — Parking Services Date: July 9, 2014 Page 5 of 6 Figure 3 — Areas where "Public Parking" uses would be allowed (for illustrative purposes only) _Criteria for Zoning Amendments As required by SSFMC Section 20.550.008 "Criteria for Zoning Amendments ", in order to amend the Zoning Code, the City Council must find that the zoning amendment meets the required criteria. Staff believes the proposed zoning amendment would conform to the criteria for the reasons identified below: A. The proposed zoning district change is consistent with the adopted General Plan, because the Zoning Amendment will reinforce the General Plan policies related to maintaining a balanced land use program and is consistent with the City's overall vision for the proper location of commercial and public parking uses. B. The Zoning Amendment to create Public Parking and Commercial Parking use sub- classifications would not affect any particular subject property. The zoning districts where such uses are permitted are generally suitable in terms of access, size of parcel, relationship to similar or related uses, and other considerations deemed relevant by the Planning Commission and City Council because the proposed uses are consistent with General Plan policies, specifically those policies related to maintaining a balanced land use program. C. The proposed change of zoning district is not detrimental to the use of land in any adjacent zone because the proposed Zoning Amendment creates separate Commercial Parking and Public Parking use sub - classifications, and will preserve the ability to separate public parking uses into appropriate commercial -, downtown- and public - related zoning districts and commercial parking uses into appropriate employment- related zoning districts. Planning Commission Review On June 5, 2014, the Planning Commission conducted a public hearing on the proposed amendments pertaining to commercial and public parking uses. The Planning Commission had Staff Report Subject: P07 -0136: ZA14 -0002 - Zoning Code Amendments — Parking Services Date: July 9, 2014 Page 6 of 6 questions related to clarification of when a parking lot would be considered a primary use versus an accessory use. Accessory parking refers to off - street parking that is incidental to the primary use on the site, and is therefore intended for the use of occupants, employees or patrons of the primary use. The new sub - classifications for Commercial Parking and Public Parking refer to parking uses that would be considered the primary use of the site. No members of the public spoke on the item, and the Commission was supportive of the proposed revisions and recommended, by a vote of 6 -0, that the City Council adopt the ordinance. (Planning Commission Draft Meeting Minutes are attached). ENVIRONMENTAL REVIEW In accordance with the California Environmental Quality Act (CEQA), the City's Zoning Ordinance Update consultant prepared and circulated an Initial Study/Negative Declaration for the Zoning Ordinance Update, and in July of 2010 Council adopted the Initial Study/Negative Declaration. The proposed changes and clarifications discussed in this staff report in regards to commercial and public parking uses citywide do not require any revisions to the environment review or Initial Study/Negative Declaration that was completed for the City -wide zoning ordinance update. The proposed changes are minor in nature, in that they make slight changes to the permitted land uses for certain parcels within the City, the process for approval of other certain types of land uses, and expressly incorporate existing general plan policies. Given the minor nature of the changes, the changes will not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed and analyzed in the Initial Study/Negative Declaration prepared and circulated for the Zoning Ordinance Update. Therefore, no further environmental review is required at this time. CONCLUSION The changes proposed for the new Parking Services use classification will properly differentiate between commercial and public parking uses and substantiate where such uses should be located within the City. At this time, staff recommends that Council conduct a public hearing, introduce an Ordinance making modifications to the South San Francisco Zoning Code, related to commercial and public paring uses citywide, and waive further reading. i!&Wl Econond Community Development Consultant By: �//" Mike Futrell City Manager Attachments: I. Draft Ordinance II. Planning Commission Meeting Minutes, dated June 5, 2014 MF/PO /JR/SK/bg 2292886.1 ORDINANCE NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA AN ORDINANCE MAKING MODIFICATIONS TO THE SOUTH SAN FRANCISCO ZONING CODE, RELATED TO COMMERCIAL AND PUBLIC PARKING USES CITYWIDE WHEREAS, in July of 2010, the City of South San Francisco ( "City ") adopted a comprehensive update to the City's zoning ordinance, which repealed the then - existing Title 20 of the South San Francisco Municipal Code ( "Zoning Ordinance "), and replaced it with an entirely new Title 20 that, among other actions, established new zoning districts, revised and reformatted many then- existing zoning provisions, eliminated inconsistent and outdated provisions, and codified entirely new zoning provisions, including new land use regulations and development standards; and, WHEREAS, since adoption of the updated Zoning Ordinance in July 2010, the City has identified areas of the Zoning Ordinance that require refinement, clarification, and/or correction, including revisions to the City's chapter regulating commercial and public parking uses Citywide, as further set forth in the Ordinance; and, WHEREAS, the Zoning Ordinance was adopted after preparation, circulation, consideration, and adoption of an Initial Study/Negative Declaration ( "IS /ND ") in accordance with the California Environmental Quality Act, Public Resources Code Sections 21000, et seq. ( "CEQA "), which IS/ND analyzed the environmental impacts of adopting the Zoning Ordinance and concluded that adoption of the Zoning Ordinance could not have a significant effect on the environment because none of the impacts required to be analyzed under CEQA would exceed established thresholds of significance; and, WHEREAS, the refinements, clarifications, and/or corrections set forth in this Ordinance, as they relate to commercial and public parking uses Citywide, are minor in nature, the adoption of which would not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed and analyzed in the IS/ND prepared and circulated for the Zoning Ordinance, nor do the refinements, clarifications, and/or corrections constitute a change in the project or change in circumstances that would require additional environmental review. NOW, THEREFORE, BE IT ORDAINED that based on the entirety of the Record before it, as described below, the City Council of the City of South San Francisco does hereby ORDAIN as follows: -1- SECTION I. FINDINGS. Based on the entirety of the record as described above, the City Council for the City of South San Francisco hereby makes the following findings: A. General Findings. The foregoing recitals are true and correct and made a part of this Ordinance. 2. The Record for these proceedings, and upon which this Ordinance is based, includes without limitation, Federal and State law; the California Environmental Quality Act (Public Resources Code §§ 21000, et seq. ( "CEQA ")) and the CEQA Guidelines (14 California Code of Regulations § 15000, et seq.); the South San Francisco 1999 General Plan and General Plan Environmental Impact Report, including the 2001 updates to the General Plan and 2001 Supplemental Environmental Impact Report; the South San Francisco Municipal Code; the Initial Study and Negative Declaration prepared for the Zoning Ordinance Update, including all written comments received; all reports, minutes, public testimony, and Planning Commission deliberation submitted as part of the Planning Commission's duly noticed meeting on June 5, 2014; all reports, minutes, public testimony, and City Council deliberation submitted as part of the City Council's duly noticed meeting on July 9, 2014; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2). 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. B. Zoninz Amendment Findings 1. The proposed zoning amendments are consistent with the adopted General Plan because the Zoning Amendment will reinforce the General Plan policies related to maintaining a balanced land use program and is consistent with the City's overall vision for the proper location of commercial and public parking uses. None of the new or revised definitions and land uses will conflict with or impede achievement of any of the goals, policies, or land use designations established in the General Plan. 2. The Zoning Amendment to create Public Parking and Commercial Parking use sub - classifications would not affect any particular subject property. The zoning districts where such uses are permitted are generally suitable in terms of access, size of parcel, relationship to similar or related uses, and other considerations deemed relevant by the City because the proposed uses are consistent with General Plan policies, specifically those policies related to maintaining a balanced land use program. 3. The proposed change of zoning district is not detrimental to the use of land in any adjacent zone because the proposed Zoning Amendment creates separate Commercial Parking and Public Parking use sub - classifications, and will preserve the ability to separate public -2- parking uses into appropriate commercial -, downtown - and public - related zoning districts and commercial parking uses into appropriate employment - related zoning districts. SECTION II. AMENDMENTS. The City Council hereby amends the following sections of the South San Francisco Municipal Code to read as follows (with text in double underline indicating addition and text in sfifikethfeugh indicating deletion). Sections and subsections that are not amended by this Ordinance are not included below, and shall remain in full force and effect. A. Use Tables (1) Amend Table 20.090.002 "Land Use Regulations — Commercial, Office, and Mixed -Use Districts ", to identify the zoning districts where the uses will be permitted, permitted subject to a use permit (minor or conditional), or not permitted, as follows: Use Classification I CC BPO CMX I ECRM7k JAdditional Regulations Commercial Uses cont'd Pailing, Public e P P- I' P Pr-iv (2) Amend Table 20.100.002 "Land Use Regulations — Downtown Districts ", to identify the zoning districts where the uses will be permitted, permitted subject to a use permit (minor or conditional), or not permitted, as follows: Use Classification DC DMX I DRL I DRM I DRH Additional Re ulations Commercial Uses cont'd (3) Amend Table 20.110.002 "Land Use Regulations — Employment Districts ", to identify the zoning districts where the uses will be permitted, permitted subject to a use permit (minor or conditional), or not permitted, as follows: Use Classification BC BTP FC MI JAdditional Regulations Commercial Uses cont'd D 1 ' D„1. he -r- D.. � , Vl 1�1 -V-gTp r rt n� ivrt�� NVJR PO4 Parking Services See sub -cl si icati n s below mmerci l Parkin g MUP AW p C (4) Amend Table 20.120.002 "Land Use Regulations — Public and Semi- Public Districts ", to identify the zoning districts where the uses will be permitted, permitted subject to a use permit (minor or conditional), or not permitted, as follows: -3- Use Classification PQP S lAdditional Re ulations Commercial Uses 1' ar4iiag, Pub!--- or-Pfivetee wip- a 9i t�b, �`� Parking Services See ub- classifications below Public PaLki =Lng p B. Chapter 20.620 "Use Classifications" (5) Amend Section 20.620.004 "Commercial Use Classifications ". to delete the use classification "Parking, Public or Private" and to add the use classification "Parking Services" and associated sub - classifications as follows: PuM6 OF Pfivate. Sur-faee lots and straetur-es for- use of °S� t ­+- - � � r r__ a 9i t�b, �`� v� viair .7 ,i.. ..L7. a� - _ .t.l.e« �ra� h Parking Services. Surface lots and structures offering parking to the Public with or without a fee when such use is not considered Accessory Parking to another activity or upP Commercial Parking. Privately owned or operated surface lots and structures offering parking to the public with or without a fee Commercial Parking facilities provide parking that is not considered Acce ory Parking to a specific use. Public Parking City owned and operated surface lots and structures nffP,- ng pg&Wg to the public with or without a fee. SECTION III. SEVERABILITY. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid or unconstitutional, the remainder of this Ordinance, including the application of such part or provision to other persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this end, provisions of this Ordinance are severable. The City Council of the City of South San Francisco hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase hereof irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable. SECTION IV. PUBLICATION AND EFFECTIVE DATE. Pursuant to the provisions of Government Code Section 36933, a summary of this Ordinance shall be prepared by the City Attorney. At least five (5) days prior to the Council meeting at which this Ordinance is scheduled to be adopted, the City Clerk shall (1) publish the Summary, and (2) post in the City Clerk's Office a certified copy of this Ordinance. Within -4- fifteen (15) days after the adoption of this Ordinance, the City Clerk shall (1) publish the summary, and (2) post in the City Clerk 's Office a certified copy of the full text of this Ordinance along with the names of those City Council members voting for and against this Ordinance or otherwise voting. This Ordinance shall become effective thirty (30) days from and after its adoption. Introduced and adopted at a regular meeting of the City Council of the City of South San Francisco, held the 9th day of July, 2014. Adopted as an Ordinance of the City of South San Francisco. at a regular meeting of the City Council held the day of , 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: Krista Martinelli, City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this day of , 2014 Karyl Matsumoto, Mayor -5- MINUTES June 5, 2014 CITY OF SOUTH SAN FRANCISCO REGULAR PLANNING COMMISSION CALL TO ORDER / PLEDGE OF ALLEGIANCE ROLL CALL / CHAIR COMMENTS PRESENT: Chairperson Martin, Vice Chairperson Wong, Commissioner Giusti, Commissioner Khalfin and Commissioner Zemke ABSENT: Commissioner Ochsenhirt STAFF PRESENT: Chief Planner Kalkin, Senior Planner Gross, Assistant City Attorney Rosenberg, Fire Marshal DaSilva, Sgt. McPhillips, Associate Engineer Evans, Public Works Director McMinn AGENDA REVIEW ORAL COMMUNICATIONS CONSENT CALENDAR Approval of the Regular Meeting Minutes of May 15, 2014. Motion -- Commissioner Giusti /Second -- Commissioner Zemke: to approve the Consent Calendar. Unanimously approved by roll call vote (5 -0). PUBLIC HEARING 2. Zoning Text and Map Amendments - Commercial and Public Parking Uses City of South San Francisco -Owner /Applicant Citywide P07- 0136:ZA14 -0002 Proposed Amendments to South San Francisco Municipal Code Chapter 20 - Zoning Ordinance - to clarify regulations related to commercial and public parking uses, including the definition and location of permitted or conditionally permitted parking uses, in accordance with South San Francisco Municipal Code Chapter 20.550 ( "Amendments to Zoning Ordinance and Map "). Chairperson Martin opened the public hearing and called for the staff report. Senior Planner Gross presented the staff report, advising the Commission that on May 14th staff brought forward a proposed moratorium to the City Council on private parking uses west of US Highwayl01. The City Council did not adopt the moratorium but directed staff to bring forward proposed revisions to the Zoning Code to address the noted discrepancies. The proposed revisions would delete the use classification "Parking, Public or Private ", which includes both public and commercial parking uses, and create a new use classification, "Parking Services ", with separate sub - classifications for "Commercial Parking" and "Public Parking ". Senior Planner Gross also indicated that staff was proposing a revision in the definition for "Commercial Parking" from "privately owned and operated" to "privately owned or operated ". Chairperson Martin inquired whether commercial parking is intended to cover anything that is not city- owned. Senior Planner Gross responded affirmatively. There being no speakers the public hearing was closed. -6- June 5, 2014 Minutes Page 1 of 3 Commission comments /questions: Commission questioned whether the amendment would preclude a person with extra parking or a spare lot from renting them out to others for parking. Senior Planner Gross clarified that public or commercial parking uses would be restricted to the designated districts identified in the amendment. Chief Planner Kalkin noted there are separate provisions in the zoning code to allow for shared parking arrangements in which the parking would be accessory to other uses, so would not fall under these proposed parking definitions. Assistant City Attorney Rosenberg further explained that the commercial parking definition includes the phrase "Commercial parking facilities provide parking that is not considered Accessory Parking to a specific use ", to clarify that parking would be the "use" as opposed to parking being ancillary to another use. • Commission inquired if renting an empty garage would fall into the same category. Assistant City Attorney Rosenberg replied that such use would have to be consistent with the shared parking requirements as well as other applicable zoning code requirements. • Commission asked if the same applied to the Downtown area if there is a private lot for public use. Chief Planner Kalkin responded that would be dependent on whether it was accessory parking for a primary use or a standalone parking use. • Commission inquired as to what prompted the proposed revision since the Zoning Ordinance was recently updated in 2010. Senior Planner Gross explained that a planning application was submitted that made staff aware of the inconsistencies in the Ordinance. • Commission stated that the proposal was well written. Assistant City Attorney Rosenberg clarified for the record that staff was recommending the Planning Commission adopt a resolution recommending City Council approval of the subject zoning amendment, including amended definition language as follows: Section II. Amendments, Subsection B: • "Parking Services" shall be amended to read: "Surface Lots and structures offering parking to the public with or without a fee when such use is not considered accessory parking to another activity or use." • "Commercial Parking" sub - classification to be amended: "Privately owned Qr operated surface lots and structures offering parking to the public with or without a fee. Commercial parking facilities providing parking that is not considered Accessory Parking to a specific use." • "Public Parking" sub - classification to read: "City owned and operated surface lots and structures offering parking to the public with or without a fee." Motion - -Vice Chairperson Wong /Second -- Commissioner Zemke: to approve a Resolution recommending that the City Council adopt an Ordinance, with language as clarified on the record by the Assistant City Attorney, amending the South San Francisco Zoning Ordinance related to commercial and public parking uses citywide. Unanimously approved by roll call vote (5 -0). ADMINISTRATIVE BUSINESS 3. State Historic Preservation Officer (SHPO) Draft Programmatic Agreement (PA) Lindsay Virdeh, ECD Rehabilitation Specialist, presented the staff report announcing the State Historic Preservation Draft Programmatic Agreement update, noting this is an agreement between the SHPO and the City creating an implementation process for the rehabilitation of existing homes under Section 106 of the National Historic Preservation Act. She clarified that no formal action is required so the recommendation is that the Planning Commission accept the SHPO Draft Programmatic Agreement (PA). Commissioner Martin asked the meaning of accepting the PA. Assistant City Attorney Rosenberg responded it is to acknowledge receipt of the PA. Commissioner Zemke stated that South San Francisco has an active Historical Society, and requested they be provided a copy. Ms. Virdeh confirmed that the Historical Society had been advised. Chairperson Martin stated it is important that we prioritize the history of South San Francisco but not unduly burden people who have historic properties, noting that the age threshold of 50 years encompasses many homes that are not uniquely historic. Motion -- Commissioner Zemke /Second -- Commissioner Giusti: to accept the State Historic Preservation Officer (SHPO) Draft Programmatic Agreement. Unanimously approved by roll call vote (5 -0). -7- June 5, 2014 Minutes Page 2 of 3 4. CIP General Plan Conformity City of South San Francisco /Applicant Citywide P11- 0053:PCA14 -0001 General Plan Conformity Finding that the Proposed Capital Improvement Program FY 2014 -2015 is consistent with the City's General Plan pursuant to Government Code Section 65401. Associate Engineer Eric Evans gave a brief presentation addressing the new projects proposed in the CIP. Commission comments /questions: • Commission asked for an expanded discussion on the proposed Grand Avenue projects. Associate Engineer Evans provided additional detail on the proposed improvements. • Commission inquired about installing bleachers at the soccer fields in Orange Park. Associate Engineer Evans stated that this can be considered as a future CIP project. • Commission asked about the cost sharing agreement with the City of San Bruno for the treatment plant. Associate Engineer Evans stated San Bruno co -owns the treatment plant with the City of South San Francisco and provided general information on the cost sharing arrangement. • Commission inquired about the maintenance of the bathrooms proposed in the Oyster Point marina. Associated Engineer Evans responded city staff would be responsible for the maintenance. • Commission noted its support for the proposed change to the parking meters. • Commission mentioned that Sign Hill has a lot of bushes that need maintenance. • Commission mentioned considering the removal of red light cameras in the future. Chief Planner Kalkin stated that City Council had recently taken action to have them removed at the end of the current contract. Motion -- Commissioner Zemke /Second -Vice Chairperson Wong: to adopt a Resolution finding the FY2014 -2015 Capital Improvement Program consistent with the City's General Plan pursuant to Government Code Section 65401. Unanimously approved by roll call vote (5 -0) ITEMS FROM STAFF ITEMS FROM COMMISSION Commissioner Zemke asked if the July 3, 2014 meeting would be cancelled. Chief Planner Kalkin stated the need to leave the option open at this time. ITEMS FROM THE PUBLIC ADJOURNMENT Meeting adjourned at 8:03P.M. /s /Susv Kalkin Susy Kalkin Secretary to the Planning Commission City of South San Francisco SK/pac /s /Carlos Martin Carlos Martin, Chairperson Planning Commission City of South San Francisco -S- June 5, 2014 Minutes Page 3 of 3 LA v a� Q w 73 0 U 0 N v a c r� 'v a� 0 U CPS c L -9- .rte l °� AQ 'aV V C4 J V F, � ? I� CL �I. CL N O N O M_ l0 C O d7 C a -10- Vf i i Q1 Q i� 0 1!'1 O 0 0 N c O u ci i W �R .1 s N s .� +.+ Ln O v u L, a) ui -11- ateJ (V •N O ci c � � V u 4-+ 4-J 4- O �- O �s Ln ca..d 4-J s c� O a- (Ij�CY a: O .� 0 • u rz -0-0 aJ N :3 . Cl Ln O-C 4-' u 4 —J v ��•v cn O CY rz _CZ0 CL in cu CU 0 i N i i N E Eu Ol ol u L V i rz Ln O C ft U i rz M Nr 0 N O M tD D rn c c M a i I w4l -, a I� i V ('4— 0 E E 0 U I _0 4-J cn w ce O I r 1 -12- C V H N D L E E O j C - a-I a 0-1 h Q a-1 Z) m V L Q1 � � Q 1.. :. 0 N O m tD O c c b CL LA i f r X 4J i a--+ U L-1 0 d--+ 0 0 i V1 _0 0) ce V) M R -13- O u N H _a u E E 0 x +l DI H 0 a Zz .N cL! H a U H I N u L V) L a a. 1 a ca CL Ln Rt 0 N O M_ l� _9 cn C CL i r i a--0 E`` ,rte^ 0 0- E uj 0 cn � w 1..e w Ln o r N 4-J u 4-.+ -14- f 106;)l C20 :b- 0 O N O M_ ;D 5 cn C C C f� a �i D Q� 0 a Ei Ne V J d 0 O N O M_ ;D 5 cn C C C f� a a-+ i a Ln a� a a-+ x i- Ln 0 a O I, CL 4 Ln LA O 4-J LA C- N O LA O u N r- � O — N � _W .L) -15- 4- o u ul a ;c i L U) •` E .� E N v O N O M p1 C C m CL wo w LM rJ �i► A �o W O ap M-.-d 9 r»�I ■ rrrn CL 0 It 0 N O m c O .N 01 c c rd a -16- ( A 41 u f M E 0 W E a� a� o � u E L 0 cu u O Q E °— 0 o u cn L tn ..... �' •— ci ra DL E p E w E O E E Q 1- O 0 0. 04- u - cz u 0 0 E cn tA cn W ■� `° F� U fv c Ln E C c C Q N o (, Z rd Q: z �.., ,� C CL -18- 0 It 0 N O M_ lD 0 cn a -19- 0 N O M_ C O .N O7 C C W Q 4-J pr�i E4-0 cri Ln Jj a O o u Q c M � i� e cn QJ 0 N i ■� 0 O 4-J i7i ) 0 4 i ® Qj i> U4. E.> 0 d� u -19- 0 N O M_ C O .N O7 C C 0 n Staff Report DATE: July 9, 2014 TO: Mayor and City Council FROM: Patrick O'Keeffe, Economic & Community Development Consultant SUBJECT: FLIGHT CAR - CONDITIONAL USE PERMIT AND DEVELOPMENT AGREEMENT TO ALLOW AN AUTOMOBILE RENTAL BUSINESS AND PARKING FACILITY AT 323 SOUTH CANAL STREET IN THE MIXED INDUSTRIAL (MI) ZONING DISTRICT IN ACCORDANCE WITH SSFMC CHAPTERS 19.60, 20.110, 20.460 AND 20.490 AND DETERMINATION THAT THE PROJECT IS CATEGORICALLY EXEMPT FROM CEQA Case Nos.: P 14 -0020: UP 14 -0001, DA14 -0001 Assessor's Parcel Nos. (APN): 014 - 092 -110 & 014 - 092 -220 RECOMMENDATION It is recommended that the City. Council follow the recommendation of the Planning Commission and: 1) Adopt a Resolution making findings and approving a Conditional Use Permit to allow operation of a vehicle rental business and parking facility at 323 South Canal Street; and 2) Introduce an Ordinance approving a Development Agreement with FlightCar, and waive further reading. BACKGROUND (A complete discussion of the proposed Project as well as the Planning Commission meeting is contained in the attached Planning Commission staff report and meeting minutes dated June 19, 2014.) The Project Site ( "Site ") is located at 323 South Canal Street, between South Linden and South Maple Avenue in the Mixed Industrial (MI) Zoning District. The Site is comprised of two separate parcels under the same ownership that total 58,102 square feet. The eastern (smaller) parcel (APN 014 - 092 -220), formerly a railroad spur, is 18 feet wide by 462 feet long and is currently unimproved with grass and gravel. The applicant will utilize only the main parcel (APN 014 - 092 -110) for the proposed use, primarily because there are no intended improvements for the former railroad spur and South San Francisco Municipal Code ( SSFMC) Section 20.330.010(D) prohibits parking on unpaved surfaces. The Site currently contains a single story warehouse /office building at the front of the Site, with a paved parking lot at the rear that is accessed from a driveway along both sides of the building. DISCUSSION The applicant ( "FlightCar ") is requesting approval of a Conditional Use Permit and a Development Agreement for a peer -to -peer car sharing business (See business narrative, attached to the draft Resolution Staff Report Subject: 323 South Canal Street - FlightCar Date: July 9, 2014 Page 2 of 5 as Exhibit B). Based on applicant's business description, the business proposes to operate as a hybrid vehicle rental and vehicle parking use. FlightCar does not own or operate its own fleet. Instead, they act as a third party agent to facilitate car sharing between private parties. An example transaction would be as follows: a customer books a rental car on -line using FlightCar's website and at the designated time. FlightCar picks -up that customer at the airport and takes them to the FlightCar facility where a car is waiting for the customer to use. This car is actually a private vehicle whose owner contracted with FlightCar to leave their vehicle under FlightCar's control while traveling in exchange for free parking and a share of the rental income, which is determined by the model and age. Although FlightCar does not own any of the vehicles rented, they pre - screen all renters and include additional insurance up to $1 M for accident liability. While the main customer base for this use is airport travelers, it could also be used by other customers that wish to rent a vehicle or park an unused vehicle. The applicant plans to use the site as -is with very little modification. The existing building is one story and contains several offices, restroom facilities and a warehouse. The office space would be utilized for a reception and customer waiting area, employee training area and employee lounge. The warehouse would be used as a "drop queue" for the facility, where cars would be checked in and or processed out. Some minor vehicle cleaning and maintenance would occur on -site, however, any repairs would be done off -site by a third party vendor for FlightCar. All parking would be done by FlightCar staff; accordingly, the parking lot would be exclusively utilized by employees. FlightCar would operate 24 -hours a day, seven (7) days a week. In general, the peak hours of operation expected are 5:00 AM — 7:00 AM, 10:00 AM - 1:00 PM, and 7:00 PM - 11:00 PM. FlightCar expects to have three (3) to four (4) employees, but as the business grows it is anticipated that this number could increase to twenty (20) employees over several work shifts during the day. GENERAL PLAN CONSISTENCY The General Plan land use designation for the subject property is Mixed Industrial, which allows for a wide range of uses including manufacturing, industrial processing, general service, warehousing, storage and distribution, and commercial service uses. The site is located within the Lindenville planning sub -area and is consistent with guiding policy 3.2 -G -3, which states "enhance the appearance of the area by undertaking streetscape and other improvements." The proposal does include improvements to the front of the building with the addition of landscaping and signage, which is an incremental improvement for the property. The project is also consistent with the guiding and implementing polices of the Lindenville planning sub -area by redeveloping and improving an existing site. ZONING CONSISTENCY Conditional Use Permit The property is zoned Mixed Industrial (MI) which requires a Minor Use Permit (MUP) for AutomobileNehicle Rental, and a Conditional Use Permit (CUP) for public or private parking. FlightCar proposes to offer their customers both long -term parking, as well as car rental services. This combined proposal does not clearly fit into any of the existing land use classifications, as car sharing is not explicitly defined in the City Zoning Code. Based on the authority in the City's Zoning Code, the Chief Planner has determined that the proposed use is substantially similar in character to other conditionally permitted uses in the MI Zoning District. Subsequently, the proposed application for a peer -to -peer car sharing business Staff Report Subject: 323 South Canal Street - FlightCar Date: July 9, 2014 Page 3 of 5 that offers automobileh•ehicle rental and private parking is permitted with approval of a Conditional Use Permit. Required Parking The site proposes a total of 107 parking spaces located in the rear of the parcel. South San Francisco Municipal Code Section 20.330.004 requires Automobile/Vehicle rental uses to provide one space for each 250 square feet of office area and one space for all rental vehicles. Based on this requirement, the following parking calculation applies: Office Space: 17 parking spaces Rental Vehicle: 90 parking spaces (107 total on -site spaces less the required 17 spaces for Office) Because FlightCar operates based on a peer -to -peer car sharing model, there is no fleet of rental cars that FlightCar owns nor is there a specific number of vehicles to calculate for the parking requirement given their limited experience with this business model. Consequently, the actual number of cars being parked on -site will be limited to the total number of proposed spaces less the office space parking requirement. In this case, no more than 90 rental vehicles may occupy the proposed parking lot at any one time under the current configuration proposal. This number includes the proposed triple- stacked parking layout that would be used by FlightCar employees only, similar to a valet service. Staff has included a Condition of Approval prohibiting cars from being parked on the street or in the front of the property, and requiring that all FlightCar employees and customer cars are parked on -site in the parking lot or within the warehouse area (upon approval from the Building Division and Fire Prevention). The proposed Conditions of Approval also include a provision that prohibits using the warehouse driveway for check -in activities since it would block the public right -of -way. Exterior Alterations Both the proposed wall sign (13.44 SF) and monument sign (10.5 SF) comply with the Zoning Ordinance (SSFMC 20.360.008). The proposed square footage of the combined signage would be less than 25 square feet and would be approved administratively as a Type A sign permit. This would also require a Building Division permit for installation. Proposed landscaping would be verified by staff prior to occupancy and business license issuance. DEVELOPMENT AGREEMENT The applicant and the City have negotiated a Development Agreement ( "DA ") to clarify and obligate Project features as part of the entitlement process. The unique circumstances of a hybrid vehicle rental and parking business plan that does not include a corporate fleet of vehicles creates a novel fiscal use of the property located at 323 South Canal Street. Given the City's explicit interest in pursuing and allowing land uses that derive the highest and best use of land and generate positive economic impacts for the community, the applicant has offered to enter into a Development Agreement with the City in order to provide the City with a Gross Receipts payment equal to 4% of all Gross Receipts generated from vehicle rental and vehicle parking activities. A summary of relevant provision of the DA is below: Staff Report Subject: 323 South Canal Street - FlightCar Date: July 9, 2014 Page 4 of 5 • Cily Fees Fee equal to 4% of all Gross Receipts generated from vehicle rental and vehicle parking activities and related ancillary services. West Coast Operations Hub Applicant will base its West Coast administrative and operations personnel within the offices located at 323 South Canal Street, as can reasonably be accommodated. This has the intended purpose of recognizing South San Francisco as a collaborative partner with the peer -to -peer sharing economy. Shop South San Francisco Promotion Applicant will initiate and maintain a $5.00 voucher program good for any FlightCar customers to use to explore the local SSF economy. Potential participants include local restaurants, hotels, gas stations and other amenities that may appeal to FlightCar customers. This program would run on a trial period of six (6) months and then be evaluated by City staff and the Applicant to determine program success. The proposed Development Agreement is attached as Exhibit A to the Ordinance. CEQA The Engineering Division has reviewed the Project and has determined that there would be a minimal impact on traffic given the previous fleet vehicle uses that operated at this site (contractor, limo and shuttle service) and that the proposed use would have varying seasonal traffic peaks that do not generally correspond to traditional peak time traffic based upon the applicant's other site operations. Therefore, the proposed Project would be categorically exempt from environmental review under the provisions of CEQA (Class 1, Section 15301: Minor alteration to existing facilities) because the project involves a change in land use with no additional construction or changes to typical traffic counts. PLANNING COMMISSION At the June 19, 2014 Planning Commission public hearing, the Planning Commission reviewed the request for a Conditional Use Permit and proposed Development Agreement. The Commission unanimously recommended that the City Council adopt the resolution approving the Conditional Use Permit and approve the Development Agreement. The Planning Commission staff report, resolution, and draft minutes of the Commission meeting are attached to this staff report. CONCLUSION It is recommended that the City Council follow the recommendation of the Planning Commission and: 1) Adopt a Resolution making findings and approving Conditional Use Permit UP 14 -0001 to allow operation of a vehicle rental business and parking facility at 323 South Canal Street; and 2) Waive reading and introduce an Ordinance to approve Development Agreement DA14 -0001. Staff Report Subject: 323 South Canal Street - FlightCar Date: July 9, 2014 Page 5 of 5 Patrick O' Economic & CTmmunity Development Consultant MF /PO /JR/SK/tr ATTACHMENT: 1. Draft Ordinance Approved: �' ike Futrell City Manager a. Development Agreement 2. Draft Resolution a. Draft Conditions of Approval b. Applicant Project Plans and Supplemental Documents 3. Planning Commission Staff Report and Draft Minutes — Meeting of June 19, 2014 4. Planning Commission Resolution 2746 -2014 w /out attachments 2293370.1 ORDINANCE NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA AN ORDINANCE ADOPTING A DEVELOPMENT AGREEMENT FOR AN AUTOMOBILE RENTAL BUSINESS AND PARKING FACILITY AT 323 SOUTH CANAL STREET IN THE MIXED INDUSTRIAL (MI) ZONING DISTRICT WHEREAS, FlightCar, Inc. ( "Applicant ") has submitted an application for a peer -to -peer vehicle sharing business that combines vehicle rental and vehicle parking uses on two legal parcels with the physical address of 323 South Canal Street ( "Project "); and, WHEREAS, Applicant seeks approval of a Conditional Use Permit and Development Agreement; and, WHEREAS, as part of its application, the Applicant has sought approval of a Development Agreement, which would clarify and obligate several project features, including payment of a gross receipts fee, establishment of an operational hub, and local business promotion; and WHEREAS, approval of the Applicant's proposal is considered a "project" for purposes of the California Environmental Quality Act, Pub. Resources Code § 21000, et seq. ( "CEQA "); and, WHEREAS, by separate Resolution, the City Council for the City of South San Francisco found the Project to be categorically exempt from environmental review pursuant to CEQA Guidelines Section 15301 — Class 1: Minor Alteration to Existing Facilities, in accordance with the provisions of CEQA and the CEQA Guidelines; and, WHEREAS, the Planning Commission for the City of South San Francisco held a lawfully noticed public hearing on June 19, 2014 to solicit public comment and consider the CEQA determination, proposed entitlements and take public testimony, at the conclusion of which, the Planning Commission recommended that the City Council approve the Conditional Use Permit and approve the Development Agreement; and WHEREAS, the City Council of the City of South San Francisco held a duly noticed public hearing on July 9, 2014 to solicit public comment and consider the proposed Conditional Use Permit and Development Agreement and take public testimony. NOW, THEREFORE, the City Council of the City of South San Francisco does hereby ordain as follows: -I- SECTION 1. Findings. That based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §21000, et seq. ( "CEQA ") and the CEQA Guidelines, 14 California Code of Regulations §15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Project application; Applicant's plans and supporting documents, as prepared by Group 4 Architecture, dated April 24, 2014; all site plans, and all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed June 19, 2014 meeting, and Planning Commission deliberations; all reports, minutes, and public testimony submitted as part of the City Council's duly noticed public hearing on July 9, 2014, and City Council deliberations; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the City Council of the City of South San Francisco hereby finds as follows: A. The foregoing Recitals are true and correct and made a part of this Ordinance. B. The proposed Development Agreement (attached as Exhibit A), is incorporated by reference and made a part of this Ordinance, as if set forth fully herein. C. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. D. The proposed Project is consistent with the General Plan, which allows for a wide range of uses including manufacturing, industrial processing, general service, warehousing, storage and distribution, and commercial service uses. The site is located within the Lindenville planning sub -area and is consistent with guiding policy 3.2 -G -3, which states "enhance the appearance of the area by undertaking streetscape and other improvements." The Project includes improvements to the front of the building with the addition of landscaping and signage, which is an improvement for the property. The Project is also consistent with the guiding and implementing polices of the Lindenville planning sub -area by redeveloping and improving an existing site. Further, the land uses are compatible with the goals, policies, and land use designations established in the General Plan (see Gov't Code, § 65860), and none of the land uses will conflict with or impede achievement of any of the goals, policies, or land use designations established in the General Plan. E. The City Council has independently reviewed the proposed Development Agreement, the General Plan, the South San Francisco Municipal Code, and applicable state and federal law, including Government Code section 65864, et seq., and has determined that the proposed Development .Agreement complies with all applicable zoning, subdivision, and building regulations and with the General Plan. This finding is based upon all evidence in the Record as a whole, including, but not limited to: the City Council's independent review of these -2- documents, oral and written evidence submitted at the public hearings on the Project, including advice and recommendations from City staff. F. The proposed Development Agreement for the Project states its specific duration. This finding is based upon all evidence in the Record as a whole, including, but not limited to: the City Council's independent review of the proposed Development Agreement and its determination that Section 2 of the Development Agreement states that the Development Agreement shall expire thirty (30) years from the effective date of this Ordinance. G. The proposed Development Agreement incorporates the permitted uses, density and intensity of use for the property subject thereto, as reflected in the proposed. Project (P14- 0020), Conditional Use Permit (UP 14 -0001) and Development Agreement (DA 14- 0001). This finding is based upon all evidence in the Record as a whole, including, but not limited to, the City Council's independent review of the proposed Development Agreement and its determination that the Development Agreement sets forth the Project approvals, development standards, and the documents constituting the Project. H. The proposed Development Agreement states the maximum permitted height and size of proposed buildings on the property subject thereto. This finding is based upon all evidence in the Record as a whole, including, but not limited to, the City Council's independent review of the proposed Development Agreement and its determination that the Development Agreement only conditions the proposed use of the property at 323 South Canal Street and there are no.proposed changes to the building that would alter the maximum permitted height and size of buildings. I. The proposed Development Agreement states specific provisions for reservation or dedication of land for public purposes. This finding is based on all evidence in the Record as a whole, including, but not limited to the City Council's independent review of the Development Agreement that will only condition the operation of the proposed business, which would not develop any new structures that require reservation or dedication of land for public purposes. SECTION 2. Approval of Development Agreement. A. The City Council of the City of South San Francisco hereby approves the Development Agreement with FlightCar, Inc, attached hereto as Exhibit A and incorporated herein by reference. B. The City Council further authorizes the City Manager to execute the Development Agreement, on behalf of the City, in substantially the form attached as Exhibit A, and to make revisions to such Agreement, subject to the approval of the City Attorney, which do not materially or substantially increase the City's obligations thereunder. SECTION 3. Severability. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid or unconstitutional, the remainder of this Ordinance, including the -3- application of such part or provision to other persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this end, provisions of this Ordinance are severable. The City Council of the City of South San Francisco hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase hereof irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable. SECTION 4. Publication and Effective Date. Pursuant to the provisions of Government Code Section 36933, a summary of this Ordinance shall be prepared by the City Attorney. At least five (5) days prior to the Council meeting at which this Ordinance is scheduled to be adopted, the City Clerk shall (1) publish the Summary, and (2) post in the City Clerk's Office a certified copy of this Ordinance. Within fifteen (15) days after the adoption of this Ordinance, the City Clerk shall (1) publish the summary, and (2) post in the City Clerk's Office a certified copy of the full text of this Ordinance along with the names of those City Council members voting for and against this Ordinance or otherwise voting. This Ordinance shall become effective thirty (30) days from and after its adoption. Introduced at a regular meeting of the City Council of the City of South San Francisco, held the 9th day of July, 2014. Adopted as an Ordinance of the City of South San Francisco at a regular meeting of the City Council held the day of , 2014, by the following vote: AYES: NOES: ABSTENTIONS: ABSENT: Attest: -4- City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this day of , 2014. Mayor -5- 2293355.1 Exhibit A Development Agreement -6- RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 (Space Above This Line Reserved For Recorder's Use) This instrument is exempt from recording fees pursuant to Government Code Sec. 27383. DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND FLIGHTCAR, INC. SOUTH SAN FRANCISCO, CALIFORNIA -7- DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT (this "Agreement ") is entered into as of , 2014 by and between FlightCar, Inc., a Delaware Corporation ( "Developer "), and the City of South San Francisco ( "City "), pursuant to California Government Code § 65864 et M. A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California enacted California Government Code § 65864 et M. (the "Development Agreement Statute "), which authorizes City to enter into an agreement with any person having a legal or equitable interest in real property regarding the development of such property. B. Pursuant to California Government Code § 65865, City has adopted procedures and requirements for the consideration of development agreements (South San Francisco Municipal Code (SSFMC) Chapter 19.60). This Development Agreement has been processed, considered and executed in accordance with such procedures and requirements. C. Developer has a leasehold estate in certain real property located at 323 South Canal Street, South San Francisco, California consisting of two legal parcels (APN 014 - 092 -110 & APN 014 - 092 -220) under common ownership and which together create a 58,102 square foot site located between S. Linden and S. Maple Avenue in the Mixed Industrial (MI) zoning district and as more particularly described and depicted in Exhibit A (the "Project Site "). The eastern (smaller) parcel (APN 014 - 092 -220), formerly a railroad spur, is 18 feet wide by 456 feet long and is currently unimproved with grass and gravel. Initially, the applicant plans on utilizing only the main parcel (APN 014 -092- 110) for the proposed use. D. The proposed Project (the "Project ") consists of the use of the main parcel (APN 014 - 092 -110) for an auto -rental business and associated parking facility. South San Francisco Municipal Code ( "SSFMC ") Section 20.330.010(D) prohibits vehicle parking on unpaved surfaces, and therefore the eastern parcel (APN 014 - 092 -220) cannot be used for vehicle parking unless and until it is paved and a Subsequent Approval is obtained. E. Required Project Entitlements. Development of the Project requires that the Developer obtain from the City the following land use entitlements: Conditional Use Permit to allow an auto -rental business and parking facility at 323 South Canal Street. The paved portion of the Project Site will be utilized for the primary purpose of parking private customer owned automobiles to be rented to other customers on a peer to peer basis; the Project Site shall not be utilized for parking Developer owned or other corporately owned automobiles purchased and owned primarily for the purpose of rental. The approvals, purposes and development policies described in this Recital E are collectively referred to herein as the "Project Approvals." -8- F. City has determined that the Project presents certain public benefits and opportunities which are advanced by City and Developer entering into this Agreement. This Agreement will, among other things, (1) reduce uncertainties in planning and provide for the orderly development of the Project; (2) provide for and generate revenues for the City in the form of fees and other fiscal benefits; (3) provide for additional desirable employment; (4) provide economic development opportunities for Developer and other businesses within South San Francisco; and (5) otherwise achieve the goals and purposes for which the Development Agreement Statute was enacted. G. In exchange for the benefits to City described in the preceding Recital, together with the other public benefits that will result from the development of the Project, Developer will receive by this Agreement assurance that it may proceed with the Project in accordance with the "Applicable Law" (defined below), and therefore desires to enter into this Agreement. H. On June 19, 2014, following a duly noticed public hearing, the Planning Commission adopted Resolution No. 2746 -2014, recommending that the City Council approve this Agreement. I. The City Council, after conducting a duly noticed public hearing, has found that this Agreement is consistent with the General Plan and Zoning Ordinance and has conducted all necessary proceedings in accordance with the City's rules and regulations for the approval of this Agreement. In accordance with SSFMC section 19.60.120 the City Council at a duly noticed public hearing adopted Ordinance No. [_], approving and authorizing the execution of this Agreement. AGREEMENT NOW, THEREFORE, the Parties, pursuant to the authority contained in Government Code Sections 65864 through 65869.5 and Chapter 19.60 of the Municipal Code and in consideration of the mutual covenants and agreements contained herein, agree as follows: ARTICLE 1. DEFINITIONS "Administrative Project Amendment" shall have that meaning set forth in Section 7.01 of this Agreement. "Administrative Agreement Amendment" shall have that meaning set forth in Section 7.02 of this Agreement. "Agreement" shall mean this Development Agreement. "Applicable Law" shall have that meaning set forth in Section 6.03 of this Agreement. 2 52 "car" shall mean any type of automobile or vehicle, including but not limited to passenger vehicles, SUVs, vans, trucks and buses. "City Law" shall have that meaning set forth in Section 6.05 of this Agreement. "Change in Ownership" shall mean a sale of all or materially all of the Company's business interests and assets. It shall not apply to any funding or financing be it in debt or equity that may change the companies capitalization and ownership. "Deficiencies" shall have that meaning set forth in Section 9.02 of this Agreement. "Development Agreement Statute" shall have that meaning set forth in Recital A of this Agreement: "Effective Date" shall have that meaning set forth in Section 2.01 of this Agreement. "Gross Receipts" and "Gross Receipts Fee" shall have those meanings as set forth in Section 3.02(b) of this Agreement. "Judgment" shall have that meaning set forth in Section 9.02 of this Agreement. "Periodic Review" shall have that meaning set forth in Section 10.05 of this Agreement. "Project" shall have that meaning set forth in Recital D of this Agreement. "Project Approvals" shall have that meaning set forth in Recital E of this Agreement. "Project Site" shall have that meaning set forth in Recital C of this Agreement. "Tax" and "Taxes" shall not include any generally applicable City Business License Tax or locally imposed Sales Tax. "Term" shall have that meaning set forth in Section 2.02 of this Agreement. ARTICLE 2. EFFECTIVE DATE AND TERM Section 2.01. Effective Date. This Agreement shall become effective upon the date the ordinance approving this Agreement becomes effective (the "Effective Date "). Section 2.02. Term. The term of this Agreement (the "Term ") shall commence upon the Effective Date and continue for a period of thirty (30) years, unless terminated earlier pursuant to Section 10.02 or Section 10.11. -10- ARTICLE 3. OBLIGATIONS OF DEVELOPER Section 3.01. Obligations of Developer Generally. The parties acknowledge and agree that the City's agreement to perform and abide by the covenants and obligations of City set forth in this Agreement is a material consideration for Developer's agreement to perform and abide by its long term covenants and obligations, as set forth herein. Section 3.02. City Fees. (a) Developer shall pay those processing, inspection and plan checking fees and charges required by the City for processing applications and requests for Subsequent Approvals under the applicable regulations in effect at the time such applications and requests are submitted to the City. (b) Developer shall pay the City a Gross Receipts Fee equal to four percent 4% of all Gross Receipts generated by Developer from the Project and its Project - related car rental and car parking activities within the City. For the purposes of this section, Gross Receipts shall mean any consideration, whether cash, credit, and /or property charged in lieu of cash payments, whether or not received, for the goods or services provided by Developer in the operation of the Project, without any deduction therefrom whatsoever, except as identified below. Gross Receipts shall also include any consideration, whether cash, credit, and /or property charged in lieu of cash payments, whether or not received, for additional or ancillary goods or services offered to its customers. Such additional goods or services may include, but are not limited to supplemental car insurance charges; car washing charges, car detailing and/or painting charges; provision or installation of car accessories, car valet services; airport drop off or pick up service; transportation services; and any other goods or services for which consideration is charged to the customers by the Developer or his/her sublessee or contractor. Gross Receipts shall not include, or if included there will be deducted (but only to the extent they have been included), the following: (a) revenue from the sale of office related goods, such as computer hardware, office desks and chairs, and office supplies, and other goods incidental to the Project and not related to the car related goods or services offered to Developer's customers; (b) cash or credit refunds provided to customers; (c) refundable deposits; (d) stored -value gift cards and gift certificates, or similar vouchers, except as converted into a sale by redemption, and at such time of redemption, it shall be included as Gross Receipts; (e) sums or credits received in settlement of claims for actual property loss or damage; (f) actual out -of- pocket expenses incurred by Developer and reimbursed to Developer by Developer's customers, such as bridge tolls and parking tickets; (g) receipts from vending machines operated by a third party and located on the Project Site, however any commission or compensation paid to Developer for providing such service shall be included as Gross Receipts; (h) allowances, coupons, and discounts in the ordinary -11- course of business to the extent there is no payment or compensation therefor; (i) sales of self - liquidating promotional items containing Developer's logo and sold at or below cost; 0) gratuities provided to Developer's employees; and (k) taxes of whatever nature imposed on the sale of goods or services. (c) On or before the last day of each month, Developer shall file a return with the City's Finance Director on forms provided by the City reporting the total amount of Gross Receipts received during the previous calendar month. On or before the last day of each month, Developer shall remit to the City's Finance Director the Gross Receipts Fee required by Section 3.02(b) for the Gross Receipts collected from the previous calendar month. All Returns and remittances are due within ten days of the cessation of business for any reason, or within ten days of a Change in Ownership of the business. All Gross Receipts Fees collected by Developer pursuant to this Agreement shall be held in trust by the Developer for the account of the City until payment thereof is made to the City's Finance Director. Further, notwithstanding the termination provisions of this Agreement, any outstanding Gross Receipts Fee incurred during the term of the Agreement shall become due upon termination and remitted to the City's Finance Director within thirty (30) days following Agreement termination. (d) Developer shall keep and preserve for a period of three years all records as may be necessary to determine the amount of Gross Receipts Fee that is due to the City. The City's Finance Director, or his or her designee, is authorized to examine the books, papers, and records of Developer for the purpose of verifying the accuracy of any return made, or if no return was made, to ascertain the Gross Receipts Fee due. Developer is required to furnish to the City's Finance Director or his or her designee the means, facilities, and opportunity for making such examination and investigations. (e) Information confidential. To the extent allowable by the Public Records Act (Government Code Section 6250 et seq.), the Finance Director and any person having an administrative duty under the provisions of this Agreement shall keep confidential and not disclose the business affairs, operations, or information obtained by an investigation of records and equipment of Developer, including the amount or source of income, profits, losses, or expenditures of Developer. Nothing in this section shall be construed to prevent (1) the disclosure to, or the examination of records and equipment by, another city official, employee, or agent for collection of the Gross Receipts Fee for the sole purpose of administering or enforcing any provisions of this Agreement; (2) the disclosure of information and results of an examination of records of or relating to Developer to a court of law in a proceeding brought to determine the existence or amount of any Gross Receipts Fee liability of Developer; or (3) the disclosure of general statistics regarding fees collected or business done in the city without attribution to any particular business or entity. -12- Section 3.03. West Coast Operations. Developer shall base its West Coast administrative and operations personnel within the offices located within the building located at the Project Site. Those offices shall be the primary office location for as many West Coast operational personnel of Developer as can reasonably be accommodated within that building. Section 3.04. Shop South San Francisco. Developer shall initiate and maintain a "Shop South San Francisco" initiative that will cultivate relationships between Developer, its customers, and the local business community. The program shall initially include at a minimum the following provisions: (a) Developer will conduct research to see if local restaurants, hotels, gas stations, etc. would appeal to Developer's customers. (b) Developer will partner with businesses that would be willing to provide Developer's customers with a coupon good at any of the participating merchants if used within 24 hours of their last transaction with Develooper. Merchants who participate in the program would be asked to put Developer's sticker in their window or a Developer's card/sign on display within their establishment to help with cross promotion efforts. Window signs must comply with the provisions of SSFMC Chapter 20.360. (c) For the first six months of the program, Developer will offer $5 in value to any participating merchant who could then opt to offer additional credit of their own and/or have the voucher stand at $5. (d) The Shop South San Francisco program shall continue as a trial program for six months following its inception. At the end of an initial trial period, Developer and City will be evaluate the results and a mutual decision will be made and required to determine whether to continue the program or not and under what terms. ARTICLE 4. OBLIGATIONS OF CITY Section 4.01. Obligations of City Generally. The parties acknowledge and agree that Developer's agreement to perform and abide by its covenants and obligations set forth in this Agreement, including Developer's decision to process the siting of the Project in the City, is a material consideration for City's agreement to perform and abide by the long term covenants and obligations of City, as set forth herein. Section 4.02. Protection of Vested Rights. To the maximum extent permitted by law, City shall take any and all actions as may be necessary or appropriate to ensure that the vested rights provided by this Agreement can be enjoyed by Developer and to prevent any City Law, as defined below, from invalidating or prevailing over all or any part of this Agreement. City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure this Agreement remains in full force and effect. Except as authorized in Section 6.09, 6 -13- City shall not support, adopt, or enact any City Law, or take any other action which would violate the express provisions or intent of the Project Approvals. Section 4.03. Availability of Public Services. To the maximum extent permitted by law and consistent with its authority, City shall assist Developer in reserving such capacity for sewer and water services as may be necessary to serve the Project. Section 4.04. Developer's Right to Rebuild. City agrees that Developer may renovate or rebuild all or any part of the Project within the Term of this Agreement should it become necessary due to natural disaster, changes in seismic requirements, or should the buildings located within the Project become functionally outdated, within Developer's sole discretion, due to changes in technology. Any such renovation or rebuilding shall be subject to the square footage and height limitations vested by this Agreement, and shall comply with the Project Approvals, the building codes existing at the time of such rebuilding or reconstruction, and the requirements of CEQA. ARTICLE 5. COOPERATION -IMPLEMENTATION Section 5.01. Processing Application for Subsequent Approvals. By approving the Project Approvals, City has made a final policy decision that the Project is in the best interests of the public health, safety and general welfare. Section 5.02. Timely Submittals By Developer. Developer acknowledges that City cannot expedite processing Project Approvals until Developer submits complete applications on a timely basis. Developer shall use its best efforts to (i) provide to City in a timely manner any and all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder; and (ii) cause Developer's planners, engineers, and all other consultants to provide to City in a timely manner all such documents, applications, plans and other necessary required materials as set forth in the Applicable Law. It is the express intent of Developer and City to cooperate and diligently work to obtain any and all Subsequent Approvals. Section 5.03. Reserved Section 5.04. rReservedl Section 5.05. Other Government Permits. At Developer's sole discretion and in accordance with Developer's construction schedule, Developer shall apply for such other permits and approvals as may be required by other governmental or quasi - governmental entities in connection with the development of, or the provision of services to, the Project. City shall cooperate with Developer in its efforts to obtain such permits and approvals and shall, from time to time at the request of Developer, use its reasonable efforts to assist Developer to ensure the timely availability of such permits and approvals. -14- Section 5.06. Assessment Districts or Other Funding Mechanisms. (a) Existing Fees, Taxes and Assessments. The Parties understand and agree that as of the Effective Date the fees, taxes, exactions, and assessments listed in Exhibit B are the only City fees, taxes, exactions, and assessments. Except for those fees, taxes, exactions, and assessments listed in Exhibit B, City is unaware of any pending efforts to initiate, or consider applications for new or increased fees, exactions, or assessments covering the Project Site, or any portion thereof. (b) Future Fees, Taxes and Assessments. City understands that long term assurances by City concerning fees, taxes and assessments were a material consideration for Developer agreeing to enter this Agreement and to pay long term fees, taxes and assessments described in this Agreement. Nonetheless, City shall retain the ability to initiate or process applications for the formation of new assessment districts covering all or any portion of the Project Site and to adopt an ordinance imposing a new or revised business license tax, parking tax, and /or tax or fee applicable to car sharing businesses. Notwithstanding the foregoing, Developer retains all its rights to oppose the formation or proposed assessment of any new assessment district or increased assessment or the adoption of any ordinance imposing a new or revised fee or tax on the Project. In the event an assessment district is lawfully formed to provide funding for services, improvements, maintenance or facilities which are substantially the same as those services, improvements, maintenance or facilities being funded by the fees or assessments to be paid by Developer under the Project Approvals or this Agreement, or in the event any ordinance is adopted imposing a new or revised tax or fee on car sharing businesses, such fees or assessments to be paid by Developer under the Project Approvals or this Agreement shall be subject to reduction/credit in an amount equal to Developer's new or increased assessment under the assessment district or any fee or tax paid pursuant to any such newly adopted ordinance, on a prospective basis. Alternatively, the new assessment district shall reduce /credit Developer's new assessment in an amount equal to such fees or assessments to be paid by Developer under the Project Approvals or this Agreement, beginning from the effective date of the new fee or assessment for the remainder of the Agreement. (c) Business License Tax Modifications. In the event that the City's business license tax is modified and duly approved by voters, and any subsequent tax modifications become applicable to the Project during the term of this Agreement, Developer shall be responsible to pay the applicable business license tax amounts, as modified. -15- ARTICLE 6. STANDARDS, LAWS AND PROCEDURES GOVERNING THE PROJECT Section 6.01. Vested Right to Develop. Developer shall have a vested right to develop the Project on the Project Site in accordance with the terms and conditions of this Agreement. Nothing in this section shall be deemed to eliminate or diminish the requirement of Developer to obtain any required Subsequent Approvals. Section 6.02. Permitted Uses Vested by This Agreement. The permitted uses of the Project Site; the density and intensity of use of the Project Site; the maximum height, bulk and size of proposed buildings; provisions for reservation or dedication of land for public purposes and the location of public improvements; the general location of public utilities; and other terms and conditions of development applicable to the Project, shall be as set forth in the Project Approvals and, as and when they are issued (but not in limitation of any right to develop as set forth in the Project Approvals), the Subsequent Approvals. Section 6.03. Applicable Law. The rules, regulations, official policies, standards and specifications applicable to the Project (the "Applicable Law ") shall be those set forth in this Agreement and the Project Approvals, and, with respect to matters not addressed by this Agreement or the Project Approvals, those rules, regulations, official policies, standards and specifications (including City ordinances and resolutions) governing permitted uses, building locations, timing of construction, densities, design, heights, fees, exactions, and taxes in force and effect on the Effective Date of this Agreement. Section 6.04. Uniform Codes. City may apply to the Project Site, at any time during the Term, then current Uniform Building Code and other uniform construction codes, and City's then current design and construction standards for road and storm drain facilities, provided any such uniform code or standard has been adopted and uniformly applied by City on a citywide basis and provided that no such code or standard is adopted for the purpose of preventing or otherwise limiting construction of all or any part of the Project. Section 6.05. No Conflicting Enactments. Except as authorized in Section 6.09, City shall not impose on the Project (whether by action of the City Council or by initiative, referendum or other means) any ordinance, resolution, rule, regulation, standard, directive, condition or other measure (each individually, a "City Law") that is in conflict with Applicable Law or this Agreement or that reduces the development rights or assurances provided by this Agreement. Without limiting the generality of the foregoing, any City Law shall be deemed to conflict with Applicable Law or this Agreement or reduce the development rights provided hereby if it would accomplish any of the following results, either by specific reference to the Project or as part of a general enactment which applies to or affects the Project: -16- (a) Change any land use designation or permitted use of the Project Site; (b) Limit or control the availability of public utilities, services or facilities or any privileges or rights to public utilities, services, or facilities (for example, water rights, water connections or sewage capacity rights, sewer connections, etc.) for the Project; (c) Limit or control the location of buildings, structures, grading, or other improvements of the Project in a manner that is inconsistent with or more restrictive than the limitations included in the Project Approvals or the Subsequent Approvals (as and when they are issued); (d) Limit or control the rate, timing, phasing or sequencing of the approval, development or construction of all or any part of the Project in any manner; (e) Apply to the Project any City Law otherwise allowed by this Agreement that is not uniformly applied on a City -wide basis to all substantially similar types of development projects and project sites; (f) Result in Developer having to substantially delay construction of the Project or require the issuance of additional permits or approvals by the City other than those required by Applicable Law; (g) Establish, enact, increase, or impose against the Project or Project Site any fees, taxes (including without limitation general, special and excise taxes but excluding any increased local sales tax or increased city business license tax or any new or revised parking tax or fee applicable'to car sharing businesses), assessments, liens or other monetary obligations (including generating demolition permit fees, encroachment permit and grading permit fees) other than those specifically permitted by this Agreement or other connection fees imposed by third party utilities; (h) Impose against the Project any condition, dedication or other exaction not specifically authorized by Applicable Law; or (i) Limit the processing or procuring of applications and approvals of Subsequent Approvals. Section 6.06. Initiatives and Referenda. (a) If any City Law is enacted or imposed by initiative or referendum, or by the City Council directly or indirectly in connection with any proposed initiative or referendum, which City Law would conflict with Applicable Law or this Agreement or reduce the development rights provided by this Agreement, such Law shall not apply to the Project. (b) Except as authorized in Section 6.09, without limiting the generality of any of the foregoing, no moratorium or other limitation (whether relating to the 10 -17- rate, timing, phasing or sequencing of development) affecting subdivision maps, building permits or other entitlements to use that are approved or to be approved, issued or granted within the City, or portions of the City, shall apply to the Project. (c) To the maximum extent permitted by law, City shall prevent any City Law from invalidating or prevailing over all or any part of this Agreement, and City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure this Agreement remains in full force and effect. (d) Developer reserves the right to challenge in court any City Law that would conflict with Applicable Law or this Agreement or reduce the development rights provided by this Agreement. Section 6.07. [Reserved] Section 6.08. Life of Subdivision Maps Development Approvals and Permits. The term of any subdivision map or any other map, permit, rezoning or other land use entitlement approved as a Project Approval shall automatically be extended for the longer of the duration of this Agreement (including any extensions) or the term otherwise applicable to such Project Approval if this Agreement is no longer in effect. The term of this Agreement and any subdivision map or other Project Approval shall not include any period of time during which a development moratorium (including, but not limited to, a water or sewer moratorium or water and sewer moratorium) or the actions of other public agencies that regulate land use, development or the provision of services to the land, prevents, prohibits or delays the construction of the Project or a lawsuit involving any such development approvals or permits is pending. Section 6.09. State and Federal Law. As provided in California Government Code § 65869.5, this Agreement shall not preclude the application to the Project of changes in laws, regulations, plans or policies, to the extent that such changes are specifically mandated and required by changes in state or federal laws or regulations. Not in limitation of the foregoing, nothing in this Agreement shall preclude City from imposing on Developer any fee specifically mandated and required by state or federal laws and regulations. ARTICLE 7. AMENDMENT Section 7.01. To the extent permitted by state and federal law, any Project Approval or Subsequent Approval may, from time to time, be amended or modified in the following manner: (a) Administrative Project Amendments. Upon the written request of Developer for an amendment or modification to a Project Approval or Subsequent Approval, the Chief Planner or his/her designee shall determine: (i) whether 11 -18- the requested amendment or modification is minor when considered in light of the Project as a whole; and (ii) whether the requested amendment or modification is consistent with this Agreement and Applicable Law. If the Chief Planner or his/her designee finds that the proposed amendment or modification is minor, consistent with this Agreement and Applicable Law, and will result in no new significant impacts, the amendment shall be determined to be an "Administrative Project Amendment" and the Chief Planner or his designee may, except to the extent otherwise required by law, approve the Administrative Project Amendment without notice and public hearing. Without limiting the generality of the foregoing, lot line adjustments, minor alterations in vehicle circulation patterns or vehicle access points, substitutions of comparable landscaping for any landscaping shown on any final development plan or landscape plan, variations in the location of structures that do not substantially alter the design concepts of the Project, variations in the location or installation of utilities and other infrastructure connections or facilities that do not substantially alter the design concepts of the Project, and minor adjustments to the Project Site diagram or Project Site legal description shall be treated as Administrative Project Amendments. (b) Non - Administrative Project Amendments. Any request by Developer for an amendment or modification to a Project Approval or Subsequent Approval which is determined not to be an Administrative Project Amendment as set forth above shall be subject to review, consideration and action pursuant to the Applicable Law and this Agreement. Section 7.02. Amendment of this Agreement. This Agreement may be amended from time to time, in whole or in part, by mutual written.consent of the parties hereto or their successors in interest, as follows: (a) Administrative Agreement Amendments. Any amendment to this Agreement which does not substantially affect (i) the Terns of this Agreement, (ii) permitted uses of the Project Site, (iii) provisions for the reservation or dedication of land, (iv) conditions, terms, restrictions or requirements for subsequent discretionary actions, (v) the density or intensity of use of the Project Site or the maximum height or size of proposed buildings or (vi) monetary contributions or payments by the Developer, shall be considered an "Administrative Agreement Amendment" and shall not, except to the extent otherwise required by law, require notice or public hearing before the parties may execute an amendment hereto. Such amendment may be approved by City resolution. (b) Any amendment to this Agreement other than an Administrative Agreement Amendment shall be subject to recommendation by the Planning Commission (by advisory resolution) and approval by the City Council (by ordinance) following a duly noticed public hearing before the Planning 12 -19- Commission and City Council, consistent with Government Code Sections 65867 and 65867.5. ARTICLE 8. ASSIGNMENT, TRANSFER AND NOTICE Section 8.01. Assignment and Transfer. Developer may transfer or assign all or any portion of its interests, rights, or obligations under the Agreement and the Project Approvals to third parties acquiring an interest or estate in the Project or any portion thereof including, without limitation, purchasers or lessees of lots, parcels, or facilities. Developer will seek City's prior written consent to any transfer, which consent will not be unreasonably withheld or delayed. City may refuse to give consent only if, in light of the proposed transferee's reputation and financial resources, such transferee would not in City's reasonable opinion be able to perform the obligations proposed to be assumed by such transferee. Such determination will be made by the City Manager and will be appealable to the City Council. Notwithstanding the foregoing, the parties acknowledge that debt or equity financing of Developer shall not be considered a transfer of an interest or estate in the Project or subject to the foregoing. ARTICLE 9. COOPERATION IN THE EVENT OF LEGAL CHALLENGE Section 9.01. Cooperation. In the event of any administrative, legal, or equitable action or other proceeding instituted by any person not a party to the Agreement challenging the validity of any provision of the Agreement or any Project approval, the parties will cooperate in defending such action or proceeding. City shall promptly notify Developer of any such action against City. If City fails promptly to notify Developer of any legal action against City or if City fails to cooperate in the defense, Developer will not thereafter be responsible for City's defense. The parties will use best efforts to select mutually agreeable legal counsel to defend such action, and Developer will pay compensation for such legal counsel (including City Attorney time and overhead for the defense of such action), but will exclude other City staff overhead costs and normal day -to -day business expenses incurred by City. Developer's obligation to pay for legal counsel will extend to fees incurred on appeal. In the event City and Developer are unable to select mutually agreeable legal counsel to defend such action or proceeding, each party may select its own legal counsel and Developer will pay its and the City's legal fees and costs. Developer shall reimburse the City for all reasonable court costs and attorneys' fees expended by the City in defense of any such action or other proceeding or payable to any prevailing plaintiff/petitioner. Developer's obligations under this Section shall survive expiration, termination or cancellation of this Agreement. 13 -20- Section 9.02. Reap rp oval. If, as a result of any administrative, legal, or equitable action or other proceeding, all or any portion of the Agreement or the Project approvals are set aside or otherwise made ineffective by any judgment in such action or proceeding ( "Judgment "), based on procedural, substantive or other deficiencies ('Deficiencies "), the parties will use their respective best efforts to sustain and reenact or readopt the Agreement, and /or the Project approvals, that the Deficiencies related to, unless the Parties mutually agree in writing to act otherwise: (i) If any Judgment requires reconsideration or consideration by City of the Agreement or any Project approval, then the City will consider or reconsider that matter in a manner consistent with the intent of the Agreement and with Applicable Law. If any such Judgment invalidates or otherwise makes ineffective all or any portion of the Agreement or Project approval, then the parties will cooperate and will cure any Deficiencies identified in the Judgment or upon which the Judgment is based in a manner consistent with the intent of the Agreement and with Applicable Law. City will then consider readopting or reenacting the Agreement, or the Project approval, or any portion thereof, to which the Deficiencies related. (ii) Acting in a manner consistent with the intent of the Agreement includes, but is not limited to, recognizing that the parties intend that Developer may develop the Project as described in the Agreement, and adopting such ordinances, resolutions, and other enactments as are necessary to readopt or reenact all or any portion of the Agreement or Project approvals without contravening the Judgment. ARTICLE 10. DEFAULT; REMEDIES; TERMINATION Section 10.01. Defaults. Any failure by either party to perform any term or provision of the Agreement, which failure continues uncured for a period of thirty (30) days following written notice of such failure from the other party (unless such period is extended by mutual written consent), will constitute a default under the Agreement. Any notice given will specify the nature of the alleged failure and, where appropriate, the manner in which said failure satisfactorily may be cured. If the nature of the alleged failure is such that it cannot reasonably be cured within such 30 -day period, then the commencement of the cure within such time period, and the diligent prosecution to completion of the cure thereafter, will be deemed to be a cure within such 30 -day period. Upon the occurrence of a default under the Agreement, the non - defaulting party may institute legal proceedings to enforce the terms of the Agreement or, in the event of a material default, terminate the Agreement. If the default is cured, then no default will exist and the noticing party shall take no further action. 14 -21- Section 10.02. Termination. If City elects to consider terminating the Agreement due to a material default of Developer, then City will give a notice of intent to terminate the Agreement and the matter will be scheduled for consideration and review by the City Council at a duly noticed and conducted public hearing. Developer will have the right to offer written and oral evidence prior to or at the time of said public hearings. If the City Council determines that a material default has occurred and is continuing, and elects to terminate the Agreement, City will give written notice of termination of the Agreement to Developer by certified mail and the Agreement will thereby be terminated sixty (60) days thereafter. Section 10.03. Enforced Delay; Extension of Time of Performance In addition to specific provisions of the Agreement, neither party will be deemed to be in default where delays in performance or failures to perform are due to, and a necessary outcome of, war, insurrection, strikes or other labor disturbances, walk -outs, riots, floods, earthquakes, fires, casualties, acts of God, restrictions imposed or mandated by other governmental entities (including new or supplemental environmental regulations), enactment of conflicting state or federal laws or regulations, judicial decisions, or similar basis for excused performance which is not within the reasonable control of the party to be excused. Litigation attacking the validity of the Agreement or any of the Project approvals, or any permit, ordinance, entitlement or other action of a governmental agency other than City necessary for the development of the Project pursuant to the Agreement will be deemed to create an excusable delay as to Developer. Upon the request of either party hereto, an extension of time for the performance of any obligation whose performance has been so prevented or delayed will be memorialized in writing. The term of any such extension will be equal to the period of the excusable delay, or longer, as may be mutually agreed upon. Section 10.04. Legal Action/Default by City_ Developer may institute legal action to cure, correct, or remedy any default, enforce any covenant or agreement in the Agreement, enjoin any threatened or attempted violation thereof, and enforce by specific performance the obligations and rights of the parties thereto. The sole and exclusive remedy for any default or violation of the Agreement by the City will be specific performance. Section 10.05. Periodic Review. (a) Conducting the Periodic Review. Throughout the Term of this Agreement, at least once every twelve (12) months following the execution of this Agreement, City shall review the extent of good -faith compliance by Developer with the terms of this Agreement. This review (the "Periodic Review ") shall be conducted by the Chief Planner or his/her designee and shall be limited in scope to compliance with the terms of this Agreement pursuant to California Government Code Section 65865.1. 15 -22- (b) Notice. At least five (5) days prior to the Periodic Review, and in the manner prescribed in Section 11.09 of this Agreement, City shall deposit in the mail to Developer a copy of any staff reports and documents to be used or relied upon in conducting the review and, to the extent practical, related exhibits concerning Developer's performance hereunder. Developer shall be permitted an opportunity to respond to City's evaluation of Developer's performance, either orally at a public hearing or in a written statement, at Developer's election. Such response shall be made to the Chief Planner. (c) Good Faith Compliance. During the Periodic Review, the Chief Planner shall review Developer's good -faith compliance with the terms of this Agreement. At the conclusion of the Periodic Review, the Chief Planner shall make written findings and determinations, on the basis of substantial evidence, as to whether or not Developer has complied in good faith with the terms and conditions of this Agreement. The decision of the Chief Planner shall be appealable to the City Council. If the Chief Planner finds and determines that Developer has not complied with such terms and conditions, the Chief Planner may recommend to the City Council that it terminate or modify this Agreement by giving notice of its intention to do so, in the manner set forth in California Government Code Sections 65867 and 65868. The costs incurred by City in connection with the Periodic Review process described herein shall be borne by Developer. (d) Failure to Properly Conduct Periodic Review. If City fails, during any calendar year, to either (i) conduct the Periodic Review or (ii) notify Developer in writing of City's determination, pursuant to a Periodic Review, as to Developer's compliance with the terms of this Agreement and such failure remains uncured as of December 31 of any year during the term of this Agreement, such failure shall be conclusively deemed an approval by City of Developer's compliance with the terms of this Agreement. (e) Written Notice of Compliance. With respect to any year for which Developer has been determined or deemed to have complied with this Agreement, City shall, within thirty (30) days following request by Developer, provide Developer with a written notice of compliance, in recordable form, duly executed and acknowledged by City. Developer shall have the right, in Developer's sole discretion, to record such notice of compliance. Section 10.06. Legal Action/Default by Developer. In the event Developer defaults under the terms of this Agreement, City shall have all rights and remedies provided herein or under law. City may, in addition to any other rights or remedies, institute legal action to cure, correct, or remedy any default, enforce any covenant or agreement herein, enjoin any threatened or attempted violation thereof, recover damages for any default, enforce by specific performance the obligations and rights of the parties hereto, or to obtain any remedies consistent with the purpose of this Agreement. 16 -23- Section 10.07. California Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any action to enforce or interpret this Agreement shall be filed and heard in the Superior Court of San Mateo County, California. Section 10.08. Resolution of Disputes. With regard to any dispute involving development of the Project, the resolution of which is not provided for by this Agreement or Applicable Law, Developer shall, at City's request, meet with City. The parties to any such meetings shall attempt in good faith to resolve any such disputes. Nothing in this Section 10.08 shall in any way be interpreted as requiring that Developer and City and/or City's designee reach agreement with regard to those matters being addressed, nor shall the outcome of these meetings be binding in any way on City or Developer unless expressly agreed to by the parties to such meetings. Section 10.09. Attorneys' Fees. In any legal action or other proceeding brought by either party to enforce or interpret a provision of this Agreement, the prevailing party is entitled to reasonable attorneys' fees and any other costs incurred in that proceeding in addition to any other relief to which it is entitled. Section 10.10. Hold Harmless. Developer shall hold City and its elected and appointed officers, agents, employees, and representatives harmless from claims, costs, and liabilities for any personal injury, death, or property damage which is a result of, or alleged to be the result of, the construction of the Project, or of operations performed under this Agreement by Developer or by Developer's contractors, subcontractors, agents or employees, whether such operations were performed by Developer or any of Developer's contractors, subcontractors, agents or employees. Nothing in this section shall be construed to mean that Developer shall hold City harmless from any claims of personal injury, death or property damage arising from, or alleged to arise from, any gross negligence or willful misconduct on the part of City, its elected and appointed representatives, offices, agents and employees. Developer's obligations under this Section shall survive expiration, termination or cancellation of this Agreement and shall be independent of other indemnity agreements. Section 10.11. Termination Upon Cessation. In the event Developer permanently terminates operations of the Project at the Project Site, Developer shall so notify City and this Agreement shall be deemed terminated effective upon the date of cessation of such operations. In such event, the parties agree to execute and deliver all such instruments and documents as may be reasonably necessary to evidence such termination and to record the same in the Official Records of the County of San Mateo. 17 -24- ARTICLE 11. MISCELLANEOUS Section 11.01. Incorporation of Recitals and Introductory Paragraph. The Recitals contained in this Agreement, and the introductory paragraph preceding the Recitals, are hereby incorporated into this Agreement as if full3, • set forth herein. Section 11.02. No A ency. It is specifically understood and agreed to by and between the parties hereto that: (i) the subject development is a private development; (ii) City has no interest or responsibilities for, or duty to, third parties concerning any improvements until such time, and only until such time, that City accepts the same pursuant to the provisions of this Agreement or in connection with the various Project Approvals or Subsequent Approvals; (iii) Developer shall have full power over and exclusive control of the Project herein described, subject only to the limitations and obligations of Developer under this Agreement, the Project Approvals, Subsequent Approvals, and Applicable Law; and (iv) City and Developer hereby renounce the existence of any form of agency relationship, joint venture or partnership between City and Developer and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between City and Developer. Section 11.03. Enforceability. City and Developer agree that unless this Agreement is amended or terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by any party hereto notwithstanding any change hereafter enacted or adopted (whether by ordinance, resolution, initiative, or any other means) in any applicable general plan, specific plan, zoning ordinance, subdivision ordinance, or any other land use ordinance or building ordinance, resolution or other rule, regulation or policy adopted by City that changes, alters or amends the rules, regulations and policies applicable to the development of the Project Site at the time of the approval of this Agreement as provided by California Government Code Section 65866. Section 11.04. Severabilitv. If any term or provision of this Agreement, or the application of any term or provision of this Agreement to a particular situation, is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining terms and provisions of this Agreement, or the application of this Agreement to other situations, shall continue in full force and effect unless amended or modified by mutual consent of the parties. Notwithstanding the foregoing, if any material provision of this Agreement, or the, application of such provision to a particular situation, is held to be invalid, void or unenforceable, either City or Developer may (in their sole and absolute discretion) terminate this Agreement by providing written notice of such termination to the other party. Section 11.05. Other Necessary Acts. Each party shall execute and deliver to the other all such other further instruments and documents as may be reasonably necessary to carry out the Project Approvals, Subsequent Approvals and this 18 -25- Agreement and to provide and secure to the other party the full and complete enjoyment of its rights and privileges hereunder. Section 11.06. Construction. Each reference in this Agreement to this Agreement or any of the Project Approvals or Subsequent Approvals shall be deemed to refer to the Agreement, Project Approval or Subsequent Approval as it maybe amended from time to time, whether or not the particular reference refers to such possible amendment. This Agreement has been reviewed and revised by legal counsel for both City and Developer, and no presumption or rule that ambiguities shall be construed against the drafting party shall apply to the interpretation or enforcement of this Agreement. Section 11.07. Other Miscellaneous Terms. The singular shall include the plural; the masculine gender shall include the feminine; "shall" is mandatory; "may" is permissive. If there is more than one signer of this Agreement, the signer obligations are joint and several. Section 11.08. Covenants Running with the Land. All of the provisions contained in this Agreement shall be binding upon the parties and their respective heirs, successors and assigns, representatives, lessees, and all other persons acquiring all or a portion of the Project, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions contained in this Agreement shall be enforceable as equitable servitudes and shall constitute covenants running with the land pursuant to California law including, without limitation, Civil Code Section 1468. Each covenant herein to act or refrain from acting is for the benefit of or a burden upon the Project, as appropriate, runs with the Project Site and is binding upon the owner of all or a portion of the Project Site and each successive owner during its ownership of such property. Section 11.09. Notices. Any notice or communication required hereunder between City or Developer must be in writing, and may be given either personally, by telefacsimile (with original forwarded by regular U.S. Mail) by registered or certified mail (return receipt requested), or by Federal or other similar courier promising overnight delivery. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. If given by facsimile transmission, a notice or communication shall be deemed to have been given and received upon actual physical receipt of the entire document by the receiving party's facsimile machine. Notices transmitted by facsimile after 5:00 p.m. on a normal business day or on a Saturday, Sunday or holiday shall be deemed to have been given and received on the next normal business day. If given by registered or certified mail, such notice or communication shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addressees designated below as the party to whom notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been given and received on the date 19 -26- delivered as shown on a receipt issued by the courier. Any party hereto may at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the parties at their addresses set forth below: If to City, to: City Manager City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 Phone: (650) 829 -6629 Fax: (650) 829 -6623 With a Copy to: Meyers Nave 575 Market Street, Suite 2080 San Francisco, CA 94105 Attn: Steven T. Mattas, City Attorney Phone: (415) 421 -3711 Fax: (415) 421 -3767 If to Developer, to: FlightCar, Inc Attn: Kevin Petrovic 277 Broadway Cambridge, MA 02139 Phone: (609) 356 -2107 With Copies to: Duane Morris LLP Spear Tower One Market Plaza, Suite 2200 San Francisco, CA 94105 -1127 Attn: Lock Holmes Phone: (415) 957 -3025 Fax: (415) 358 -5589 Section 11.10. Entire Agreement, Counterparts And Exhibits. This Agreement is executed in two (2) duplicate counterparts, each of which is deemed to be an original. This Agreement consists of 23 pages and two (2) exhibits which constitute in full, the final and exclusive understanding and agreement of the parties and supersedes all negotiations or previous agreements of the parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of City and the Developer. The following exhibits are attached to this Agreement and incorporated herein for all purposes: 20 -27- (a) Exhibit A: Description and Diagram of Project Site (b) Exhibit B: Existing City Fees, Taxes, Exactions, and Assessments Section 11.11. Recordation Of Development Agreement. Pursuant to California Government Code § 65868.5, no later than ten (10) days after City enters into this Agreement, the City Clerk shall record an executed copy of this Agreement in the Official Records of the County of San Mateo. IN WITNESS WHEREOF, this Agreement has been entered into by and between Developer and City as of the day and year first above written. CITY CITY OF SOUTH SAN FRANCISCO, a municipal corporation By: Name: _ City Manager ATTEST: By: City Clerk APPROVED AS TO FORM: By: City Attorney 2274080.10 21 -28- Developer FLIGHTCAR, INC., a Delaware corporation Name: Kevin Petrovic Its: Exhibit A: Description and Diagram of Project Site LEGAL DESCRIPTION OF PROJECT SITE The leasehold estate in the real property in the City of South San Francisco, County of San Mateo, State of California, described as follows: 1.1 acres of real property located at 323 South Canal Street, South Sane Francisco, California, encompassing the following two parcels: 1) PARCEL 4 OF PARCEL MAP SOUTH LINDEN TRACT NO. 1, WITH ASSESSOR PARCEL NUMBER 014 - 092 -110, RECORDED IN VOL. 6, PAGE 2 ON AUGUST 2,1968; AND, 2) l 8' BY 462.82' PARCEL 12, '%-ITH STATE BOARD EQUALIZATION NUMBER 872- 41 -18C, RECORDED IN VOL. 51, PAGE 46. O I° M ° DIAGRAM OF PROJECT SITE O O' ¢ swat I PAWL s- Y 81W Kw- N MARE O I° M ° DIAGRAM OF PROJECT SITE lids AW s v u PAR= Miff MY .l & P"M AMP KX d f I! . AMM AMP MX all /�HAAk�L AIM. ANIf..� N 'C/Tr or som SAN pmvx/=' . 22 -29- AMU e I AWM J (Olt WI . lids AW s v u PAR= Miff MY .l & P"M AMP KX d f I! . AMM AMP MX all /�HAAk�L AIM. ANIf..� N 'C/Tr or som SAN pmvx/=' . 22 -29- EXHIBIT B Existing City Fees, Taxes, Exactions, and Assessments Developer agrees that Developer shall be responsible for the payment of the following fees, charges, exactions, taxes, and assessments (collectively. "Assessments "). From time to time, the City may update, revise, or change its Assessments. Further, nothing herein shall be construed to relieve the Property from common benefit assessments levied against it and similarly situated properties by the City pursuant to and in accordance with any statutory procedure for the assessment of property to pay for infrastructure and /or services that benefit the Property. Except as indicated below, the amount paid for a particular Assessment, shall be the amount owed, based on the calculation or formula in place at the time payment is due, as specified below. 1.1 Administrative /Processing Fees. The Developer shall pay the applicable application, processing, administrative, legal and inspection fees and charges, as currently adopted pursuant to City's Master Fee Schedule and required by the City for processing of land use entitlements, including without limitation, General Plan amendments, zoning changes, precise plans, development agreements, conditional use permits, variances, transportation demand management plans, tentative subdivision maps, parcel maps, lot line adjustments, general plan maintenance fee, demolition permits, and building permits. 1.2 Impact Fees (Existing Fees). Except as modified below, existing impact fees shall be paid for net new square footage, if any, at the rates and at the times prescribed in the resolution(s) or ordinance(s) adopting and implementing the fees. 1.2.1 Child Care Impact Fee (SSFMC, ch. 20.310; Ordinance 1301- 2001). If applicable to improvements of the Project, Developer shall pay the City's Child Care Impact Fee, as described in South San Francisco Municipal Code Chapter 20.310. 1.2.2 Public Safety Impact Fee. (Resolution 97 -2012) Prior to receiving a building permit for the Project, if applicable, the Developer shall pay the Public Safety Impact Fee, as set forth in Resolution No. 97 -2012, adopted on December 10, 2012 to assist the City's Fire Department and Police Department with funding the acquisition and maintenance of Police and Fire Department vehicles, apparatus, equipment, and similar needs for the provision of public safety services. 1.2.3 Sewer Capacity Charge. (Resolution 39 -2010) Prior to receiving a building permit for Tenant Improvements for the Project, and if applicable, the Developer shall pay the Sewer Capacity Charge, as set forth in Resolution No. 39 -2010. 1.2.4 General Plan Maintenance Fee. (Resolution 74 -2007) 1.3 User Fees. 1.3.1 Sewer Service Charges (assessed as part of property tax bill) 1.3.2 Stormwater Charges (assessed as part of property tax bill) 23 -30- RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION APPROVING A CONDITIONAL USE PERMIT TO ALLOW AN AUTOMOBILE RENTAL BUSINESS AND PARKING FACILITY AT 323 SOUTH CANAL STREET IN THE MIXED INDUSTRIAL (MI) ZONING DISTRICT WHEREAS, FlightCar, Inc. ( "Applicant ") has submitted an application for a peer -to -peer vehicle sharing business that combines vehicle rental and vehicle parking uses on two legal parcels with the physical address of 323 South Canal Street ( "Project "); and, WHEREAS, Applicant seeks approval of a Conditional Use Permit; and, WHEREAS, approval of the Applicant's proposal is considered a "project" for purposes of the California Environmental Quality Act, Pub. Resources Code § 21000. et seq. ( "CEQA "); and, WHEREAS, the Planning Commission for the City of South San Francisco held a lawfully noticed public hearing on June 19, 2014 to solicit public comment and consider the CEQA determination, proposed entitlements and take public testimony, at the conclusion of which, the Planning Commission recommended that the City Council approve the Conditional Use Permit and Development Agreement; and WHEREAS, the City Council has reviewed and carefully considered the Project and related Project documents at a duly noticed public hearing held on July 9, 2014, and because the Project involves only a minor change in land use with no additional construction, the City Council determines that the Project is categorically exempt from environmental review under the provisions of CEQA, pursuant to CEQA Guidelines Section 15301 — Class 1: Minor Alteration to Existing Facilities, as an objective and accurate determination that reflects the independent judgment and analysis of the City in the discussion of the Project's environmental impacts; and, WHEREAS, the City Council held a duly noticed public hearing on July 9, 2014 to solicit public comment and consider the proposed Conditional Use Permit and take public testimony. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §21000, et seq. ( "CEQA ") and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Project application; Applicant's plans and supporting documents, as prepared by Group 4 Architecture, dated April 24, 2014; all site plans, and all reports, minutes, and public testimony submitted as part of the Planning Commission's duly -31- noticed June 19, 2014 meeting, and Planning Commission deliberations; all reports, minutes, and public testimony submitted as part of the City Council's duly noticed public hearing on July 9, 2014, and City Council deliberations; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the City Council of the City of South San Francisco hereby finds as follows: A. General Findings 1. The foregoing recitals are true and correct. 2. The Exhibits attached to this Resolution, including the Draft Conditions of Approval (Exhibit A), and the Applicant's Plans and supporting documents (attached as Exhibit B) are each incorporated by reference and made a part of this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. 4. The City Council, exercising its independent judgment and analysis, finds that the Project is categorically exempt from environmental review pursuant to CEQA Guidelines Section 15301 — Class 1: Minor Alteration to Existing Facilities. B. Conditional Use Permit 1. The proposed peer -to -peer vehicle sharing use (vehicle rental business and private parking) is allowed within the Mixed Industrial (MI) Zoning District based on the Chief Planner's authority to assign a land use or activity to a classification that is substantially similar in character in cases when the specific land use or activity is not defined. The proposed business described in the application is not specifically defined in the Zoning Ordinance or listed as an allowable or conditional use in the Mixed Industrial Zoning District. Consistent with SSFMC Section 20.112.002, the Chief Planner has determined that the proposed use is substantially similar in character to automobile /vehicle rental and parking (public or private), which are uses that are allowed in the MI zoning district, with approval of a Conditional Use Permit. 2. The proposed use is consistent with the Mixed Industrial General Plan land use designation. This designation allows for a wide range of uses including manufacturing, industrial processing, general service, warehousing, storage and distribution, and service commercial uses. The site is located within the Lindenville planning sub -area and is consistent with guiding policy 3.2 -G -3, which states a policy goal to "Enhance the appearance of the area by undertaking streetscape and other improvements" since the proposal includes minor -32- landscaping and signage improvements to the front of the building. The project is also consistent with the guiding and implementing polices of the Lindenville planning sub -area by re- developing and improving an existing site. 3. The proposed use will not be adverse to the public health, safety, or general welfare of the community or detrimental to surrounding properties or improvements given that Applicant would utilize the current site with no building expansion or construction and the proposed use would not be disruptive to the surrounding area. With approval of a Conditional Use Permit, the proposal is consistent with the Zoning Ordinance and General Plan and would provide a commercial service to the City. In addition, Staff has incorporated specific Conditions of Approval for the proposed use that would minimize any adverse safety or land use impacts on the surrounding area. 4. The proposed use complies with design and development standards applicable to the Mixed Industrial Zoning District because the proposed use would not alter the existing building and would make minor improvements to the exterior appearance of the building to comply with landscaping requirements. Since this proposed use would function as a vehicle rental and parking facility, the Engineering Division and Fire Marshal have reviewed and approved the proposed parking configuration, which meets applicable standards. 5. The design, location, size, and operating characteristics of the proposed use would be compatible with the existing and reasonably foreseeable future land uses in the vicinity because the proposed use would reuse an existing office /warehouse building and parking lot, the building has an adequate parking design, and vehicles would not be stored within the public right -of -way or be visible from the street. The proposed use would not alter the existing building in a way as to preclude future compatible uses. 6. The site is physically suitable for the type, density, and intensity of use being proposed, including access, utilities, and the absence of physical constraints, in that the existing access to the site would remain the-same, the existing building and rear parking area would adequately provide the required parking needed to support the peer -to -peer vehicle sharing business, and the site has historically supported similar uses. Given the location of the subject property in the Mixed Industrial Zoning District, adjacent to a transportation company, a commercial laundromat, and abutting manufacturing uses, the proposed use is an appropriate land use and will be compatible with the surrounding area. 7. In accordance with the California Environmental Quality Act, the Planning Commission has determined that the proposed project is Categorically Exempt pursuant to the provisions of CEQA Section 15301 - Class 1: Minor Alteration to Existing Facilities. The project involves a change in land use with no additional construction. Public Works has -33- reviewed the project and has determined that there would be a minimal impact on traffic given the previous fleet vehicle uses that operated at this site (contractor, limo and shuttle service) and that the proposed use would have varying traffic with seasonal traffic peaks that do not generally correspond to traditional peak time traffic based upon the applicant's other site operations. NOW, THEREFORE, BE IT FURTHER RESOLVED that subject to the Conditions of Approval, attached as Exhibit A to this resolution, the City Council of the City of South San Francisco hereby makes the findings contained in this Resolution, and approves a Conditional Use Permit (UPI 4-0001) for the Project. BE IT FURTHER RESOLVED that the approvals herein are conditioned upon the approval and execution of the Development Agreement for the proposed Project. BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. I hereby certify that the foregoing resolution was adopted by the City Council of the City of South San Francisco at the regular meeting held on the 9th day of July, 2014 by the following vote: AYES: NOES: ABSTENTIONS: ABSENT: Attest: -34- City Clerk Exhibit A Draft Conditions of Approval -35- DRAFT CONDITIONS OF APPROVAL P14 -0020: UP14 -0001, DA14 -0001 323 S. CANAL STREET (As recommended by City Staff on July 9, 2014) A) Planning Division requirements shall be as follows: 1. The applicant shall comply with the Planning Divisions standard Conditions and Limitations for Commercial, Industrial, Mixed -Use and Multi - Family Residential Projects. 2. The proposed wall sign and monument sign shown on the project plans dated April 24, 2014, shall comply with the applicable zoning code requirements. Prior to installation of any exterior business signs, the applicant shall secure a Type A sign permit from the City as required per SSFMC Chapter 20.360, and a building permit for the sign installation. 3. The project shall be constructed and operated in a manner in substantial conformity with the plans submitted to the City, dated April 24, 2014. Further, the business shall be operated substantially as outlined in the project description (narrative) provided by the applicant as part of this application and dated April 24, 2014, with no more than a total of 107 parking spaces on -site to be used by applicant, which includes both employee parking and customer parking. Should business operations deviate from the project description (narrative) provided to the City on April 24, 2014, the applicant shall notify the Chief Planner of the proposed changes prior to implementing such changes. If the proposed changes cause the business operations to significantly deviate from the project description, the applicant shall apply for and obtain a Use Permit Modification prior to implementing such changes. 4. The parking lot shall be striped for 107 parking spaces and shall be maintained with a 20 -foot drive aisle around the parking lot, in the configuration, as shown on the project site plan, dated April 24, 2014, including, but not limited to triple stacking in the center of the parking lot. 5. There shall be no parking on the former railroad spur (APN 014 - 092 -220) per SSFMC 20.330.010(E), which prohibits parking on unpaved surfaces. Should the applicant wish to utilize this parcel for parking, the applicant shall notify the Chief Planner of the proposed changes and provide plans for the proposed improvements including but not limited to, grading, drainage, landscaping, paving and parking configuration showing how it would impact and incorporate with the existing parking layout as shown on the April 24, 2014 approved plan set. The Chief Planner shall review the proposed changes to the parking and determine if the changes represent a substantial deviation to the original application and if the applicant shall apply for a Use Permit Modification prior to implementing such changes. Such improvements -36- shall also require necessary grading and/or building permits with review from Water Quality Control staff to determine compliance with the C.3 storm water regulations and from the Fire Marshal to confirm the parking configuration and drive aisle width for engine access. 6. The razor wire at the top of the existing side and rear property line fencing shall be removed prior to issuance of a business license to comply with SSFMC 20.300.005(C)(1), which prohibits the use of barbed and razor wire on fencing. 7. All employee vehicles, vehicles awaiting pick up by applicant's customers, or vehicles left for long -term parking associated with applicant's operation shall be parked in the rear parking lot or within the warehouse; there shall be no parking on the public street or within the public right -of -way. All checking -in and checking -out of vehicles shall be conducted on the subject property, either within the building or in the rear parking lot, but shall not be conducted in the front of the building or within the public right -of -way. 9. No maintenance, repair, or washing of rental and/or parked (stored) vehicles is allowed on -site other than minor repairs and cleaning that is defined as only limited to the following: wiping down cars with a standard glass cleaner, inside and out, patching flat tires, adding air to tires, adding coolant, and the other minor repairs described in the project application materials, dated April 24, 2014. Any maintenance, repairs, and /or cleaning beyond those specific tasks identified in this condition (and by the applicant in the project description dated April 24, 2014) will require a modification to this Use Permit and compliance with other regulations applicable at the time of Use Permit modification submission. 10. Any modification to the approved plans or operation shall be subject to SSFMC Section 20.450.012 ( "Modification "), whereby the Chief Planner may approve minor changes. All exterior design modifications, including any and all utilities, shall be presented to the Chief Planner for a determination. If the Chief Planner determines that a proposed modification is not a minor change, a modification to the Use Permit shall be required. 11. All new equipment (either roof or ground- mounted) shall be screened from view through the use of integral architectural elements, such as enclosures or roof screens, and landscape screening. Equipment enclosures and/or roof screens shall be painted to match the building. 12. The application shall be subject to a six -month and twelve -month review by the Planning Commission from the date operation commences at the project site. Planning Division contact: Tony Rozzi, Associate Planner (650) 877 -8535 -37- B) Fire Department requirements shall be as follows: 1. Modify the fire sprinkler system per NFPA 13 /SSFFD requirements under separate fire plan check and permit. 2. There shall be no refueling or servicing of vehicles, beyond minor maintenance specifically defined as vacuuming, wiping cars down inside and out with a standard glass clearer, patching flat tires, adding air to tires, and adding coolant (as identified in the project description); there shall be no major repairs or sen;ricing done on -site without prior approval from the Fire Marshal and the Chief Planner, which may require that the applicant apply for and obtain a Use Permit Modification prior to conducting repairs beyond those defined in this condition and in the applicant's project description. All buildings shall provide premise identification in accordance with SSF Municipal Code Section 15.24.100. 4. Provide fire extinguishers throughout the building. 5. Provide Knox key box for each building with access keys to entry doors, electrical /mechanical rooms, elevators, and others to be determined. Fire Prevention contact: Luis DaSilva, Fire Marshal (650) 829 -6645 Q Engineering Division requirements shall be as follows: 1. The building permit application plans shall conform to the standards of the Engineering Division's "Building Permit Typical Plan Check Submittals" requirements, copies of which are available from the Engineering Division. 2. The owner shall, at his/her expense, repair any broken sidewalk, curb and gutter fronting the property. 3. Prior to issuance of a business license, the applicant shall provide an on -site directional signage and striping plan for proper circulation of the site to the Engineering and Planning Divisions. 4. The owner shall install a sewer cleanout just behind the property line, per City Standard Details, if no cleanout currently exists. If an existing cleanout is non- compliant or damaged, it shall be replaced. The sewer lateral for the secondary unit must connect with the existing sewer lateral upstream of the property line cleanout. All work shall be accomplished at the applicant's cost. -38- 5. Any work performed in the City's right -of -way shall require an encroachment from the Engineering Division. The owner shall apply and pay all fees and deposits for the encroachment permit. Engineering Division contact: Sam Bautista, Principal Engineer (650) 829 -6652 D) Police Department requirements shall be as follows: The applicant shall comply with the provisions of Chapter 15.48 of the Municipal Code, "Minimum Building Security Standards" Ordinance revised May 1995. The Police Department reserves the right to make additional security and safety conditions, if necessary, upon receipt of detailed / revised building plans. 2. The building shall be equipped with a burglary alarm. 3. The building shall be protected by a central station silent robbery alarm. 4. Building entrances and cashier area shall be monitored by a closed circuit television camera system. Recordings must be maintained for a period of no less than 30 days. These cameras will be part of a digital surveillance system, which will be monitored on -site and accessible on the World Wide Web. This system must be of adequate resolution and color rendition to readily identify any person or vehicle in the event a crime is committed, anywhere on the premises. 5. Commercial establishments having one hundred dollars or more in cash on the premises after regular business hours shall lock such money in an approved type money safe with a minimum rating of TL -15. Police Department contact: Sergeant Bruce McPhillips (650) 877 -8927 E) Building Division requirements shall be as follows: 1. Provide ventilation of drive through storage area. 2. Provide the location of the accessible path into the building. 3. The office spaces cannot exit through the storage area as shown. 4. The separation between the office and S -2 occupancy shall not be less than 1 hour construction. 5. Provide the area increase calculation for frontage the increase in area is incorrect. -39- 6. All Building Division comments are preliminary; additional comments may be generated during plan review upon submittal of a building permit. (Building Division contact: Jim Kirkman, Chief Building Official at (650) 826 -6670) F) Water Quality Control requirements shall be as follows: Applicant needs to show where vehicles are being wiped down. 2. As per the project description (narrative) there shall be no on -site car washing. All vehicles will be taken off -site to an approved car washing facility. Any future plans to install car washing facilities at this location will required prior approval by the City and an amendment to this Conditional Use Permit. There shall be no car washing within the public right -of -way. 3. If fire sprinklers in the building are modified, fire sprinkler test drain must be connected to the sanitary sewer. 4. If applicant is planning on modifying the grass area on the lot they must notify the Environmental Compliance Program in writing at least 30 days prior to modification. Water Quality Control contact: Rob Lecel or Andrew Wemmer (650) 877 -8555 -40- 2293367.1 Exhibit B Applicant Prolect Plans and Supplemental Documents -41- 323 South Canal Street — Project Description FlightCar is tremendously excited to work with the City of South San Francisco on this site — 323 South Canal St. Our business has been growing dramatically since it was first started in February 2012, and we feel that this new site will allow us to operate at a scale which will make the business efficient and viable. FlightCar is the world's first peer to peer car sharing company to operate exclusively near airport locations. We allow vehicle owners to park their cars with us for free while they are away. We then take those same vehicles and rent them to other travelers while the owner is gone. The owner gets free parking and can also make money depending on their car age and type, and the renter gets a much better value rental. We also insure all transactions, ensuring a hassle and risk free experience for the car owner. FlightCar is essentially a third generation car sharing service. ZipCar (recently acquired for $500m by Avis) is what we call a first generation service —they own their own fleet of vehicles, which are rented out on an hourly basis. RelayRides and Getaround, (each valued at $50M +) are "second generation" — they do the same type of hourly rentals but they don't own their own vehicles — instead, they rely on vehicle owners to "list" their vehicles online for others' use. FlightCar likewise does not own any of its own vehicles but instead of doing hourly rentals, it does multi-day rentals at airports. Owners drop their cars off at the parking facility and are taken to the airport. Renters are picked up from the airport and brought to their car. The same processes also happen in reverse. RelayRides and ZipCar are currently moving into the airport sharing space, signaling the potential in the market. FlightCar is currently far and away the market leader in the segment. FlightCar currently operates with 3 different "models ". The "standard" program and is used by the vast, vast majority of people use right now. This is where people get free parking and then make a small amount of earnings if the car is rented. The "monthly" program is an option for people who live in urban areas (at this location, mostly SF). They give us their car on a long term basis if they don't use it (There is actually a large amount of people who simply park their cars in monthly garages). Here, we will pick up the car from the owner and do all the work renting it out for them - until they decide they need the car back. The owner gets 4 free rental days per month if they need a car during their participation in the program. The "business" program, just launched earlier this month, is aimed primarily at people who expense their parking to their company. For those customers, we will charge them a parking fee ($15 per day at this location) per day to park at our .lot, but when their car is rented, we will pay them up to bx as much as they would normally earn through the standard program, It delivers more value for the business traveler. It is possible, and indeed likely, that these models will be tweaked and changed over time to make sure we are delivering the services our users want, but we would not anticipate a major deviation from the current operation type. This site in South San Francisco would provide a great leap forward for FlightCar in terms of its Bay Area operations. Our current sites in Millbrae and Burlingame have been marred with permitting issues (due to them being located in principally commercial and residential areas), and were not designed for our current volume and growth in mind. This new site is approximately two and a half times larger than the combined existing sites and provides significant infrastructure benefits. -42- FlightCar would look to lease the entire site on an approximately three year term_ Our operation would be 24/7, with peak hours being 5 -7a, l0a -lp, and 7p -1 1p. This is, however, a generalization and different days of the week have different traffic patterns. Holidays and season also have an influence. Minimal activity occurs between 1 a and 4:30a — essentially only customers with significantly delayed flights arrive during these tunes. We would not initially make any renovations, additions, or demolitions to the existing structure as a part of this permit. The smaller western portion of the warehous6 would be used to store equipment and materials, would include a customer waiting am and a training area / employee lounge — all within the existing framework. The joined larger warehouse area on the east side of the property would be used to meet customers (permitting convenient use in spite of any weather conditions). Vehicles would be "checked in" and "checked out" in this area— meaning photos taken, gas /mileage recorded, etc etc before being either parked in the rear parking lot or driven away by customers. The entire paved area of the site would be used for parking customer vehicles. All parking is done "valet style ", meaning that employees park the vehicles. Customers who are dropping off their own car or returning a rental leave their vehicle in a "drop queue" just inside the entrance of the facility (in the warehouse), which would then be parked by our staff. Customers who are picking up a vehicle would have their vehicle brought to them from the parking lot, also in the warehouse. The yard area, which is to be used exclusively for parking, is fully paved except for a narrow strip on the easternmost side of the property, which we not currently proposing to pave as a part of this application. The side gate on the western portion of the property would be mainly accessed when employees drive vehicles in/out of the lot, and also for deliveries. F1iglrtCar generally has 3-4 employees on site during most daytime hours at the current Iocation but as we grow to take full advantage of the site, we would expect to increase this number significantly, to a peak of as many as 20. To take customers to and from the airport, we contract with various third party CPUC licensed local limousine services. We currently have one or two vehicles at a given time (3 at holiday peaks), and these vehicles would also park on site when not in use (i.e. no pending customer pickups or drop -offs). As we grow, again, we expect this number to grow to as many as 6 vehicles. These vehicles would travel to SFO via South Linden Ave, Baden Ave and Airport Blvd and would return largely the same way — via S Airport Blvd, Airport Blvd, Baden Ave, and South Linden Ave. The transport vehicles might occasionally travel to other public transit hubs as well, such as BART and Caltram. We currently have about 60 " transactions" per day at the current site, meaning people who drop off their car, pick up their car, pick up a rental, or drop off a rental. We would also expect this number to grow. you can find attached example traffic reports. In terms of car processing, we are currently proposing to vacuum cars on site as we do at the existing location. The vacuuming would be done in inside the warehouse space — enabling the equipment, car interiors, and staff to stay dry even in adverse conditions. Cars are occasionally also wiped down (inside and outside) with a standard glass cleaner — this does not create any liquid waste product. Cars will be driven off -site at various times, for example to be fueled, washed at an external car wash facility, or to drive customers around to different destinations. We are not currently proposing to wash cars on site as part of this permit. Standard vehicle -43- adjustments may be conducted (such as patching a flat tire, filling air into a tire, adding coolant) on the site as well, but no major repairs or servicing would be done, including anything with significant waste byproduct. In sutnmary- -No building construction on site as part of this plan. - FlightCar is a hybrid car rental and car parking company. -Site use is essentially car parking. Contact for project: Kevin Petrovic kevin@flightcar.com 609 -356 -2107 or 650- 730 -3572 -44- Environmental Supplement #31/32 The project site is located in a heavily industrial area. The land is almost flat with little variance. Little vegetation and animal life is in the area, as the area is highly developed. We could not find any special historical or cultural significance of the site. The only structure on the site is a warehouse -type structure with a corrugated metal exterior. The warehouse is split into 2 sections — an'office area and an open plan warehouse. The surrounding area is characterized by similar warehouses and low concrete buildings. Most sites have large yards in the rear of the site, and in some cases, smaller ones in the front. Buildings generally do not exceed two stories, many are only one floor. Nearby uses include an auto repair shop, laundry/dry cleaner, gas station, and recycling center. There is a large canal running parallel to the (aptly named) Canal St. -45- -4.7- r�.: '.�. } ` �, �r+ `�� Y ���:F k #�` :�. ,, i. i �. ,ti 'L ',� 1 r' -, �� •' � }, ,� ''� � 4 Y� sa ' ',.r; , r r s s � 1 _8�� r w ¢ §S c z pz goo mm fC °t W W � z u �� win � rL 6 3QjFF< m n ■e n �p�j oaem <C Z ?pQq znQs " R b Q �i iZ ii Zo C .^ g=N m 11yy OR RRm WZ° 8 y @1515, 8 W _q- M � Zis F6� 6O WW YS2 qI ooY ��1� Zu rc � 0� 5 d R 6� W� V � � U1�F1o[� d % O2 g 1l.� 1 C� V a d N a • ce N d0 U I. o Q u F- V t in LL 'vZ 2 �o u LL -3 �a Z z O N CL c-a aCmni CzzC ZO PEE o °a20W< ZW �KaSWS22� �W�y�J z[z[�2 �rjjjs�� SSm�zg � <3�p�g uw��g Z�v Z OF�Z� Fgez HIM M. y c�GGB11S � I iIW?z 9, Ii HE Z� m p adz z f9 lass �� sag 0,11 Mass W aH oW aC _ ul Sff r.e.en� �� �W Fm W 8 :@ AMIDE �� �� l W Mog III 0 a= r Ic life flee B F g : s_IA" Z yJ W r df -49- 2 z •+.•. ..twa. cwmr•tna - x�l>' "'�""`� s�r_�nv+:xx�1A �+ .*r5a Mx wwnlq ai W +Z �0NO, •N Zu �; `gym CJ aga 7 Z 2 � � � • < W N CANAL ST. ;�✓ - T .CANAL ST. . a y :a f`r ..e.{ r; 2 W in d , Si J• Li .. -50—r,IAP!:..if.'•.' ,4 IAI tl•Irltl� vM::t•. ,�'fµ}• r16�tl•r.. q sir �+ • awrn �: ni wN Ma � �� v;. I an 1'> s»sr�. • }:�;Mx +7c�ntl1 w o o0y N m a g t 5Z �N U� V W a E a r; 2 W in d , Si J• Li .. -50—r,IAP!:..if.'•.' ,4 IAI tl•Irltl� vM::t•. ,�'fµ}• r16�tl•r.. q sir �+ • awrn �: ni wN Ma � �� v;. I an 1'> s»sr�. • }:�;Mx +7c�ntl1 w 4 V O < a 1� lug 1{ < < S. CANAL ST. Ut 0 —$1— I.y.�.w- �.ra.f: Nen -uud'J R.n'"fa.M rw Mwo-wne].sn h'a- ree.�Iyl lo`�.,��,c •srA rvrunt. In �+ +u p„o RIM ` z z z C4 ( m V _ o _ Z _ got n w Z z J 3 S. CANAL ST. L------ - - - - -- J- T--- - - - - -� i I 1' I f__� I � , } ---- -- j uj \ R.: s I z 0 —52— )OF a•wxl:l lMx�evq�. e.r:A�Muwxd d:w u :kla�t f•.�v.',x's�ryx•rw.�auiFi ,�48u U, Q 2 7 cq LL Sis 99 S. CANA ST. t4 E. abi i IS o �X% ag 51 XV 19 :!4 r " eD II jj.=6111,111,01 —53— -wv*l i � ZO lag fig dig E. abi i IS o �X% ag 51 XV 19 :!4 r " eD II jj.=6111,111,01 —53— -wv*l � z z � m - � � � � S °z m '� WAiF�=MO�pSWa! WIl df -54- pr . .rniw.n:: wwwld a. .y ., s. hw*. r�•s- ...aa, •n �dw. rj -55- u, ".ewre�m �ru l.r+ -xr r:: gy1�6y s,a r:- wr:gra a+x4A 1- �Wnl''..i.�w }M:4 FNkl.,J sr r +U u w z � •,K ��� ' <so� � .s Aga.. ,.. z o N �e V U' <aen n U LL �� W tA Q z V m: - g g a d 1C., -56- a I �a3 a� o . 5 axe >s�� t"261 ii +u wove. q S � J H Me MIR i QQ gills 81 < d d G w j Id 1a � :s R d d a lei d� R RR R $$ R 8 R ® IN Ut 3 x w19 �1 _ e Ili l N 1 411 , I H 1, d d w d d 6 R N -57- F w w zc �i yw� w h I � R pill 11RUH 0 Ill II lwij�I I iefi I s d d d 1 d E s . Mill I OUR a � fir- z4 =oion (.1 .�, u .o nORO N be €ez $ MIN °�� .. ------------------ i F� 1 MIN o I d 0 N N Es 6 fit all -58- _1 lifi fill M Ij I w .4 a c e d e 4 i k fill }a 1. n I I s e Iii I all ll Ila s a -59 -' ., a m � a s z gVj ,31 fF E,;^ ' f w♦ U O q ew ��- 2 a O xr<iia• l9 CV .J LL _1 lifi fill M Ij I w .4 a c e d e 4 i k fill }a 1. n I I s e Iii I all ll Ila s a -59 -' ., a m � a s z gVj ,31 fF E,;^ ' - Al! gig 113$ is I g, I Ai ni Ilk; t. Jill ay 0 51111 2 9 gab: tld < z 5M 0 1 IF z > < 111 5 r. 7 Nu 1-11 51111 2 9 gab: tld < z 5M 0 1 IF z > < 111 5 r. 7 Nu r• W +u .Ilik z !u C5 ga i z Y s u< ci < n d r U IL lK 5 _ Whs ROM i� FIR! K Lehi 19 R� • .. s o ©coo0oao:- ;:11.= 1Ir= ?I6 =1Ic. IF.� AP uj J Zh /J 6b T -61- 000000 0000 I Fill 11 A O 0000000 O v 3 (� n 'P1g 'PillR 55 . Y . Q O s °'R ' fig d . g _i 000000 0000 I Fill 11 A O 0000000 O v 3 (� n 'P1g 'PillR 55 . Y . Q O s °'R ' fig f W t 2 U W'C K C_ �w z Z a�WS o { U. m�8 4 Mob �a'S+gN �?s, � 5q eLj�j � .�JS � ., i •. � 1 Lk kitililli Was _ ISO 9�tl erE p4 q -62- H Planning Commission LIFOR Staff Report DATE: June 19, 2014 TO: Planning Commission SUBJECT: Conditional Use Permit and Development Agreement to allow an automobile rental business and parking facility at 323 South Canal Street in the Mixed Industrial (MI) Zoning District in accordance with SSFMC Chapters 19.60, 20.110, 20.460 and 20.490 and determination that the project is categorically exempt from CEQA. Applicant: FlightCar Inc., Kevin Petrovic Property Owner: Anh H. Chang Site Address: 323 S. Canal Street (APNs 014- 092 -110 & 014 - 092 -220) Case Nos.: P14 -0020: UP14 -0001, DA14 -0001 RECOMMENDATION That the Planning Commission adopt a resolution making findings and recommending that the City Council approve a Conditional Use Permit and a Development Agreement to allow an automobile rental business and parking facility at 323 South Canal Street in the Mixed Industrial (MI) Zoning District. BACKGROUND The Project Site ( "Site ") is located at 323 South Canal Street, between South Linden and South Maple Avenue in the Mixed Industrial (MI) Zoning District. The Site is comprised of two separate parcels under the same ownership that total 58,102 square feet. The eastern (smaller) parcel (APN 014 - 092 -220), formerly a railroad spur, is 18 feet wide by 456 feet long and is currently unimproved with grass and gravel. The applicant will utilize only the main parcel (APN 014 -092 -110) for the proposed use, primarily because there are no intended improvements for the former railroad spur and SSFMC Section 20.330.010(D) prohibits parking on unpaved surfaces. The Site currently contains a single story warehouse/office building at the front of the Site, with a paved parking lot at the rear that is accessed from a driveway along both sides of the building. The surrounding uses include a transportation company (limousine /shuttle bus storage), a commercial laundromat, a painting contractor and other industrial type uses including automobile repair services and warehousing. The former tenant at 323 South Canal Street was a roofing supply company. Other previous tenants included a limousine company, Super Shuttle, and a contractor. DISCUSSION The applicant ( "FlightCar ") is requesting approval of a Conditional Use Permit for a peer -to -peer car sharing business (See business narrative, attached to the draft Resolution as Exhibit Q. Based on fM9 STAFF REPORT SUBJECT: 323 South Canal Street - FlightCar DATE: June 19, 2014 Page 2 applicant's business description, and confirmation from staff, the business proposes to operate as a hybrid vehicle rental and vehicle parking use. FlightCar focuses its operation near airports and provides their customers with free parking while they are traveling, in exchange for allowing FlightCar to rent that vehicle to other arriving travelers for a set period of time. FlightCar's rental operations are unique. FlightCar does not own or operate its own fleet. Instead, they act as a third party agent to facilitate car sharing between private parties that are traveling. As described in the business narrative, a customer books a rental car on -line using FlightCar's website and at the designated time, FlightCar picks -up that customer at the airport and takes them to the FlightCar facility where a car is waiting for the customer to use. This car is actually a priv ate vehicle whose owner contracted with FlightCar to leave their vehicle under FlightCar's control while traveling in exchange for free parking and a share of the rental income, which is determined by the model and age. Although FlightCar does not own any of the vehicles rented, they pre - screen all renters and include additional insurance up to $1M for accident liability. While the main customer base for this use is airport travelers, it could also be used by other customers that wish to rent a vehicle or park an unused vehicle. A brief summary of all the programs that FlightCar intends to offer is as follows: Standard Program The standard program, as described above, is the most popular with customers and offers free parking and a small amount of money based on miles driven during the time their car is rented. Monthly Program The monthly program is an option for customers who live in urban areas and who do not regularly use their cars. The program targets those who are willing to rent/park their car on a long term basis (rather than pay for a monthly garage or park on public streets). FlightCar will pick up the car from the owner and will do all of the work renting out the car for whatever duration the owner has agreed upon, until they need their car back. The car owner is offered four (4) free car rental days per month if they do need a car during the time period in which they are participating in the monthly program. Business Program The business program is the newest derivative of the business model and was just recently launched. It is aimed primarily at people who expense their parking to their employer. With this program, customers are charged a daily parking fee ($15 per day) to park their car at the FlightCar facility. When the car is rented out, FlightCar will pay them up to six times as much as they would normally earn through the standard program. FlightCar acknowledges in their application material that as their business grows and changes, the above described programs could be modified over time to ensure that they are delivering the services their users want. They do not anticipate major deviations in operations, however. -64- STAFF REPORT SUBJECT: 323 South Canal Street - FlightCar DATE: June 19, 2014 Page 3 The applicant plans to initially use the site as -is with very little modification. Currently, only minor upgrades to the front of the property, including additional landscaping and signage are proposed. The existing perimeter fence along the side and rear property line has razor wire — a prohibited fencing material per SSFMC section 20.300.005 — and it will be removed by the applicant. The existing building is one story and contains several offices, restroom facilities and a warehouse. No changes to the floor plans are contemplated. The office space would be utilized for a reception and customer waiting area, employee training area and employee lounge. - The warehouse would be used as a "drop queue" for the facility, where cars can be checked in and out. All parking would be done by FlightCar staff, so the parking lot would be exclusively utilized by employees. Cars would be brought into the warehouse for processing, which would include vacuuming and wiping down the cars with a standard glass cleaner. There are no car washing facilities on the property and none are proposed at this time; any car washing would be done off -site. The west side driveway would be the primary driveway used by customers. The east side driveway could only be utilized if the applicant gets City approval to pave and park on the eastern parcel (railroad spur), which is not currently proposed or planned. Minor maintenance may also occur within the warehouse as detailed in the business narrative provided by the applicant, including patching flat tires, adding air to tires, and adding coolant, but there would be no major repairs or. servicing done otherwise. Minor vehicle repair is a permitted use within the Mixed Industrial (MI) zoning district, although in this case, the vehicle repair component would be an ancillary use to the primary business operation. The applicant proposes to operate 24 -hours a day, seven (7) days a week. Given varying travel schedules and higher usage during the holiday season, the peak hours could vary significantly from day to day. In general, the peak hours of operation expected are 5:00 AM — 7:00 PM, 10:00 AM - 1:00 PM, and 7:00 PM - 11:00 PM. Based on current operations, there is minimal activity that occurs between 1:00 AM and 4:30 AM. FlightCar would have three (3) to four (4) employees on average, but as the business grows it is anticipated that this number could increase to twenty (20) employees. GENERAL PLAN CONSISTENCY The General Plan land use designation for the subject property is Mixed Industrial, which allows for a wide range of uses including manufacturing, industrial processing, general service, warehousing, storage and distribution, and commercial service uses. The site is located within the Lindenville planning sub- area and is consistent with guiding policy 3.2 -G -3, which states "enhance the appearance of the area by undertaking streetscape and other improvements." The proposal does include improvements to the front of the building with the addition of landscaping and signage, which is an incremental improvement for the property. The project is also consistent with the guiding and implementing polices of the Lindenville planning sub -area by redeveloping and improving an existing site. ZONING CONSISTENCY Conditional Use Permit The property is zoned Mixed Industrial (MI) which requires a Minor Use Permit (MUP) for AutomobileNehicle Rental, and a Conditional Use Permit (CUP) for public or private parking and -65- STAFF REPORT SUBJECT: 323 South Canal Street - FlightCar DATE: June 19, 2014 Page 4 prohibits rental car storage. As described above, FlightCar is a peer -to -peer car sharing company, and it proposes to operate as a hybrid car rental and car parking use. The applicant proposes to offer their customers both long -term parking, as well as car rental services. This combined proposal does not clearly fit into any of the existing land use classifications, as car sharing is not explicitly defined in the City Zoning Code. Accordingly, the South San Francisco Municipal Code gives the Chief Planner the following authority: "In cases where a specific land use or activity is not defined, the Chief. Planner shall assign the land use or activity to a classification that is substantially similar in character. Use classifications and sub classifications not listed in the table or not found to be substantially similar to the uses below are prohibited." (SSFMC 20.110.002.) In this particular case, the Chief Planner has determined that the proposed use is substantially similar in character to the following land uses allowed with Use Permits in the MI zoning district: automobile /vehicle rental, which is allowed with a Minor Use Permit; and parking, public or private, which is allowed with a Conditional Use Permit. Subsequently, the proposed application for a peer -to- peer car sharing business that offers automobile /vehicle rental and private parking is possible with approval of a Conditional Use Permit. Required Parking The site proposes a total of 107 parking spaces located in the rear of the parcel. South San Francisco Municipal Code Section 20.330.004 requires Automobile/Vehicles rental uses to provide one space for each 250 square feet of office area and one space for all rental vehicles. Based on this requirement, the following parking calculation applies: Office Space: 17 parking spaces Rental Vehicle: 90 parking spaces (107 total on -site spaces less the required 17 spaces for Office) Because FlightCar operates based on a peer -to -peer car sharing model, there is no fleet of rental cars that FlightCar owns nor is there a specific number of vehicles to calculate for the parking requirement given their limited experience with this business model. Consequently, the actual number of cars being parked and rented from the project site will be limited to the total number of proposed spaces less the office space parking requirement. In this case, no more than 90 rental vehicles may occupy the proposed parking lot configuration under the current parking configuration proposal. This includes the proposed triple- stacked parking layout that would be used by FlightCar employees only, similar to a valet service. Staff has included a Condition of Approval prohibiting cars from being parked on the street or in the front of the property, and requiring that all FlightCar employees and customer cars are parked on -site in the parking lot or within the warehouse area (upon approval from the Building Division and Fire Prevention). The proposed Conditions of Approval also include a provision that prohibits using the warehouse driveway for check -in activities since it would block the public right -of -way. -66- STAFF REPORT SUBJECT: 323 South Canal Street - FlightCar DATE: June 19, 2014 Page 5- Exterior Alterations Both the proposed wall sign (13.44 SF) and monument sign (10.5 SF) comply with the Zoning Ordinance (SSFMC 20.360.008). The proposed square footage of the combined signage would be less than 25 square feet and would be approved administratively as a Type A sign permit. This would also require a Building Division permit for installation. Proposed landscaping would be verified by staff prior to occupancy and business license issuance. DEVELOP1yENT AGREEMENT The applicant and the City have negotiated a Development Agreement ( "DA ") to clarify and obligate Project features as part of the entitlement process. More specifically, the unique circumstances of a hybrid vehicle rental and parking business plan that does not include a corporate fleet of vehicles resulted in an unclear fiscal use of the property located at 323 South Canal Street. Given the City's explicit interest in pursuing and allowing land uses that derive the highest and best use of land and generate positive economic impacts for the community, the applicant has offered the City a Gross Receipts payment equal to 4% of all Gross Receipts generated from vehicle rental and vehicle parking activities. A summary of relevant provision of the DA is below: • Ci1y Fees Fee equal to 4% of all Gross Receipts generated from vehicle rental and vehicle parking activities and related ancillary services. • West Coast Operations Hub Applicant will base its West Coast administrative and operations personnel within the offices located at 323 South Canal Street, as can reasonably be accommodated. This has the intended purpose of recognizing South San Francisco as a collaborative partner with the peer -to -peer sharing economy. Shop South San Francisco Promotion Applicant will initiate and maintain a $5.00 voucher program good for any FlightCar customers to use to explore the local SSF economy. Potential participants include local restaurants, hotels, gas stations and other amenities that may appeal to FlightCar customers. This program would run on a trial period of six (6) months and then be evaluated by City staff and the Applicant to determine program success. The proposed Development Agreement is attached as Exhibit B to the Resolution. Note that following a recommendation by the Planning Commission, the DA will be considered by the City Council for approval. All Planning Commission approvals contemplated by this application would be conditioned upon the approval and execution of the DA. CEOA The Engineering Division has reviewed the Project and has determined that there would be a minimal impact on traffic given the previous fleet vehicle uses that operated at this site (contractor, limo and -67- STAFF REPORT SUBJECT: 323 South Canal Street - FlightCar DATE: June 19, 2014 Page 6 shuttle service) and that the proposed use would have varying seasonal traffic peaks that do not generally correspond to traditional peak time traffic based upon the applicant's other site operations. Therefore, the proposed Project would be categorically exempt from environmental review under the provisions of CEQA (Class 1, Section 15301: Minor alteration to existing facilities) because the project involves a change in land use with no additional construction or changes to typical traffic counts. CONCLUSION Staff is recommending that the Planning Commission adopt the resolution recommending approval of the Conditional Use Permit and Development Agreement. The proposed use, while unique in respect to the business model, is consistent with similar vehicle rental or parking operations and offers the City an opportunity to collaborate with the growing peer -to -peer sharing economy for local economic development. By: Tony Rozzi,AfCP, Associate Planner ATTACHMENTS: 1. Draft Resolution with Exhibits a. Draft Conditions of Approval b. Development Agreement c. Project Plans and supplemental documentation 2286597.1 -68- Excerpt — June 19, 2014 Draft Minutes FlightCar AHN CHANG H /Owner Kevin Petrovic /Applicant 323 S CANAL ST P14 -0020: UP14 -0001 & DA14 -0001 Conditional Use Permit and Development Agreement to allow an auto- rental business and parking facility at 323 South Canal in the Mixed Industrial (MI) Zoning District in accordance with SSFMC Chapters 19.60, 20.110, 20.460 and 20.490 and determination that the project is categorically exempt from CEQA. Chairperson Martin opened the public hearing and called for the staff report. Associate Planner Rozzi presented a brief staff report explaining the peer -to -peer vehicle sharing process of this application and the terms of the development agreement. Staff recommended that the Planning Commission adopt the Resolution recommending that the City Council approve the Conditional Use Permit and Development Agreement for this use. • Commission asked for clarification regarding the recommendation for a maximum of 90 vehicles on -site. Associate Planner Rozzi "responded that there could be many more vehicles rented out but that the maximum number of vehicles parked on -site is 90, in addition to the employee parked vehicles. • Commission asked the applicant for details on the ratio of total vehicles rented out at one time. Greg Johnson, Chief Operating Officer of Flightcar, stated that they work hard to balance but didn't want to give specific figures in an open forum due to competitors. He further explained that the company is currently operating out of 240 Dollar Avenue with a 10 car limit and that they have a storage lot in Burlingame. This site will save a lot of time and labor in shuttling between the sites, relocating and parking vehicles. • Commission asked the applicant for an overview of how the business works. Mr. Johnson responded that the business represents a dual sided market place; those people who want to rent cars and those who want to park their cars. Being in close proximity to the airport, there are many advantages. People wishing to rent their personal vehicle in exchange for free parking go to the website to register; list the vehicle make and model and how long it will be parked; travel to the subject property and get checked in on an iPad; document mileage and any existing damage to the vehicle; take out personal items; and are then driven to the airport. At that point, the vehicle would be taken off -site to get washed and -69- made ready to rent and then returned to the site. The second party (the vehicle renter) inputs information on the website of the type of vehicle they are looking for; pays for the vehicle via the website; notifies FlightCar upon arrival to the airport where a 3rd party (black car service) picks them up and brings them to the facility and the vehicle is prepped for pickup. Revenue is shared with owners both in parking savings and rental earnings. • Commission asked how damages are handled. Mr. Johnson responded that there is a $1 million supplemental liability insurance to protect the owner of the vehicle. • Commission inquired as to what happens if the vehicle breaks down and how many miles can a renter travel in the vehicle. Mr. Johnson stated that the company has a 3rd party roadside assistance vendor. He further explained that owners of the vehicles don't want excessive amounts of miles put on the cars so they have a cap of 100 miles per day with a significant fee for excessive mileage. • Commission asked what happens if a key is lost or forgotten since these are individual vehicles and not fleet vehicles with back -up keys. Mr. Johnson explained that with the modern key design, they would go to the dealer or a locksmith. • Commission asked what 60 transactions per day would create in revenue for the City. Mr. Johnson responded that the revenue to the City should meet or exceed the revenue that the City would achieve with a parking use tax. Mr. Johnson stated that he joined the company because he feels this is a billion dollar idea. He further explained that the City has really worked hard to understand how their business works. Commission inquired whether their company was still operational in Millbrae and Burlingame. Mr. Johnson replied that they were no longer operating in Millbrae and FlightCar only has vehicle storage in Burlingame. He stated that with this application, it makes more sense to have a centralized location and feels that with the relationship being built as well as the Development Agreement, FlightCar would solidify its operation within South San Francisco. • Commission expressed support of promoting business in SSF with "Shop South San Francisco" as part of the Development Agreement. • Commission asked for clarification as to whether a renter has to provide a vehicle to participate. Mr. Johnson responded no and explained that anyone who registers can rent from them. • Commission inquired as to the location of their headquarters. Mr. Johnson responded that Cambridge, Massachusetts is the FlightCar headquarters and that they currently operate in 3 cities - Los Angeles, Boston and San Francisco. -70- • Commission asked about the process to approve potential drivers. Mr. Johnson stated that they do a motor vehicle background check on each renter prior to renting due to the fact that they are taking responsibility for customer vehicles. • Commission asked for clarification as to this location becoming the West Coast Hub. Mr. Johnson stated that since this location has growth potential with sufficient office space, it makes sense for the company to grove in South San Francisco and utilize the subject site. • Commission inquired about the 20 employees' workload /responsibilities. Mr. Johnson explained that the employees will move cars and provide customer service. They need to cover 24 hour each day of the year. There will be a South San Francisco resident managing the business. As the business evolves, this will determine the number of employees needed. Currently, not all 20 employees are necessary at once and generally. there would be 5 -6 employees per shift. • Commission expressed concern with repairs and hazardous waste on -site. Mr. Johnson clarified that there will be no repairs on site. The vehicles will be taken to an authorized mechanic shop. • Commission inquired about the lighting in the area as a public safety issue. Mr. Johnson stated that the transactions would be taken care of inside the building and feels the lighting is adequate. • Commission asked whether they market to private people or corporations. Mr. Johnson stated that business travelers are a large portion of their operation. Customers can save more and earn more money if potentially gone for several weeks to a month rather than a few days. • Commission inquired as to process of approving the vehicles. Mr. Johnson stated that they check to see if wipers and lights are in working order and drive it a short distance. If it doesn't meet standards, they will inform owner that they will take the vehicle this time and let them park for free one time but won't be able to use their vehicle in the future. • Commission inquired about the 3 -year length of the lease on the property and whether they would recover their investment or plan to move to a larger location later. Mr. Johnson a explained that with a business as young as FlightCar, moving is hard and they would prefer to renew a lease. As far as investment recovery, he was not too concerned as they have not put too much into upgrades. Once established, moving would be a less attractive option. The applicant clarified for the record that they have a 5 -year lease. There being no speakers the public hearing was closed. -71- Commission's comments /question: • Commission noted its supportfor the project but would like a 6 -month review. Assistant City Attorney Rosenberg stated that Condition of Approval A.12 requires a 6 -month and 12 -month review. • Commission commended staff for the Development Agreement, but asked if the evolving shared economy and future regulations would affect this proposal. Assistant City Attorney Rosenberg responded that the Development Agreement locks in place the regulations that exist today but there is a provision that if a State or Federal law requires the City to comply, that regulation would supersede the Development Agreement. • Commission is excited and supportive of the concept and the incorporation of technology companies into South San Francisco. • Commission expressed concern that future expansion may have to be considered elsewhere but hopefully, remain in South San Francisco. • Commission was appreciative of the concept since vehicle sharing means fewer vehicles on the road. Motion - -Vice Chairperson Wong /Second -- Commissioner Khalfin: to adopt a Resolution recommending that the City Council approve a Conditional Use Permit and a Development Agreement to allow an automobile rental business and parking facility at 323 So. Canal Street in the Mixed- Industrial Zoning District. Approved by unanimous roll call vote (5 -0). -72- RESOLUTION NO. 2746-2014 PLANNING COMMISSION, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION RECOMMENDING APPROVAL OF A CONDITIONAL USE PERMIT AND DEVELOPMENT AGREEMENT T'O ALLOW AN AUTOMOBILE RENTAL BUSINESS AND PARKINGT!ACILITY AT 323 SOUTH CANAL STREET IN THE MIXED INDUSTRIAL (MI) ZONING DISTRICT WHEREAS, FlightCar, Inc. ( "Applicant ") has submitted an application for a peer -to -peer vehicle sharing business that combines vehicle rental and vehicle parking uses on two legal parcels with the physical address of 323 South Canal Street ( "Project "); and, WHEREAS, Applicant seeks approval of a Conditional Use Permit and Development Agreement; and, WHEREAS, approval of the Applicant's proposal is considered a "project" for purposes of the California Environmental Quality Act, Pub. Resources Code § 21000, et seq. ( "CEQA" )• and, WHEREAS, the Planning Commission has reviewed and carefully considered the Project and related Project documents, and because the Project involves only a minor change in land use with no additional construction, the Planning Commission recommends that the City Council determine that the Project is categorically exempt from environmental review under the provisions of CEQA, pursuant to CEQA Guidelines Section 15301 — Class 1 : Minor Alteration to Existing Facilities as an objective and accurate determination that reflects the independent judgment and analysis of the City in the discussion of the Project's environmental impacts; and, WHEREAS, on June 19, 2014 the Planning Commission for the City of South San Francisco held a lawfully noticed public hearing to solicit public comment and consider the proposed entitlements, take public testimony, and make a recommendation to the City Council on the project. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §21000, et seq. ( "CEQA ") and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Project applications; Applicant's plans and supporting documents, as prepared by Group 4 Architecture, dated April 24, 2014; all site plans, and all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed June 19, 2014 meeting; and any other evidence (within the meaning of Public Resources -73- Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco hereby finds as follows: A. General Findings 1. The foregoing recitals are true and correct. 2. The Exhibits attached to this Resolution, including the Draft Conditions of Approval (Exhibit A), the Development Agreement (attached as Exhibit 13), and the FlightCar Plans and supporting documents (attached as Exhibit C) are each incorporated by reference and made a part, of this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. 4. The Planning Commission, exercising its independent judgMent and analysis, has recommended that the City Council determine that the Project is categorically exempt from environmental review pursuant to CEQA Guidelines Section 15301 — Class 1: Minor Alteration to Existing Facilities. B. Conditional Use Permit 1. The proposed peer -to -peer vehicle sharing use (vehicle rental business and private parking) is allowed within the Mixed Industrial (MI) Zoning District based on the Chief Planner's authority to assign a land use or activity to a classification that is substantially similar in character in cases when the specific land use or activity is not defined. The proposed business described in the application is not specifically defined in the Zoning Ordinance or listed as an allowable or conditional use in the Mixed Industrial Zoning District. Consistent with SSFMC Section 20.112.002, however, the Chief Planner has determined that the proposed use is substantially similar in character to automobile /vehicle rental and parking (public or private), which are uses that are allowed in the MI zoning district, with approval of a Conditional Use Permit. 2. The proposed use is consistent with the Mixed Industrial General Plan land use designation. This designation allows for a wide range of uses including manufacturing, industrial processing, general service, warehousing, storage and distribution, and service commercial uses. The site is located within the Lindenville planning sub -area and is consistent with guiding policy 3.2 -G -3, which states a policy goal to "Enhance the appearance of the area by undertaking streetscape and other improvements" since the proposal includes minor landscaping and signage improvements to the front of the building. The project is also consistent -74- with the guiding and implementing polices of the Lindenville planning sub -area by re- developing and improving an existing site. 3. The proposed use will not be adverse to the public health, safety, or general welfare of the community or detrimental to surrounding properties or improvements given that Applicant would utilize the current site with no building expansion or construction. and the proposed use would not be disruptive to the surrounding area. With approval of a Conditional Use Permit, the proposal is consistent with the Zoning Ordinance and General Plan and would provide a commercial service to the City. In addition, Staff has incorporated specific Conditions of Approval for the proposed use that would minimize adverse safety or land use impacts on the surrounding area. 4. The proposed use complies with design and development standards applicable to the Mixed Industrial Zoning District because the proposed use would not alter the existing building and would make minor improvements to the exterior appearance of the building to comply with landscaping requirements. Since this proposed use would function as a vehicle rental and parking facility, the Engineering Division and Fire Marshal have reviewed and approved the proposed parking configuration, which meets applicable standards. 5. The design, location, size, and operating characteristics of the proposed use would be compatible with the existing and reasonably foreseeable future land uses in the vicinity because the proposed use would reuse an existing office /warehouse building and parking lot, the building has an adequate parking design, and vehicles would not be stored within the public right -of -way or be visible from the street. The proposed use would not alter the existing building in a way as to preclude future compatible uses. 6. The site is physically suitable for the type, density, and intensity of use being proposed, including access, utilities, and the absence of physical constraints, in that the existing access to the site would remain the same, the existing building and rear parking area would adequately provide the required parking needed to support the peer -to -peer vehicle sharing business, and the site has historically supported similar uses. Given the location of the subject property in the Mixed Industrial Zoning District, adjacent to a transportation company, a commercial laundromat, and abutting manufacturing uses, the proposed use is an appropriate land use and will be compatible with the surrounding area. 7. In accordance with the California Environmental Quality Act, the Planning Commission has determined that the proposed project is Categorically Exempt pursuant to the provisions of CEQA Section 15301 - Class 1: Minor Alteration to Existing Facilities. The project involves a change in land use with no additional construction. Public Works has reviewed the project and has determined that there would be a minimal impact on traffic given -75- the previous fleet vehicle uses that operated at this site (contractor, limo arld shuttle service) and that the proposed use would have varying traffic with seasonal traffic pears that do not generally correspond to traditional peak time traffic based upon the applicant's other site operations. C. Development Agreement 1. The Applicant and City have negotiated a Development Agreement pursuant to Government Code section 65864 et seq. The Development Agreement, attached hereto as Exhibit B, sets for the duration, property, project criteria, and other required information identified in Government Code section 65865.2. Based on the findings in Support of the Project, the Planning Commission finds that the Development Agreement is consistent with the objectives, policies, general land uses and programs specified in the South San Francisco General Plan and any applicable zoning regulations. 2. The Development Agreement is compatible with the uses authorized in, and the regulations prescribed for the land use district in which the real property is located. The subject site is suitable for the type and intensity of the land use being proposed. The General Plan specifically supports both proposed uses and the suitability of the site for redevelopment was analyzed thoroughly. 3. The Development Agreement is in conformity with public convenience, general welfare and good land use practice. 4. The Development Agreement will not be detrimental to the health, safety and general welfare. 5. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values. NOW, THEREFORE, BE IT FURTHER RESOLVED that subject to the Conditions of Approval, attached as Exhibit A to this resolution, the Planning Commission of the City of South San Francisco hereby makes the findings contained in this Resolution, and recommends that the City Council adopt a resolution approving the Conditional Use Permit for the Project. BE IT FURTHER RESOLVED that the Planning Commission recommends that the City Council adopt an ordinance approving a Development Agreement between the City of South San Francisco and Applicant (FlightCar, Inc.). BE IT FURTHER RESOLVED that the approvals herein are conditioned upon the approval and execution of the Development Agreement for the proposed Project. -76- BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. I hereby certify that the foregoing resolution was adopted by the Planning Commission of the City of South San Francisco at the regular meeting held on the 19th day of June, 2014 by the following vote: .AYES: Chairperson Martin, Vice Chairperson Wong Commissioner Khalfin Commissioner Ruiz and Commissioner Zemke NOES: None ABSTENTIONS: None ABSENT: Commissioner Giusti and Commissioner Ochsenhirt Attest: Susy in Secretary to the Planning Commission -77- 6/30/2014 323 5, Canal Street Fl ig htCar City Council Hearing July 9, 2 014 -78- Project Location 6/30/2014 Planning Div. 6/3012014 3 ➢ Peer -to -Peer Vehicle Sharing where FlightCar acts as the third party agent for transactions between "customers" > FlightCa.r offers free vehicle parking and a share of rental income to outbound traveling customers in exchange for the right to rent that vehicle to arriving travelers /customers Planning Div. 6/30/2014 4 -79- 2 6/30/2014 Business Operation Epffw arult .. i - -ate i j, _ -� — ' --- z�•... r �l -701 l.._,� �.. - -- --_- Planning Div. 6;30/2014 5 General Plan and Zoning Consistency General Plan Designation "Mixed Industrial" • Allows commercial services where appropriate Fixed Industrial (MI) Zoning District • Vehicle Rentals allowed with approval of a Minor Use Permit • Public /Private Parking allowed with approval of a Conditional Use Permit Planning Div. 6130/2014 6 -80- 3 Parking Wag - - - - -- F,7 \ Planning Div. 6(30/2014 7 Exterior Improvements > Landscaping updates and new irrigation L New Wall & Monument Sign age finished in stainless o ©. v v - Planning Div. 6/30/2014 8 6/30/2014 -81- 4 6/30/2014 Development Agreement Y Fee equal to 4% of all Gross Receipts generated y 323 S. Canal would become the FlightCar West Coast Operations Hub Shop SSF Promotion • $5.00 voucher program, for FlightCar customers to explore local SSF economy Planning Div. 6/30/2014 g Planning Commission Hearing r June 19, 2014 Public Hearing >Recommended approval of the Conditional Use Permit and Development Agreement with FlightCar Planning Division 6/30/2014 10 -82- 5 i< f That the City Council: 6/30/2014 Adopt a Resolution making findings and approving Conditional Use Permit UP14- 0001; and 2. Waive reading and introduce an Ordinance to approve Development Agreement DA14- 0001. Planning Division 6/30/2014 1 1 -83- 6