HomeMy WebLinkAbout1993-119
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RESOLUTION NO. 93 119
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO APPROVING EXECUTION OF A CONFIDENTIALITY AGREEMENT
3 WITH THE SOUTHERN CALIFORNIA GAS COMPANY.
4 WHEREAS, the City has adopted Chapter 3.44 of the San
5 Bernardino Municipal Code, implementing a utility users tax, and
6 derives substantial revenues from its utility users taxes; and
7 WHEREAS, it is prudent and appropriate that the City perform
8 a periodic audit of those persons or entities responsible for the
9 collection andlor payment of utility users taxes to the City; and
10 WHEREAS, in order to conduct a thorough and efficient audit,
11 the City requires reasonable access to certain information,
12 records, and data of those persons or entities responsible for the
13 collection and/or payment of utility users taxes to the City; and
14 WHEREAS, the City's auditing of gas sales of transported gas
15 requires the names and addresses of persons or entities receiving
16 transportation gas, hereinafter "Ce:':"tain Information" which is in
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the possession of The Gas Company; and
WHEREAS,
The Gas Company will proved
this Certain
Information, provided that the City agrees to
maintain the
confidentiality
of
its
customer
information
by executing
appropriate confidentiality agreement(s); and
WHEREAS, keeping such information confidential is authorized
by the provisions of Government Co dB !;6254(i) and !;6254.7(d); aId
WHEREAS, the City has retained the services of Municipal
Resource Consultants (MRC) and Donald H. Maynor (through MRC),
hereinafter "Consultants" to perform such auditing services on
behalf of the City;
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DAB:km[SOCALGAS.RESl
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March 26. 1993
RES 93-119
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NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON
COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City is authorized and directed
to execute on behalf of the City the attached Confidentiality
Agreement (Attachment "A") with the Southern California Gas
Company.
SECTION 2.
Consultants, are designated as authorized
representati ves of the City for the purposes of conducting an
audit of the City's gas utility users taxes, and for the purposes
of receiving Certain Information from the Southern California Gas
Company.
Consultants are hereby authorized to execute the
attached Confidentiality Agreement (Attachment B) with respect to
confidential information to The Gas Company that is received by
Consultants on behalf of the City in connection with its audit
activities.
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AB:km[SOCALGAS.RESl -2- March 26. 1993
RES 93-119
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO APPROVING EXECUTION OF A CONFIDENTIALITY AGREEMENT WITH
THE SOUTHERN CALIFORNIA GAS COMPANY.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
Bernardino at a reqular
day of April
Council Members:
ESTRADA
REILLY
HERNANDEZ
MAUDSLEY
MINOR
POPE-LUDLAM
MILLER
of
\\The foregoing
~o..\\
meeting thereof, held on the 19th
, 1993, by the following vote, to wit:
AYES
NAYS
ABSTAIN
ABSENT
x
x
x
x
x
x
y
C~~~
resolution is hereby approv;~/~~:"
, 1993.) /, /1 ..'
/>/j/ // //" /'
/~_,-;</y V /---1 ~/;o..-----L
W. R~ H lcom , Mayor
City of San Bernardino
d.-\Sb
day
Approved as to
form and legal content:
JAMES F. PENMAN,
City Attorney
By: !L J (/~
o
DAB:km[SOCALGAS.RESl
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March 26, 1993
....
Res 93-119
Confidentiality Agreement
(Attachment "A")
The City of San Bernardin<;>California ("City") has requested the names and addresses
of persons or entities receiving transportation gas ("Information") from Southern California
Gas Company ("The Gas Company") as set out in that formal request dated
("Formal Request"), to which this Confidentiality Agreement is
attached. City requires this Information in order to collect utility users tax ("Tax") from
persons using natural gas within City.
City acknowledges and agrees that the Information requested is confidential and proprietary
to The Gas Company and that The Gas Company is releasing the Information to City in
response to and in reliance upon City's formal request and this Confidentiality Agreement.
Accordingly, City agrees as follows:
I. City will use the Information solely for the purpose of collecting gas utility users taxes
("Taxes") due it pursuant to the Utility Users Tax Law and will use the Information for no
other purpose.
2. City will not disclose the Information to Third Persons (defined below), without the prior
written consent of The Gas Company.
3. City will ensure that all of its officials and employees, who are responsible for and
involved in the collection of the Tax on behalf of the City, are aware of and comply with
the terms and conditions of this Confidentiality Agreement. City further agrees that only
City officers and employees who are responsible for and are involved in the collection of
the gas utility users tax, will be provided the Information.
4. "Third Person," as used herein, include any and all City officers and employees who are
not responsible for, or are not involved in, the collection of the Tax, partnerships,
corporations, firms, associations, agencies, agents, independent contractors, attorneys,
accountants, consultants, news media, courts and other governments and regulatory
agencies. Nothing herein shall preclude City (through appropriate officers or employees)
from contacting the persons named in the Information in order to determine and collect
any Tax due from said person. Third Person shall not include any agent of City authorized
to assist it in collecting the Tax, provided such agent has executed and delivered The Gas
Company's standard Confidentiality Agreement.
- JiliS <1'-119
5. City further agrees that the Information is being provided in reliance upon, and on the
condition that, City maintain the Information as exempt from disclosure under the
California Public Records Act, under the exemptions pursuant to Government Code
Section 6254(e), (i) and any other applicable exemption. The Information shall not be
open to public inspection. In the event City is served with any action to obtain disclosure
of any Information, City shall, at its own cost, take all necessary steps to oppose such
disclosure and City shall, provide immediate notice to The Gas Company of such action,
by telephone, and shall provide written notice to The Gas Company, of such action (with a
copy of the petition), within two business days, via overnight mail or delivery via
overnight courier. Notice shall be delivered to The Gas Company as follows, until City
receives (via a written notice mailed or delivered to the City Clerk) notice of a change:
Southern California Gas Company
555 West Fifth Street
Los Angeles, CA 90013-1011
Attn: Regional Governmental Relations
M.L. 25AO
Telephone: 213-244-2522
6. City agrees and represents to The Gas Company that the terms and conditions of this
Confidentiality Agreement have been approved by resolution of the City Council, duly
adopted at a regular meeting held a certified copy of which is
attached hereto.
7. In the event of any breach or threatened breach of any of City's obligations hereunder, City
agrees that specific performance and injunctive relief are appropriate remedies, as the
damages to The Gas Company are not compensable by monetary damages. In the event
any action is brought to enforce City's obligations hereunder, the prevailing party shall be
entitled to its reasonable attorneys fees and costs.
8. The obligations of City hereunder shall continue for the earlier of five years following
termination of franchise or the date such Information becomes publicly known through no
fault of City.
9. Capitalized terms used herein, but not defined herein, shall have the meanings assigned in
the Formal Request.
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. RES 93-119
Executed
California.
Attest:
'S\\'\\C\;,~
1 \
City of
By:
at~""'~'-',;""'~\~\~G .
azdvL~
CityC~
(atta,ho: 3/93)
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RES 93-119
Confidentiality Agreement
(AttAchment "8")
The City of San Bernardinq California ("City") has requested the names and addresses
of persons or entities receiving transportation gas ("Information") from Southern California
Gas Company ("The Gas Company") as set out in that formal request dated
("Formal Request"), to which this Confidentiality Agreement is
attached. City requires this Information in order to collect utility users tax ("Tax") from
persons using natural gas within City. The City desires to provide this information to
, a ("Consultant").
Consultant acknowledges and agrees that the Information requested is confidential and
proprietary to The Gas Company and that The Gas Company is releasing the Infonnation to
City and Consultant in response to and in reliance upon City's formal request, the
Confidentiality Agreement (Attachment "A") which has been executed by the City, and this
Confidentiality Agreement executed by Consultant. Accordingly, Consultant agrees as
follows:
I. Consultant will use the Information solely for the purpose of assisting the City in
collecting Tax due the City pursuant to the Utility Users Tax Law and will use the
Information for no other purpose.
2. Consultant will not disclose the Information to Third Persons (defined below), without the
prior written consent of The Gas Company.
3. Consultant will ensure that all of its partners and employees, who are responsible for and
involved in the collection of the Tax on behalf of the City, are aware of and comply with
the tenns and conditions of this Confidentiality Agreement. Consultant further agrees that
only Consultant's partners and employees who are responsible for and are involved in the
collection of the gas utility users tax, will be provided the Information.
. RES .93-119
4. "Third Person," as used herein, include any and all of Consultant's partners and employees
who are not responsible for, or are not involved in, the collection of the Tax, partnerships,
corporations, firms, associations, agencies, agents, independent contractors, attorneys,
accountants, consultants, news media, courts, and other governments and regulatory
agencies. Nothing herein shall preclude Consultant (through appropriate partners or
employees) from contacting the persons named in the Information in order to determine
and collect any Tax due from said person. Third Person shall not include City officials and
employees who are responsible for and involved in the collection of the Tax.
5. Consultant further agrees that the Infonnation is being provided in reliance upon, and on
the condition that, Consultant maintain the Information as confidential and exempt from
disclosure under the California Public Records Act, under the exemptions pursuant to
Government Code Section 6254(e), (i) and any other applicable exemption. The
Information shall not be open to public inspection. In the event Consultant is served with
any action to obtain disclosure of any Information, Consultant shall at its own cost, take
all necessary steps to oppose such disclosure and Consultant shall, provide immediate
notice to City and The Gas Company of such action, by telephone, and shall provide
written notice to The Gas Company, of such action (with a copy of the petition), within
two business days, via overnight mail or delivery via overnight courier. Notice shall be
delivered to The Gas Company as follows, until Consultant receives written notice ofa
change:
Southern California Gas Company
555 West Fifth Street
Los Angeles, CA 90013-1011
AUn: Regional Governmental Relations
M.L. 25AO
Telephone: 213-244-2522
6. Consultant agrees and represents to The Gas Company that this Confidentiality Agreement
has been duly executed by an authorized representative of Consultant.
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Rf;S 91-119
7. In the event of any breach or threatened breach of any of Consultant's obligations
hereunder, Consultant agrees that specific performance and injunctive relief are
appropriate remedies, as the damages to The Gas Company are not compensable by
monetary damages. In the event any action is brought to enforce Consultant's obligations
hereunder, the prevailing party shall be entitled to its reasonable attorneys fees and costs.
8. The obligations of Consultant hereunder shall continue for the earlier of five years
following termination of The Gas Company's franchise with the City or the date such
Information becomes publicly known through no fault of City or any Consultant.
9. Capitalized terms used herein, but not defined herein, shall have the meanings assigned in
the Formal Request.
Executed
California.
at
Consultant:
Donald H. Maynor, A Professional Law Corporation
By Donald H. Mavnor
Municipal Resource Consultants
Name ~); rho/AI
Title President
Resource
(a..ehb: 3/93)
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