HomeMy WebLinkAboutGrundfos Pumps Manufacturing Spec Irrigation Water Service/J
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AGREEMENT BET\ilEEN GRUNDFOS PUMPS MANUF'ACTURING
CORPORATION AND THE CITY OF FRESNO FOR SPECIAL IRRIGATION
WATER SERVICE
GRUNDFOS PTIMPS MANUFACTURING coRpoRATIoN (..Grundfos,,) and the
CITY OF FRESNO ("City") enter into this Agreement for Special Irrigation'Water
California. Grundfbs and the City are colle
individually, as a "Party".
RECITALS
This Agreement is entered into with reference to the following facts:
A. The City is a Charter Cify authorized to provide retail water serr¿ice
pursuant to the California Constitution, Article XI, section 9, and California Government
Code sections 38730 et seq.
B. Grundfos is a California corporation duly organized and validly existing
with its principal place of business in the City of Fresno, County of Fresno, State of
California. Grundfos owns and operates a27.2 acre manufacturing facility within the
City.
C. Grundfos is a City water service customer, receiving both potable and
irrigation water from the City. Grundfos has developed plans to improve the manner in
which it obtains inigation water so that it reduces or eliminates the use of potable water
for its irrigation uses.
Now, THEREFORE, THE PARTIES HEREBY MUTUALLY AGREE as follows:
1. Purpose. The purpose of this Agreement is to facilitate the implementation of
Grundfos's plans to reduce or eliminate its use of potable water for certain uses where
potable water quality is not required.
2. Definitions. This Agreement refers to the following terms:
2.I "CEQA" shall mean the California Environmental Quality Act, Public
Resources Code sections 21000 et seq.
2.2 "City Irrigation POD" shall mean the metered service connection from the
City water distribution system that is then used for delivery of inigation water to the
Grundfos Property.
2.3 "City Potable POD" shall mean the metered service connection from the
City water distribution system that is then used for delivery of potable or other non-
irrigation water for uses at the Grundfos Property.
2.4 "City V/ater Service" shall mean the water Grundfos obtains from the
City, through the Grundfos POD, the City Potable POD and the City Inigation POD for
use at the Grundfos Properfy.
037324\0028\10359493 1 Grundfos Agreement 2013
2.5 "Effective Date" shall mean the date upon which the City provides notice
to Grundfos that the conditions precedent set forth in Section 3 have been satisflred or
waived.
2.6 "Grundfos POD" shall mean the facilities needed to divert water from the
FID canal adjacent to the Grundfos Facilities for irrigation use at the Grundfos Facilities.
The Grundfos POD shall include a meter, backflow prevention device and any other
appurtenances FID may require. The Grundfos POD is included in the Grundfos
Facilities plans and drawings attached and incorporated as Exhibit "A".
2.7 "Grundfos Facilities" shall mean the on-site improvements to Grundfos
Property that allow it to capture rainwater for on-site irigation. The Grundfos Facilities
are depicted in the plans and drawings attached and incorporated as Exhibit "A".
2.8 "Grundfos Ponds" shall mean the water storage facilities located on the
Grundfos Property where Grundfos intends to store rain water and water obtained
through the Grundfos POD.
2.9 "Grundfos Property" shall mean that property located at 5900 E. Shields
Avenue, Fresno, California.
2.10 "FID" means the Fresno Irrigation District, established pwsuant to 'Water
Code sections 20500 et seq.
2.Il "RWQCB" shall mean the Central Valley Regional'Water Quality
Control Board, one of the entities with regulatory oversight over the local groundwater
basin.
2.12 "Year" shall mean March 1 to February 28 (or 29 in a leap year) of the
following calendar year.
3. Conditions Precedent. All of the following conditions must be satisfied before
this Agreement shall be implemented. The City shall provide written notice to Grundfos
when the City, in its discretion, to be exercised in a commercially reasonable manner,
determines all of the following conditions have been satisfied or waived.
3.1 FID must provide written notice to the City that it approves the design and
location of Grundfos POD, and the use of water flowing through the FID canal adjacent
to the Grundfos POD as contemplated in this Agreement. Grundf'os is responsible for
filing the applications and obtaining the necessary entitlements, and the City will
cooperate and provide timely assistance as Grundfos reasonably requests, consistent with
the City's exercise of its land use permitting authority.
3.2 Grundfos is responsible for hling the applications and obtaining all the
necessary entitlements and regulatory approvals to support the implementation of this
agreement, including any approvals from the RV/QCB. The City will cooperate and
provide timely assistance as Grundfos reasonably requests, consistent with the City's
exercise of its land use permitting authority.
037324\0028\10359493 I Grundfos Agreement 20 I 3
3.3 CEQA. The City will be the lead agency, responsible for CEeA
compliance for the implementation of this Agreement, including all costs associated with
its actions as lead agency. Concurrently with the consideration of this Agreement, the
City shall complete its compliance with CEQA and all other applicable environmental
laws with respect to the actions contemplated by this Agreement. The City Council shall
not take action on this Agreement without first completing the necessary environmental
review associated with implementation of this Agreement.
4. Grundfos Facilities. Grundfos shall own and be solely responsible for the
design, permitting, construction, operation, maintenance and repair of the Grundfos
Facilities, including the Grundfos POD. Grundfos' responsibility shall include periodic
calibration of the meter, and regular inspection and maintenance of the backflow
prevention device, at the Grundfos POD.
5. Operation of Grundfos Facilities. Grundfos shall be responsible for managing
the day-to-day operation of the Grundfos Facilities, consistent with the terms of this
Agreement and all regulatory requirements. Except as otherwise expressly provided in
this Agreement, Grundfos, in its sole discretion, may obtain water from the Grundfos
POD and the City Irrigation POD in any order of priority for irrigation of the Grundfos
Facilities.
6. Citv Water Service Costs. The City shall invoice Grundfos and Grundfos shall
promptly pay for City Water Service as follows.
6.I Except as expressly provided, nothing in this Agreement alters the benefits
and obligations, and rules and regulations under which Grundfos receives City Water
Service as a City water utility customer.
6.2 Grundfos shall continue to maintain its potable and irrigation water service
connections with the City and shall be subject to all applicable local, state and federal
rules and regulations, as are all other City water utility customers.
6.3 The City shall bill Grundfos for its water use through the City Potable
POD and City Irigation POD, and Grundfos shall pay those invoices, pwsuant to all
applicable City ordinances, rules and regulations.
6.4 The City shall bill Grundfos for its water use from the Grundfos POD on
or before April 15 for water use in the prior Year. The invoice amount shall be calculated
based on the Grundfos POD metered use for the applicable Year, calculated as the sum of
the following:
6.4.I the then current unit cost of water the City obtains fiom the Bweau
of Reclamation through the City's Central Valley Project contract, multiplied by Il0%
(the unit cost of this supply shall include all financing costs and charges incured by the
City, as well as any regulatory or other fees and charges imposed by the Bweau of
Reclarnation and the Friant'Water Authority associated with this water supply); and
03 7324\0028\103s9493.1 Grundfos Agreement 2013
6.4.2 all fees and charges imposed by FID for use of the Grundfos POD
and for water obtained through the Grundfos POD.
6.5 Grundfos shall pay within 30 days of receipt the full amount of the
invoice. All disputes shall be resolved as promptly as practical pursuant to Section 15
below.
7. Water Oualitv. The City makes no warranty or representation regarding the
quality of water Grundfos may obtain from time-to-time from the Grundfos POD.
8. End Use of Water. All water obtained through City Water Service and the
Grundfos POD shall be used only at the Grundfos Property.
9. Citv Access to Grundfos Facilities.
9.1 The City or its agents shall have reasonable access to the Grundfos
Facilities to verify compliance with this Agreement and all applicable laws regarding the
water uses intended in this Agreement. Inspections shall occur at reasonable times,
during normal business hours. The City shall give Grundfos a minimum of 48 hours
advance notice of any intended inspection, and shall coordinate any inspection to
minimize disruption to Grundfos's business activities.
9.2 Emergency access. The City shall have unqualified access to Grundfos
Facilities associated with City Water Service to the extent required to respond to an
emergency.
10. Disruption. Grundfos acknowledges and agrees that:
10.1 FID controls the rate and quantity of water that may be available from
time to time at the Grundfos POD. Grundfos shall coordinate its use of water from the
Grundfos POD with FID, and shall only use water from the Grundfbs POD with FID's
approval.
10.2 Under certain conditions, including but not limited to extended dry
periods, emergencies, unanticipated demands other than from Grundfos, or in response to
the imposition of regulatory constraints, the availability of surface water to FID and the
City may be reduced to the extent that the City andlor FID must have all the surface
water available for uses other than at the Grundfos Facility. In such circumstances, the
City, in its sole discretion, may suspend Grundfos' diversion of water from the Grundfos
POD. The City shall provide Grundfos written notice of the suspension of its right to use
the Grundfos POD. Upon receipt of such notice from the City, Grundfos shall suspend
the diversion of water from the Grundfos POD consistent with the instructions provided
in the notice from the City. The City shall make every reasonable effort to give Grundfos
at least 7 business days advance notice of any required suspension. Grundfos shall refrain
from diversion of water from the Grundfos POD until the City provides Grundfos with
written notice of the termination of the suspension.
403 7324\0028\1 0359493. 1 Grundfos Agreement 20 l3
1 1. Liabilifv and Indemnification.
11.1 Grundfos shall hold harmless, defend and indemnifu the City, Council
members, officers, agents, and employees ("City Indemnified Parties") from and against
all liabilities, obligations, claims, damages, losses, actions, judgments, suits, costs and
expenses the City Indemnifìed Parties incw or suffer resulting from, arising out of or in
connection with the following.
1 I .1.1 Any negligent act or omission or willful misconduct on the part of
the Grundfos, its offtcers, agents, and employees, in the performance of this Agreement;
or
Il.I.2 Any claim for compensation or damages initiated by FID and
associated with the Grundfos PoD or implementation of this Agreement;
1 1 .1.3 Any act or omission arising out of or relating to the uses of the
Grundfos Property or the Grundfos Facilities, including any claim that such uses have
degraded or contaminated the local groundwater basin or associated soils.
II.l.4 Any act or omission arising out of or relating to the handling,
distribution, use, contact, or storage of water at the Grundfos Property, including any
claim that such water has degraded or contaminated the local groundwater basin or
associated soils.
ll.2 V/ithin (10) business days following notice of any claim, without
prejudice to the Indemnified Party, the IndemniSing Party shall provide written notice to
the Indemnified Party of such claim. The Indemnifuing Party shall thereafter defend
against such claim, in consultation with the Indemnified Party, including settlement on
such terms as the Parties deem appropriate. The Indemniffing Party shall select cotmsel
of its choice. The Indemnified Party may also elect to have separate representation at its
sole discretion and cost. If the Indemni$ring Party fails to defend such claim in a timely
manner without prejudice to the Indemnified Party, the Indemnified Party may defend the
claim as it deems appropriate and with counsel of its choice, including without limitation,
settlement of the claim on terms the Indemnified Party deems appropriate, and may
pwsue remedies as may be available to the Indemnified Party against the Indemniffing
Party.
11.3 The indemnification requirements of this section 11 shall survive the
termination of this Agreement.
12. Requlatorr Chanses. The Parties agree to renegotiate in good faith the terms of
this Agreement should any legal or regulatory change materially impact Grundfos's
ability to utilize the Grundfos Facilities in the manner intended in this Agreement.
13. Default. A Party shall be in default if it fails to perform any of its obligations
under this Agreement at the time performance is due. The defaulting Parfy shall have 30
days from receipt of a written demand to cure such non-performance or to notifu the non-
defaulting Party of the existence of, and basis for, a good faith dispute. If the default is
037324\0028\103s9493. l Grundfbs Agreement 2013
cwable but cannot be cured within the 3O-day period for reasons beyond the control of
the defaulting Party, and the defaulting Party is diligently pursuing reasonable efforts to
cure such default, the cure period shall be extended as reasonably necessary to permit
performance.
14. Term and Termination.
I4.l This Agreement shall remain in full force and effect from the Effective
Date, subject to the satisfaction of the conditions precedent provided in Section 3 above,
until20 years from the Effective Date.
14.2 Renewal. Grundfos may renew this Agreement for an additional2} year
term by providing the City with advance written notice of its election to renew between 6
and 12 months prior to the end of the term provided in Subsection 14.1 above. Any
renewal shall be subject to good faith negotiations between the Parties regarding any
material changes to regulations governing the allowed uses of the Grundfos Facilities.
14.3 Termination by Party. This Agreement may be terminated: (i) by mutual
consent of the Parties; (ii) by either Party if the other Party is in breach of a material
provision of this Agreement, and the breach has not been (a) cured within the cure period
provided in Section 13 above, or (b) waived in writing by the non-breaching Party; or (iii)
based upon the conditions set forth in Section 12 above.
14.4 Effect of Termination. The right to terminate as set forth in this Section
shall be in addition to any other rights that may be available to the City or Grundfos in
law or equity and shall not be construed as an election of remedies. The termination of
this Agreement shall not relieve either Party of any liability that accrued prior to such
termination. Upon the termination of this Agreement, all of the provisions of this
Agreement shall terminate except the indemnity provisions set forth in Section 11 above.
15. Disputes. The Parties shall in good faith attempt to resolve informally all
disputes related to or arising out of this Agreement. All Parties shall respond promptly to
any request for a meeting to discuss any issue in dispute. If any dispute is not promptly
resolved informally, the Parties shall jointly share the cost of a at least one mediation
session to obtain resolution. Notwithstanding the requirement to mediate, the Parties
shall have all rights in law and equity to obtain resolution of any and all disputes,
including seeking a provisional remedy (e.g., an injunction) while mediation may not yet
be complete.
16. Water Riehts. Grundfos acknowledges and agrees that any water rights or
accumulated water in the local groundwater basin associated with the implementation of
this agreement shall accrue to the benefit of the City. Otherwise, the Parties expressly
acknowledge that this Agreement does not prejudice, impair or convey title to, or
ownership of either Party's water rights.
17. Modification. This Agreement may be modified or amended only by a written
instrument signed by both Parties.
037324\0028\10359493. t Grundt'os Agreement 2013
18. Authoritv to Execute. All Parties to this Agreement warrant and represent that
they have the power and authority to enter into this Agreement in the names, titles, and
capacities herein stated and on behalf of any entities, persons, or firms represented or
pwported to be represented by such entity (ies), person(s), or firm(s) and that all formal
requirements necessary or required by any state and/or federal law to enter into this
Agreement have been fully complied with. Furthermore, by entering into this
Agreement, the Parties hereby warrants that it shall not have breached the terms or
conditions of any other contract or Agreement to which a Party is obligated, which
breach would have a material effect hereon.
19. Further Assurances and Cooperation. Each Party to this Agreement shall at its
o\¡/n expense perform all acts and execute all documents as may be necessary or
appropriate to fulfill its obligations under this Agreement. The Parties shall cooperate
and take all such actions as may be reasonably necessary to carry out the purposes of this
Agreement.
20. Binding Effect. This Agreement shall be binding on and inure to the benefit of
the Parties, and their respective successors and assigns.
2l . Separabilitv. If any provision of this Agreement is finally determined by a court
to be invalid or unenforceable as written, the provision shall, if possible, be enforced to
the extent reasonable under the circumstances and otherwise shall be deemed deleted
from this Agreement. The other provisions of this Agreement shall remain in full force
and effect so long as the material pu{poses of the Agreement and understandings of the
Parties are not impaired.
22. Headinss; Parasraph References. Captions and headings appearing in this
Agreement are inserted solely as reference aids for the ease and convenience; they shall
not be deemed to define or limit the scope or substance of the provisions they introduce,
nor shall they be used in construing the intent or effect of such provisions.
23. Opinions and Determinations¡ Good Faith. Where the terms of this Agreement
provide for action to be based upon opinion, judgment, approval, review or determination
of a Party, such terms are not intended to and shall never be construed to permit such
opinion, judgment, approval, review or determination to be arbitrary, capricious or
unreasonable. The Parties shall each act in good faith in performing their respective
obligations as set forth in this Agreement
24. Exclusive Use of Citv Water. The water obtained ptusuant to this Agreement
shall be used exclusively on and for the benefit of the Grundfos Property.
25. Governins Law. This Agreement shall be deemed a Califomia contract and
construed according to California law, regardless of whether this Agreement is executed
by either of the Parties in another state or otherwise.
26. Entire Agreement. This Agreement contains the entire understanding between
the Parties with respect to its subject matter, and supersedes all prior agreements, oral or
written, and all prior or contemporaneous discussions or negotiations between the Parties.
037324\0028\10359493 l Grundlbs Agreement 2013
27. Rules of Internretation. The terms of this Agreement have been negotiated by
the Parties and the language used in this Agreement shall be deemed to be the language
chosen by the Parties to express their mutual intent. This Agreement shall be construed
without regard to any presumption or rule requiring construction against the Party
causing such instrument to be drafted, or in favor of the Party receiving a particular
benefit under this Agreement. No rule of strict construction shall be applied against any
Party to this Agreement.
28. Assisnment. With the prior written consent of the City, which consent shall not
unreasonably be delayed or withheld, Grundfos may assign its rights under this
Agreement provided:
28.1 The assignee agrees to be bound by all of Grundfos's obligations set forth
herein.
28.2 No assignment shall permit the delivery of water obtained pursuant to or
associated with this Agreement to any property other than the Grundfos Property.
28.3 V/ithout the prior written consent of the City, any assignment shall be
ineffective, null and void and shall entitle the City to any and all remedies at law or in
equity.
29. Attornevs Fees and Costs. The prevailing Party in any dispute arising out of
this Agreement may recover its reasonable costs and attorney's fees and costs, including
expert witness fees and costs, expended in connection with such an action.
30. Counterparts. This Agreement may be executed in multiple counterparts, each
of which shall, for all purposes, be deemed an original, but which together shall
constitute one and the same instrument.
31. Communications. All notices, demands, requests and other communications
required or permitted by or provided for in this Agreement shall be given in writing to the
Parties at their respective addresses set forth below, or at such address as a Parly shall
designate for itself in writing. Communications may be transmitted: (i) by personal
delivery, (ii) by messenger, express, air cowier or similar courier service, or (iii) by
facsimile. Delivery or service of any communication shall be deemed effective upon
receipt. The date of receipt shall be the date shown as the date of delivery in the written
proof of delivery by personal, express mail or cowier service, or the electronic
confirmation sheet for a facsimile. Any communication received after 5:00 p.m. local
time, or on a day other than a business day, shall be deemed received on the next business
day.
To City:
Assistant Director of Public Utilities
City of Fresno, Department of Public Utilities
1910 University Avenue
Fresno, C1^93703
037324\0028\10359493. I Grundfos Agreement 2013
Facsimile No.: (559) 488-1024
Telephone No.: (559) 621-8600
To Grundfos:
Heins Kart Pedersen, President
Grundfos Pumps Mfg. Corp.
5900 East Shields Avenue
Fresno, CA93727
Telephone: (559) 292-8000
32. No Waiver. Any failure or delay on tlte part of eitlrer Party to exercise any riglrt
tnder tlris Agreernent shall not constitute a waiver of the right, and shall not preclude
such Party from exercising or enforcing the right, ol'any other provision of this
Agreement, on any subsequent occasion.
IN WITNESS WHEREOF, this Agreement has been executed b),the Parties hereto.
SIGNATI]RES
CITY OF FRESNO
a California municipal corporation
By
Patrick N. Wiemiller
Director of Public Utilities
ATTEST:
WONNE SPENCE, CMC
City Clerk, City of Fresno
By
Title: Special Counsel to the City Attorney
GRUNDFO S PUMP S MANUFACTURING
CORPORATION
f f¡Èlrtl€rJT
APPROVED AS TO
DOUGLAS SLOAN
City Attonrey
.T. Saperstein
037324\0028\ r 03s9493. t Grundfos Agreentcnt 201 3
EXHIBIT A
SCHEMATICS
Grundfos POD
Grundfos Facilities
037324\0028\10359493. r 10 Grundfos Agreement 2013
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