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HomeMy WebLinkAbout27-Mayor's Office ORIGINAL. CITY OF SAN BERNARDINO—REQUEST FOR COUNCIL ACTION From: Mayor Judith Valles Subject: Resolution of the Mayor and Common Council of the City of San Dept: Mayor's Office Bernardino approving a revised Amendment No. 2 to that certain Loan Agreement by Date: November 28, 2005 and among the City of San Bernardino, the San Bernardino Valley Municipal Water District, and the San Bernardino Regional Water Resources Authority Council Date: December 5, 2005 Synopsis of Previous Council Action: 10/01/01 Approval of Loan Agreement by and among the City, the San Bernardino Valley Municipal Water District and the San Bernardino Regional Water Resources Authority i 10/21/02 Approval of Amendment to Loan Agreement by and among the City, the San Bernardino Regional Water Resources Authority and San Bernardino Valley Municipal Water District. 12/20/04 Approval of Sub-Recipient Agreement by and between the City and the JPA 5/16/2005 Approval of Amendment No. 2 to the Loan Agreement Recommended Motion: Adopt Resolution Signature Contact person: Fred Wilson Phone: 5122 Supporting data attached: Staff Report, Resolution Ward: 1,2 and 3 And Amendment FUNDING REQUIREMENTS: Amount: None by this action. Adoption may delay certain repayments. Source: (Acct. No.) -0- (Aort Descrlpfinn) -0- Finance: Agenda Item No. a7 IF �a-1 s os 1 1 CITY OF SAN BERNARDINO—REQUEST FOR COUNCIL ACTION Staff Report Subiect Resolution of the Mayor and Common Council of the City of San Bernardino approving a revised Amendment No. 2 to that certain Loan Agreement by and between the City of San Bernardino, the San Bernardino Valley Municipal Water District, and the San Bernardino Regional Water Resources Authority. Background On October 1, 2001, the City entered into a loan agreement with the JPA (the San Bernardino Regional Water Resources Authority) and with Valley (the San Bernardino Valley Municipal Water District). The City and Valley each agreed to loan an amount not to exceed $600,000 to the JPA for the purposes of paying fees and for the expense of consulting work by EEK. On October 21, 2002, Amendment No.l was approved which provided for an additional loan of $250,000 each. It also added the costs of preparing an Environment Impact Report to the scope of work. This produced a total loan of$850,000 from the City. On May 16, 2005, the Mayor and Council adopted Resolution 2005-127, which authorized the execution of Amendment No. 2. This Amendment would commit the City and Valley, upon the JPA's written request, to re-loan funds received back from federal grants and other sources pursuant to the Sub-Recipient Agreement and Grant Allocation Agreement approved in late 2004. The total principal loan amount would remain limited to $850,000 at any point in time. Prior to consideration by the Mayor and Council, Amendment No. 2 had been reviewed by Valley staff, and staff from both agencies recommended approval by their respective governing bodies. However, at its June 1 Board meeting, Valley's board did not approve Amendment No. 2 in the same form as was approved by the Mayor and Council. The Board approved the amendment subject to deletion of language in section 4 that stated: "It is understood that future specific Project-related tasks with respect to (i) the North Lake Project only will be funded directly by the District, and (ii) the South Lake Project only will be funded directly by the City, including, but not limited to, relocation, planning, NEPA analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively." According to Valley staff, the Board was concerned that this language could indicate to some that the City did not support the lake project, and that was not the intention of Amendment No. 2. Since both parties to the amendment did not approve the same document, Amendment No. 2 did not take effect. In the meantime, invoices for the JPA's management, legal, and other expenses remain unpaid. It is now recommended that the Mayor and Council approve a revised Amendment No. 2. Other than a change to the first paragraph in Section 4, Amendment No. 2 contains the same language as was approved in May. The amendment still provides beginning July 1, 2005, loan proceeds may only be used for the purposes of paying fees and authorized expenses of a project manager, legal counsel, office expenses, etc., as indicated in Section 4, page 3 of the Amendment as follows: Project manager services: $60,000 Routine legal services: 24,000 Audit services: 5,000 Office expenses: 5,000 Other misc expenses: 6,000 Total FY 05-06 Budget: $100,000 These expenses are limited to a total of$100,000 for FY 2005-06, of which the City's loan share would be 50% ($50,000). In subsequent years, the Authority will be required to adopt an expenditure plan that similarly limits expenses. Additionally, the Amendment still provides funds to be used to pay for other invoices that remain outstanding through the end of FY 04-05. These expenses are primarily consultant fees, management, and legal services related to the EIR. Going back to July 1, 2005, any expenses other than those included in the expenditure plan, and which the Authority desires to pay with loan proceeds, would require approval of the Mayor and Council before drawing down loan funds for those purposes. The new language in Section 4, which replaces the original language to which the Valley Board objected, reads as follows: "It is understood that future specific Project-related tasks with respect to (i) the North Lake Project will be the primary responsibility of the District, and (ii) the South Lake Project will be the primary responsibility of the City, including, but not limited to, relocation, planning, NEPA analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively. The parties recognize that the City remains committed with its support for the North Lake Project to be undertaken by the District, and the District remains committed with its support for the South Lake Project to be undertaken by the City. Nothing contained herein shall prevent the parties, together with the Authority, from jointly applying for, receiving, and using for the payment of Project costs such grant funds, bond proceeds, and other jointly obtained funding sources as the parties may so obtain." It is staff's view that this new language addressed Valley's concerns, while not altering the intent or meaning of Amendment No. 2. Financial Impact Assuming that all funds allocated in the first three federal grants are eventually received, the amount repaid to the City would total $689,600, which equals 50% of the grant allocations (not including the new FY 2006 earmark). Assuming expenses anticipated through June 30, 2006, and if all 2003-2005 Federal funds were to be received during the fiscal year, the JPA's debt to the City on June 30, 2006 would be approximately as follows: Current outstanding loan balance: $ 850,000 Anticipated reimbursements through Grant Allocation Agreement with Valley: (689,600)* City's share of expenses 4/1/05 —6/30/06: 73,000 Total loan balance on 6/30/06: $ 233,400 *Note that at this time, it is unknown if all grants will be drawn down by the end of the FY 05-06 fiscal year, so the actual loan balance on this date may be higher. Grant reimbursements will take place as Valley incurs eligible expenses and is able to draw down federal funds. Staff will also continue to pursue reimbursement of the City's costs through future federal grant funds. Recommendation Adopt resolution. O D 1 RESOLUTION NO. RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED AMENDMENT ' NO. 2 TO THAT CERTAIN LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN BERNARDINO VALLEY 4 MUNICIPAL WATER DISTRICT, AND THE SAN BERNARDINO 5 REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING RESOLUTION NO. 2005-127. 6 7 WHEREAS, the City of San Bernardino, California (the "City'), is a charter city, duly g organized and existing pursuant to the provisions of the Constitution of the State of California; 9 and 10 WHEREAS, the City, the San Bernardino Valley Municipal Water District (the 1l "District") and the San Bernardino Regional Water Resources Authority (the "Authority") 12 heretofore entered into that certain 2001 Loan Agreement dated as of October 1. 2001 (the C) 13 "Loan Agreement"), pursuant to which each of the City and the District agreed to loan to the 14 Authority an amount not to exceed Six Hundred Thousand Dollars ($600,000.00) for the 15 purposes of paying the fees and authorized expenses of the Initial Consultant; and 16 WHEREAS, the City, the District and the Authority heretofore entered into that certain 17 Amendment No. 1 to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which 18 each of the City and the District agreed to loan to the Authority an amount not to exceed an 19 additional Two Hundred Fifty Thousand Dollars ($250,000.00) for the purposes of paying the 20 fees and authorized expenses of the Initial Consultant and the next phase in the development 21 and implementation of the Project as redefined by the Authority, to wit: the preparation of an 22 Environmental Impact Report ("EIR") in accordance with the California Environmental Quality 23 Act, as amended and the Guidelines established thereunder; and 24 WHEREAS, the Authority retained the services of a firm to assist the Authority in the 25 preparation of an EIR (the "EIR Consultant"); and Jgwk 4831-1871-7440.1 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED 2 AMENDMENT NO. 2 TO THAT CERTAIN LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN 3 BERNARDINO VALLEY MUNICIPAL WATER DISTRICT, AND THE 4 SAN BERNARDINO REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING RESOLUTION NO. 2005-127. 5 WHEREAS, upon repayment, in whole or in part, and from time-to-time of the amounts owed 6 by the Authority to the City and the District, the City and District hereby commit to re-loan 7 additional funds attributable to repayments received from such appropriate federal grant funds s only, on an equal oasis, to the Authority, so long as the total principal amount as so loaned and 9 outstanding at any one time, plus any remaining balance so owed to City and District by the 10 Authority never exceeds Eight Hundred Fifty Thousand Dollars (5850,000) in principal at any 11 point in time for either the City or District. 12 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON 13 COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 14 Section 1. The Mayor and Common Council hereby approves Amendment No. 2 15 attached hereto as Exhibit "A". The Mayor of the City of San Bernardino is hereby authorized 16 and directed to execute Amendment No. 2, together with such technical and conforming 17 changes as may be approved by the City Attorney. 1Q Section 2. Resolution No. 2005-127 is hereby repealed. 19 20 21 22 23 24 25 '9 4831-1871-7440.1 -2- I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED AMENDMENT NO. 2 TO THAT CERTAIN 2 LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN BERNARDINO VALLEY MUNICIPAL WATER DISTRICT, AND THE SAN 3 BERNARDINO REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING 4 RESOLUTION NO. 2005-127. Section 2. This Resolution shall take effect upon its adoption and execution in the 6 manner as required by the City Charter. 7 8 I HEREBY CERTIFY that the for°going Resolution was duly adopted by the Mayor and 9 Common Council of the City of San Bernardino at a meeting thereof, held on the 10 day of , 2005, by the following vote to wit: 11 12 Council Members: Aves Nays Abstain Absent 13 ESTRADA 14 LONGVILLE 15 MCGINNIS DERRY 16 KELLEY 17 JOHNSON 1s NIC CAMMACK 19 20 Rachel G. Clark, City Clerk 21 The foregoing resolution is hereby approved this day of , 2005. 22 23 Judith Valles, Mayor City of San Bernardino 24 Approv d as to form and Legal Content: "5 By: ity Attorney 483 1-1871-74-10.1 -3- AMENDMENT NO. 2 TO 2001 LOAN AGREEMENT (Cite of San Bernardino and the San Bernardino Valley Municipal Water District) THIS AMENDMENT NO. 2 is entered into this _ day of 2005, by and among the City of San Bernardino, a California charter city (the "City"), the San Bernardino Valley Municipal Water District, a public water district organized under the laws of the State of California (the "District"), and the San Bernardino Regional Water Resources Authority, a joint powers authority organized pursuant to California Government Code Section 6500, et se q. (the "Authority"). WHEREAS, the Authority was organized for the purpose of determining the most beneficial method of alleviating high ground water problems existing in the City; and WHEREAS, to accomplish its goals and objectives, the Authority is conducting a water resource and storage project formerly known as the San Bernardino Vision 20/20 Project which is now defined as the project described in the current EIR (as defined below) as the North Lake Project and the South Lake Project (collectively, the "Project"); and WHEREAS, the Authority initially retained Ehrenkrantz, Eckstut & Kuhn Architects PC (the "Initial Consultant") to assist in the development and implementation of the Project as initially described; and WHEREAS, the City, the District and the Authority heretofore entered into that certain 2001 Loan Agreement dated as of October 1, 2001 (the "Loan Agreement"), pursuant to which each of the City and the District agreed to loan to the Authority separate amounts not to exceed Six Hundred Thousand Dollars ($600,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant; and WHEREAS, the City; the District and the Authority heretofore entered into that certain Amendment No. 1 to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which each of the City and the District agreed to loan to the Authority separate additional amounts not to exceed an additional Two Hundred Fifty Thousand Dollars ($250,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant and RBF Consultants (the "Consultants") for the next phase in the development and implementation of the Project as redefined by the Authority, to wit: the preparation of an Environmental Impact Report ("EIR") in accordance with the California Environmental Quality Act, as amended and the Guidelines established thereunder; and WHEREAS, upon repayment. in whole or in part, and from time-to-time of the amounts owed by the Authority to the City and the District, the City and District hereby commit to re-loan additional funds attributable to repayments received from such appropriate federal grant funds only, on an equal basis, to the Authority, so long as the total principal amount as so loaned and outstanding at any one time, plus any remaining balance so owed to City and District Rnised 11/29/O5 1 by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850.000) in principal at any point in time for either the City or District. NOW, THEREFORE, in consideration of the premises and such other good and valuable consideration, receipt of which is acknowledged by the parties, the parties hereto agree as follows: Section 1. Except as hereby amended, the Loan Agreement, as amended by Amendment No. 1, is in all respects ratified and confirmed and all of the terms, provisions and conditions thereof shall be and remain in full force and effect. Section 2. Except as otherwise provided herein, all terms not otherwise defined in this Amendment INTO. 2 shall have the same meanings in this Amendment No. 2 as those terms are given in the Loan Agreement, as previously amended. Section 3. Paragraph numbered 1 of the Loan Agreement is amended by adding the following at the end of said Paragraph: "Upon repayment, in whole or in part, and from time-to-time of the outstanding Eight Hundred Fifty Thousand Dollars ($850,000) owed by the Authority to each the City and District, the City and District commit to re-loan additional funds which are received as loan repayments from the Authority attributable to appropriate federal grant funds only on an equal basis to the Authority upon receipt of the Authority's written request for such subsequent loan, provided that the total principal amount as so loaned by each of the City and the District, plus any remaining principal balance so owed to the City and District by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) at any point in time, for either the City or District, subject to the limitations contained in Paragraph 2 of this Agreement. The President of the Authority shall be hereby authorized to act for and on behalf of the Authority to request in writing such additional loan of funds from the City and the District in such amounts and subject to the requirements as set forth above." Section 4. Paragraph numbered 2 of the Loan Agreement is hereby amended in its entirety to read as follows: 442. Use of City/District Loan. The Authority shall use the City/District Loan proceeds solely for the purposes of paying fees and other routine expenses associated with the normal operations and administrative activities of the Authority, such as costs of the project manager, legal counsel, the remaining invoices of the Consultant related to the EIR and for such other fees and other necessary and normal expenses reasonably incurred by the R,:ki:cd 11'29!05 Authority related to the Project. It is understood that future specific Project-related tasks with respect to (i) the North Lake Project will be the primary responsibility of the District, and (ii) the South Lake Project will be the primary responsibility of the City, including, but not limited to, relocation, planning, NEPA analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively. The parties recognize that the City remains committed with its support for the North Lake Project to be undertaken by the District, and the District remains committed with its support for the South Lake Project to be undertaken by the City. Nothing contained herein shall prevent the parties. together with the Authority, from jointly applying for, receiving, and using for the payment of Project costs such grant funds, bond proceeds, and other jointly obtained funding sources as the parties may so obtain. Notwithstanding any other provisions of this section, it is understood by the parties that beginning July 1, 2005, the City/District Loan proceeds shall be used only for expenditures that are made in accordance with an Expenditure Plan that shall be annually adopted by the Authority. For the fiscal year beginning July 1, 2005, the Expenditure Plan for the Authority shall be as follows: Project manager services: $60,000 Routine legal services: 24,000 Audit services: 5,000 Office expenses: 5,000 Other misc expenses: 6,000 Total FY 05-06 Budget: $100,000 Begirming July 1, 2005, the Authority may use City/District Loan proceeds for expenses other than those contained in the Expenditure Plan only upon the approval of the Mayor and Common Council of the City and the Board of Directors of the District. " Section f This Amendment No. 2 may be executed in counterparts, each of which shall be an original, and all of which shall constitute but one and the same instrument. f Revised 11129'05 ; II IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No. 2 as of the date first above written. CITY City of San Bernardino By: Judith Valles Mayor ATTEST: By: City Clerk APPROVED AS TO FORM AND LEGAL CONTENT: h rr City Attorney l; DISTRICT San Bernardino Valley Municipal Water District By: C. Patrick Milligan President ATTEST: By: Secretary Re%ised 11/29,10 4 y AUTHORITY San Bernardino Regional Water Resource Authority i i By: Judith Valles President (SEAL) ATTEST: By: Secretary APPROVED AS TO FORM: By: Authority Counsel Revised 11/29!05 5 Strikethrough version AMENDMENT NO. 2 TO 2001 LOAN AGREEMENT (City of San Bernardino and the San Bernardino Vallee Municipal Water District) THIS AMENDMENT NO. 2 is entered into this — day of , 2005, by and among the City of San Bernardino, a California charter city (the "City"), the San Bernardino Valley Municipal Water District, a public water district organized under the laws of the State of California (the "District"), and the San Bernardino Regional Water Resources Authority, a joint powers authority organized pursuant to California Government Code Section 6500, et sec (the "Authority"). WHEREAS, the Authority was organized for the purpose of determining the most beneficial method of alleviating high ground water problems existing in the City; and WHEREAS, to accomplish its goals and objectives, the Authority is conducting a water resource and storage project formerly known as the San Bernardino Vision 20/20 Project E which is now defined as the project described in the current EIR (as defined below) as the North Lake Project and the South Lake Project (collectively, the "Project'); and WHEREAS, the Authority initially retained Ehrenkrantz, Eckstut & Kuhn Architects PC (the "Initial Consultant') to assist in the development and implementation of the Project as initially described; and WHEREAS, the City, the District and the Authority heretofore entered into that certain 2001 Loan Agreement dated as of October 1, 2001 (the "Loan Agreement'), pursuant to which each of the City and the District agreed to loan to the Authority separate amounts not to exceed Six Hundred Thousand Dollars ($600,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant; and WHEREAS, the City, the District and the Authority heretofore entered into that certain Amendment No. I to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which each of the City and the District agreed to loan to the Authority separate additional amounts not to exceed an additional Two Hundred Fifty Thousand Dollars ($250,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant and RBF Consultants (the "Consultants") for the next phase in the development and implementation of the Project as redefined by the Authority, to wit: the preparation of an Environmental Impact Report ("EIR") in accordance with the California Environmental Quality Act, as amended and the Guidelines established thereunder; and WHEREAS, upon repayment, in whole or in part, and from time-to-time of the amounts owed by the Authority to the City and the District, the City and District hereby commit to re-loan additional funds attributable to repayments received from such appropriate federal grant funds only, on an equal basis, to the Authority, so long as the total principal amount as so loaned and outstanding at any one time, plus any remaining balance so owed to City and District Revised 1 U291105 I Strikethrough version by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) in principal at { any point in time for either the City or District. NOW, THEREFORE, in consideration of the premises and such other good and valuable consideration, receipt of which is acknowledged by the parties, the parties hereto agree as follows: Section 1. Except as hereby amended, the Loan Agreement, as amended by Amendment No. 1, is in all respects ratified and confirmed and all of the terms, provisions and conditions thereof shall be and remain in full force and effect. . Section 2. Except as otherwise provided herein, all terms not otherwise defined in this Amendment No. 2 shall have the same meanings in this Amendment No. 2 as those terms are given in the Loan Agreement, as previously amended. Section I Paragraph numbered 1 of the Loan Agreement is amended by adding the following at the end of said Paragraph: "Upon repayment, in whole or in part, and from time-to-time of the outstanding Eight Hundred Fifty Thousand Dollars ($850,000) owed by the Authority to each the City and District, the City and District commit to re-loan additional funds which are received as loan repayments from the Authority attributable to appropriate federal grant funds only on an equal basis to the Authority upon receipt of the Authority's written request for such subsequent loan, provided that the total principal amount as so loaned by each of the City and the District, plus any remaining principal balance so owed to the City and District by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) at any point in time, for either the City or District, subject to the limitations contained in Paragraph 2 of this Agreement. The President of the Authority shall be hereby authorized to act for and on behalf of the Authority to request in writing such additional loan of funds from the City and the District in such amounts and subject to the requirements as set forth above." Section 4. Paragraph numbered 2 of the Loan Agreement is hereby amended in its entiretv to read as follows: `2. Use of City/District Loan. The Authority shall use the City/District Loan proceeds solely for the purposes of paying fees and other routine expenses associated with the normal operations and administrative activities of the Authority, such as costs of the project manager, legal counsel, the remaining invoices of the Consultant related to the EIR and for such other fees and other necessary and normal expenses reasonably incurred by the Revised 11!29/05 Strikethrough version Authority related to the Project. It is understood that future specific Project-related tasks with respect to (i) the North Lake Project errly will be funded a"eetl y by the primary, responsibility of the District, and (ii) the South Lake Project en4y will be €untied direetly-by the primary responsibility of the City, including, but not limited to, relocation, planning, NEPA analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively. The parties recognize that the City remains committed with its support for the North Lake Project to be undertaken by the District, and the District remains committed with its support for the South Lake Project to be undertaken by the City. Nothing contained herein shall prevent the parties, together with the Authority, from jointly applying for, receiving, and using for the payment of Project costs such grant funds, bond proceeds, and other jointly obtained funding sources as the parties may so obtain. Notwithstanding any other provisions of this section, it is understood by the parties that beginning July 1, 2005, the City/District Loan proceeds shall be used only for expenditures that are made in accordance with an Expenditure Plan that shall be annually adopted by the Authority. For the fiscal year beginning July 1, 2005, the Expenditure Plan for the Authority shall be as follows: Project manager services: $60,000 Routine legal services: 24,000 Audit services: 5,000 Office expenses: 5,000 Other misc expenses: 6,000 Total FY 05-06 Budget: $100,000 Beginning July 1, 2005, the Authority may use City/District Loan proceeds for expenses other than those contained in the Expenditure Plan only upon the approval of the Mayor and Common Council of the City and the Board of Directors of the District. " Section 5. This Amendment No. 2 may be executed in counterparts, each of which shall be an original, and all of which shall constitute but one and the same instrument. ReN iced t 1%2905 j I s Strikethrough version I IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No. 2 as of the date first above written. CITY City of San Bernardino By: Judith Valles Mayor ATTEST: By: City Clerk APPROVED AS TO FORM AND LEGAL CONTENT: By: City Attorney DISTRICT San Bernardino Valley Municipal Water District By: C. Patrick Milligan President ATTEST: Bv: Secretary Q ReN ised 11'29'05 4 Strikethrough version AUTHORITY San Bernardino Regional Water Resource Authority By: Judith Valles President (SEAL) ATTEST: By Secretary APPROVED AS TO FORM: By: Authority Counsel Re%ised 11:'29/05 5