HomeMy WebLinkAbout1992-11-03; City Council; Resolution 92-324d- m w
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RESOLUTION NO. 92-324
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF CARLSBAD, CALIFORNIA, FOR APPROVAL AND
AUTHORIZATION OF THE ENCINA WASTEWATER
AUTHORITY CONSTRUCTION AGREEMENT AND
AMENDMENTS
WHEREAS, in December 1989, the Encina member age1
executed an agreement authorizing the Encina Wastewater Authc
to acquire a site on their behalf for the purpose of establi:
a composting facility. The agreement included provisions tk
separate agreement would be developed for the construcl
operation, and maintenance of the composting facility.
WHEREAS, the Revised Basic Agreement includes provi:
that payment of capital expenses related to the composting prc
will be in accordance with the terms of a separate agrec
adopted unanimously by the member agencies, and;
WHEREAS, the costs shall be apportioned to the mc
agencies based on the Unit K ownership percentages set fort
Section 9.2 of the Revised Basic Agreement and as identifir
Section 2.1. The estimated Phase I cost for Carlsbad is $4,33:
and funds are presently available in the Capital Improvc
Projects Fund for this project; and
WHEREAS, it is recommended the agreement, amendments
document, attached hereto and made a part hereof, be approve(
the Mayor be authorized to sign the Encina Wastewater Authc
Construction Agreement for the Encina Composting Project
amendments to the Revised Basic Agreement for ownership, opera1
and maintenance of a joint sewer system and the Re1
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EXHIBIT #4
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1 Establishment Document for the Encina Wastewater Authority.
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NOW, THEREFORE, BE IT RESOLVED by the City Council c
City of Carlsbad, California, as follows:
1. That the above recitations are true and corre
2. That the agreement, amendments, and document, a
forth above, are incorporated herein by reference, are accepte
the Mayor be authorized to sign the Encina Wastewater Auth
Construction Agreement for the Encina Composting Project
amendments to the Revised Basic Agreement for ownership, opera
and maintenance of a joint sewer system and the Re
Establishment Document for the Encina Wastewater Authority.
PASSED, APPROVED AND ADOPTED at a meeting of the
Council of the City of Carlsbad, California held on 3rd
of NOVEMBER , 19 92 , by the following vote, to wit
AYES: Council Members Lewis, Kulchin, Larson, Stanton, Nyg;
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NOES: None
ABSENT : None
l9 I ATTEST:
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22 ALETHA L. RAUTENKRANZ, City)Clerk
2311 (SEAL) 24
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WHEREAS, it is the desire of the parties hereto to
(a) continue functioning through a joint powers 'authority and
(b) modify and condense the enabling legal documents for the joint powers authority by entering into a Revised Basic Agreement pursuant to Article 1, Chapter 5, Division 7, Title 1 of California Government Code relating to the joint exercise of powers, for the purposes of planning, designing, owning, operating,
and maintaining a joint sewer ' system and concurrently
establishing, by separate agreement, the Encina Wastewater
Authority.
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHER AS FOLLOWS :
Section 1 DEFINITIONS
For the purposes of this agreement the following terms shall have the meanings indicated:
1.1 Joint Advisorv Committee (JAC) . A committee composed of representatives of the member agencies that advises both the member agencies and the Operator/Administrator on issues relating to the Joint System.
1.2 Joint Svstem. The Encina Water Pollution Control Facility (Unit I), the Encina Ocean Outfall (Unit J), and the
Encina Biosolids Compostinu Facility (Unit K) . including all related land, rights of way, and appurtenances.
1.3 Member Aaencies. The six members of the Encina Wastewater Authority: Vista, Carlsbad, Buena, Vallecitos,
Leucadia, and Encinitas.
1.4 ODerator/Administrator. The public agency .I. a designated by the member agencies as being responsible for operating, maintaining, and administering the Encina Joint System. Since August 1, 1988, the Operator/Administrator has been the Encina Wastewater Authority.
1.5 ComDostincr Facility. In-Vessel compostinq facilities to be used for the Drocessinq of wastewater biosolids.
- 1.6 Biosolids. Primarily orcranic solid product.
produced by the wastewater treatment processes, taat can be beneficially recycled.
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Section 2 JOINT PARTICIPATION
The member agencies shall participate jointly in the planning, design, acquisition, construction, ownership, operation, maintenance and use of the Joint System (including any future expansions thereof), and shall pay for such activities as hereinafter specified.
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Section 3 AREA TO BE SERVED BY THE JOINT SYSTEM
3.1 Existing Service Area. The area to be served by the Joint System is shown on Exhibit A, which is attached hereto and made a part of this Revised Basic Agreement by reference. Areas lying outside a member agency's legal boundary but inside that member agency's Exhibit A service area may be served by the. member agency, providing the member agency provides assurance in the form
of a legally binding agreement that these discharges will meet all applicable rules and regulations. Any wastewater or biosolids received from outside a member agency's legal boundary pursuant to such agreement shall be regarded as the wastewater or biosolids of the member agency for the purposes of billing, capacity, and source control.
3.2 Revisions to the Sewice Area. Areas lying outside the Exhibit A service areas of the member agencies may be served, provided such areas are annexed by a member agency. Notification
of such annexations must be made in writing to the Joint Advisory Committee so that Exhibit A can be modified as appropriate. Member agencies can also. request alteration of their Exhibit A service areas: such modifications must be approved in writing by all member
agencies, as evidenced by receipt of resolutions from the governing bodies of all member agencies. Member agencies whose Exhibit A service areas are enlarged shall be responsible for providing adequate capacity. '.I
3.3 Prohibition on Discharqes from Outside the Exhibit
A Sewice Area. Each member agency agrees that it will neither
permit nor knowingly countenance the use of the Joint System, directly or indirectly, for the disposal of wastewater 01 compostinq of biosolids originating outside of its legal boundary except in the above manner, extent and conditions.
3.4 Wastewater Treatment Plants To Be Served BY The
Compostinq Facility (Unit K). Only wastewater treatment plants
located within the Encina g'ervice Area as identified in the RBA may be served by the Compostinq Facility.
3.4.1 Encina Water Pollution Control Facility and
Satellite Plants. Pendinq the availability of' capacity, as
described in Section 9 herein. the Compostinq Facility shall accept
biosolids from the Encina Water Pollution Control Facility (EWPCFL and those Member Aqency wastewater treatment plants which discharse biosolids to the EWPCF in accordance with the conditions established in the RBA and the terms and conditions identified her.ein. 3.4.2 Other Plants. The ComDostinq Facility may accept biosolids from other Member Aqency wastewater treatment plants located within the Encina Service Area but not discharqinq
biosolids to the EWPCF. Conditions and terms of acceptinu those biosolids shall be identified in a separate aqreement or amendments
to this aqreement. Acceptance of biosolids from other'Member Agency
plants shall not be unreasonably withheld and shall be continqent
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upon available capacity,
Section 4 ENLARGEMENT OF THE JOINT SYSTEM
Any member agency having first obtained the consent of Carlsbad and Vista, may at its sole cost and expense enlarge any portion of Unit I or J of the Joint System in which it is the owner
of capacity rights and any increased capacity in such unit or
portion resulting from such enlargement shall belong to the member
agency paying the cost and expense thereof. No member agency shall
unreasonably withhold consent to such enlargement. Any such
enlargement shall be constructed in accordance with plans and specifications approved by Carlsbad and Vista.
section 5 PROTECTION OF THE JOINT SYSTEM/SOURCE
CONTROL
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5.1 Protection of the Joint Svstem. The Joint System shall not be used by any member agency for any purpose other than the conveyance, treatment, reuseL or disposal of wastewater whkh and its bv-products. Wastewater shall be construed to mean
domestic sewage and trade wastewaters. Each member agency shall adopt and enforce,ordinances, resolutions, rules and regulations,
concerning the type and condition of wastewater permitted to be
discharged into the sewers under its control and shall prohibit the discharge of any wastewater which would be detrimental to the Joint System, or to the use of by-products senerated'bv the Joint System. Such ordinances, resolutions, rules and regulations shall reflect the applicable federal and state statutes and regulations and shall
be consistent with the Operator/Administrator's industrial pretreatment regulations.
5.2 Prohibitions. No member agency shall al.low
excessive infiltration of any surface or storm waters to be discharged directly or indirectly into the Joint System. No member agency shall allow cooling water or other unpolluted industrial wastewater to be discharged directly or indirectly into the Joint
' System without the consent of all other member agencies. No member
,, agency shall authorize a discharge from any groundwater cleanup site unless the discharge is authorized in advance by the Operator/Administrator .
Section 6 CAPACITY AND USE OF CAPACITY (CAPACITY
INFRINGEMENT)
Each member agency shall own and enjoy a perpetual right to .use its Joint System capacity in the proportions set. forth immediately below herein. No member agency shall in any way grant, encumber, limit or restrict its interest in any part of the Joint
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System for any purpose other than the treatment and disposal or reuse of wastewater and the manasement of wastewater treatment
bvproducts, or use the Joint System or any part thereof' to a greater percentage than its capacity rights, except as set forth in
Section- 9 herein, without the prior written consent of .l.l
the other member agencies, provided that no such excessive use without written consent shall be construed as a waiver of capacity rights by any member agency.
Section 7 CAPACITY MONITORING
Each member agency shall participate in a joint flow metering system, operated and administered by the Operator/Administrator, .and facilitate such measurements of flow into the Joint System as needed for bil.ling purposes and to verify that each agency is within its capacity rights. This metering system shall be
maintained according' to a separate agreement executed by the Operator/Administrator and the member agencies.
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Section 8 ACQUISITION/SALE OF EXCESS CAPACITY
In the event that any member agency hereafter requires additional capacity in the Joint System and capacity is available from another member agency, the capacity may be licensed, leased or
purchased as necessary. Such lease or purchase shall be on terms
as are hereafter agreed upon by the member agencies involved. In the event an inter-agency capacity agreement is adopted, the Joint Advisory Committee shall be notified in writing. Licensing, lease or purchase shall be subject to the terms and conditions established in Sectionc- 3.5 9 herein.
Section 9 CAPACITY RIGHTS IN UNITS
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9.31 Pest 3ase X-: Cms&+&&w Unit I and Unit J
CaDacitv. n v d.1 v p Capacity
rights shall be as follows:
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Unit I
Liquid Solids
MGD -- % MGD -- %
VISTA: 8.05 22.36 8.05 21.18
CARLSBAD: 9.24 25.67 9.24 24.32
BUENA: 2.26 6.28 3.51 9.24
,VALLECITOS : 7.54 20.94 7.54 19.84
LEUCADIA: 7.11 19.75 7.86 20.68
ENCINITAS: 1.80 5.00 1.80 4.74
Unit J
Disposal
MGD -- %
8.05 21.18
9.24 24.32
3.51 9.24
7.54 19.84
7.86 20.68
1.80 4 .. 74'
TOTAL 36.0 100.00 38.0 100.00 38.0 100.00
The total disposal capacity of Unit J shall be 38.0 MGD average
daily flow. This capacity rating assumes that the wet weather
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ENCINA WASTEWATER AUTEORITY
CONSTRUCTXON AGREEMENT
FOR THE EHCINA COMPOSTINO PROJECT
Ref: 3477
This Agreement (hereinafter the Construction Agreement) is
made and entered into this 6th day of NOVEMBER 1992 by and among the CITY OF CARLSBAD (hereafter Carlsbad) , the CITY OF
VISTA (hereafter Vista), the VAUECITOS WATER DISTRICT, (hereafter
Vallecitos), the LEUCADIA COUNTY WATER DISTRICT (hereafter
Leucadia) , the BUENA SANITATION DISTRICT (hereafter Buena) , and the
ENcINITAS SANITARY DISTRICT (hereafter Encinitas) f herein called the llmember agencies" for the construction of their jointly owned
cornposting facility.
RECITALS
WHEREAS, the member agencies own and operate the'Encina Joint
Sewer System pursuant to the Revised Basic Agreement,
WHEREAS, the member agencies have adopted a Revised
Establishment Document, establishing the Encina Wastewater
Authority (EWA), a separate but subordinate public agency, as
operator and administrator of the Encina Joint Sewer System,
WHEREAS, the member agencies are planning to construct and
operate a biosolids composting facility (Unit K) as part of the
Encina Joint System to provide a reliable, long-term management
option for the biosolids generated at the Encina Water Pollution Control Facility (Unit I) f hereafter referred to as "Encinal'; and
WHEREAS, the member agencies desire the EWA to administer the
construction of the composting facility;-
NOW THEREFORE, THE PARTIES HEXETO AGREE AS FOLLOIS :
Section 1. Definitions
or the purposes of this agreement, the following terms shall
have the meanings listed below:
1.1 Biosolids - Primarily organic solid material
produced by wastewater treatment processes, that can be
beneficially recycled.
Section 2. Cornposting Project (Unit K) Phasing .I I
2.1 Phase I Project Description and Capacity: The Phase I Composting Facility shall be,as described in the May 13, 1991
EXHIBIT #1
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b Conceptual Cost Estimate Report by John Carollo Engineers. The project shall incorporate an in-vessel composting system sized to accommodate up to approximately 6 dry tons of. biosolids per day with storage facilities oversized to accommodate ultimate
expansion.
The size of the Phase I facility may be modified at the discretion of the Operator/ Administrator. Any such modification must be within the approved capital budget. Budget procedures shall be as set forth in the Revised Basic Agreement.
Capacity rights shall be in the same percentage as the member agency's percentage of solids capacity rights in Unit IgIl1 of the Joint System upon as described in Section 9.2 of the Revised Basic
Agreement.
Assuming the facility will process 4 to 6 dry tons of biosolids per
day, the capacity per agency shall be as follows:
. PHASE I CAPACITY (DRY TONS PER DAY) * OWNERSHIP (%)
VISTA: 0.85 to 1.27 21.18 CARLSBAD: 0.97 to 1.46 24.32 BUENA: 0.37 to 0.55 9.24 VALLECITOS: 0.79 to 1.19 19.84 LEUCADIA: 0.83 to 1.24 20.68 ENCINITAS: 0.19 to 0.29 4.74 I,
TOTAL 4 to 6 100.00
*The actual ownership capacity will be determined by multiplying the percent ownership per agency by the actual rated capacity of the facility following final design and facility construction and start-up.
2.2 Land Use Permits for the Phase I Facility: The Composting Facility site is presently located in an unincorporated area of the
County of San Diego,' and within the sphere of influence of the City of San Marcos. The Operator/Administrator shall pursue all necessary approvals from the. agency(s) responsible for jurisdictional control, in order to obtain land use permits for the
facility on behalf of the member agencies.
In order to facilitate future expansion, the OperatorlAdministrator may pursue permits for a facility sized to accommodate the estimated biosolids production in the year 2010 (ultimate facility capacity).
The permitting of a facility of any certain size shall not bind the Member Agencies to any greater (financial commitment than that identified in the approved capital budget.
2.3 Future Expansion of Phase 1 Composting Facility:
c 2.3 Future Emnsion of Phase 1 Compostfi(g Facility:
1. Increased capacity resulting from any future enlargement of the
,-- Phase I facility shall belong to those member agencies paying the cost and expense thereof. Pending the availability of capacity, as described in Section 9 of the.Revised Basic Agreement, no member.,
agency shall unreqsonably withhold consent t,o such 'enlargement. Any such enlargement shall be constructed,in accordance with plans
and specifications approved by the Operator/Administrator.
Section 3. Phase I Cost Allocations
The estimated total cost of Phase I, including design, site acquisition, construction and other attendant costs, is not expected to exceedi$17,800,000. If this amount is expected to be exceeded, the Operator/Administrator shall so note in presenting
the capital budget' proposal under the MA. The costs shall be apportioned to the member agencies based on the Unit K ownership percentages set forth in Section 9.2 of the Revised Basic Agreement and as identified in Section 2.1 herein. The estimated Phase I
costs shall be as follows (ownership percentages are listed in Section 2.1) :
Asencv
Vista Carlsbad
Buena Vallecitos Leucadia Encinitas Total
Estimated Phase I Cost
$3,769 , 0.00
'4,333,000
1,643,000
3,532,000
3,680,000
843,000
$17,800,000
Bection 4. Payment of Phase I Capital Expenses
Phase I contract expenses approved by the Operator/Administrator shall be paid in accordance with the provisions established in its
agreements with associated consultants, engineers, contractors, construction manager, and others. The payments will vary over the duration of the project implementation, construction, and start-up. The Operator/Administrator shall notify the member agencies of the amounts needed following receipt of invoices.
section 5. Counterparts
This Agreement may be executed in counterparts and upon execution thereof by all of the member agencies, each such counterpart shall be deemed to be an original.
IN WITNESS WHEREOF, each party hereto h s caused this CONSTRUCTION AGREEMENT to by officials duly authorized by th
ATTEST: P7 i; c 0 7%" A. .' lk / e. , . :.€L*J.< fl r City C1er.k 7
7 w - c REVISED BASIC AGREEMENT
FOR OFQNERSBIP, OPERATION
AND MAINTENANCE OF A JOIWT SEWAGE SYSTEM
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SEPTEMBER 25, 1992 Ref: 4326 '
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EXHIBIT #2
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TABLE OF CONTENT8
RECITALS ............ Section 1 DEFINITIONS .................
1.1 Joint Advisory Committee (JACL ........
1.2 Joint System .................
1.3 Member Aaencies ...............
1.4 Operator/Administrator ............ Section 2 JOINT PARTICIPATION ............. Section 3 AREA TO BE SERVED BY THE JOINT SYSTEM ....
3.1 Existins Sewice Area ............
3.2 Revisions to the Service Area ........
3.3 Prohibition on Discharqes from Outside the Exhibit A Service Area ........... : Section 4 ENLARGEMENT OF THE JOINT SYSTEM ....... Section 5 PROTECTION OF THE JOINT SYSTEM/SOURCE CONTROL ' ...................
5.1 Protection of the Joint System ........
5.2 Prohibitions ................. Section 6 CAPACITY AND USE OF CAPACITY (CAPACITY
INFRINGEMENT) ................ Section 7 CAPACITY MONITORING ............. Section 8 ACQUISITION/SALE OF EXCESS CAPACITY .....
Section 9 CAPACITY RIGHTS IN UNITS ........... n 7 w- . : . ..............
9.2 ?*l&e€wiAm Cf Iz-iE zw C23-aea.3
9.31 Ltim Unit I and Unit J Capacity ...................
9.4 1-t*; Ix- ........
9.53 - Unit I Capacity Infrinsement . a . Flow Calculation .............
b . Monitorina of CaDacitv Demand ......
c . Excess Use a Trespass ..........
d . Indemni.tv and Hold Harmless .......
e . License Payments .............
Reserve .................
g . Reserve CaDacitv ............. h . Sole Method of Allocation ....... Section 10 DEFINITION OF PHASE IV COMPLETION Section 11 CAPACITY RIGHTS FOR RECLAMATION
11.1 Future Reclamation ............
11.2 Existincr Reclamation ........... Section 12 JOINT ADVISORY COMMITTEE . e 0
12.1 Powers ..................
12.2 Representation on JAC ...........
12.3 Officers of JAC ..............
12.4 Meetinss of the JAC ............
12.5 Rules ...................
12.6 Pavment for Attendance ..........
12.7 Assistance from the Operator/Administrator Section 13 OPERATOR/ADMINISTRATOR 0
13.1 General Duties ..............
13.2 Desianation and Specific Powers ......
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f . Restrictions on Use Over 40% of
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.. Section 14 BUDGETING AND ACCOUNTING .......
14.1 Annual Budsets .............. Section 15 ' ASSISTANCE TO OPERATOR/ADMINISTRATOR . Section 16 RIGHTS OF WAY AND LAND ACQUISITIONS . . Section 17 ' PAYMENT OF OPERATION AND MAINTENANCE
EXPENSES ....................
17.1 Allocation of Exgenses ..........
17.2 Payment Schedule ............. Section 18 PAYMENT OF CAPITAL EXPENSES ......
18.1 Allocation of Emenses .........
18.2 Payment Schedule .............. Section 19 SETTLEMENT OF DISPUTE OR CONTROVERSY .
19. 1 Risht to Arbitrat.ion ...........
19.2 Riaht of Observation ..........
19.3 Risht to Emert Arbitration ........ Section 20 APPORTIONMENT OF LIABILITY ...... Section 21 NOTICES- Section 22 SEVERABILITY ............. Section 23 MODIFICATION OF AGREEMENT ....... Section 24 SUCCESSION .............. Section 25 APPROVAL ...............
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REVIBED BASIC AGREEMENT
FOR OIVNERBHIP, OPERATION
AND MAINTENANCE OF A JOINT SEWAGE SYBTEM
THIS AGREEMENT (hereinafter referred to as the Revised Basic Agreement) , is made and entered into this 17th day of December,
1990, by and among the CITY OF VISTA, a general law city (hereafter VISTA), the CITY OF CARLSBAD, a general law city (hereafter CARLSBAD), the BUENA SANITATION DISTRICT, a County Sanitation District (hereafter BUENA) , the VALLECITOS WATER DISTRICT, a County Water District (hereafter VALLECITOS), the LEUCADIA COUNTY WATER
DISTRICT, a County Water District (hereafter LEUCADIA), and the Encinitas Sanitary District, a Sanitary District (hereafter ENCINITAS) .
RECITALS
WHEREAS, the parties hereto are responsible for providing
sewage collection, transmission, treatment and disposal services in
their respective service areas and are authorized to contract with other parties for the provision of such services: and
WHEREAS, on July 13, 1961, VISTA and CARLSBAD entered into a' Basic Agreement pursuant to Chapter 5 of Division 7 of Title 1 of the California Government Code to acquire, construct and operate a Joint Sewer System; and
WHEREAS, the Basic Agreement provided that other municipal corporations and public districts or agencies may become parties to the Basic Agreement, thereby becoming members of the joint powers authority; and
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WHEREAS, on January 6, 1964, BUENA became a member of the joint powers authority and acquired certain interests and capacity rights in the Joint System; and
WHEREAS, on March 22, 1965, VAUECITOS (then San Marcos) became a member of the joint powers authority and acquired certain
interests and capacity rights in the Joint System; and
WHEREAS , on August 17 , 1971 , LEUCADIA and ENCINITAS became members of the joint powers authority and acquired certain interests and capacity rights in the Joint System; and
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peaking factor on the flows to Unit J shall continue to be less than 2.13, and all the parties hereto agree to make good faith
efforts to ensure that the wet weather peaking factor on the flows to Unit J remains below 2.13.
9.2 Unit X (Compostinu Facility) Capacity Riqhts. Capacity riqhts shall be in the same percentaqe as the Member Acrencyrs percentaqe of solids capacity riqhts in Unit trI" (Treatment Plant)
of the Joint System.
Unit K capacity riqhts shall.be as follows:
OmRSHIP (%I
VISTA: 21.18
BUENA: 9.24
LEUCADIA: 20.68
ENCINITAS: 4.74
CARLSBAD : 24.32
VALLECITOS: 19.84
TOTAL 100 . 00
The specific capacity (Urn tons per day) will be directly related
to the actual rated capacitv of the facilitv. The rated capacity
will.be multiplied by the percent ownership in order to establish
member aqency capacity.
4.4 Tl&.eixi.AbC c2La-€Eit-: 3frr .
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9 .§3- - Unit I Capacity Infrinsement, - The member agencies agree to
make available up to 5 percent of their respective shares of
%&M&S total capacities, as set forth in Sections 9.31 and 9.2, through a reserve capacity pool, in accordance with the followinq, t,erms and conditions: ' .
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a. Flo YP Calculation. For the pu ses of calculating
payments due for licensing under this section, flows shall be based
loading flows shall be based on the total flow originating within each member agency. Voting rights, as described in Section 12
shall be in no way affected by temporary use of reserve capacity
under this section. Total Reserve Capacity is the total capacity
shown in paragraph (g), below.
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b. Monitorins of CaDacity Demand. Each agency shall provide monthly reports to EWA regarding future capacity committed, based upon its acceptance of applications for or issuance of any building permits, letters of availability, certificates or other
entitlements for use which represent that sewer capacity is available to the applicant or project, or which enforceably or practically commit the agency to provide future sewer service. deports shall be submitted in such form as the Board of EWA may require. Before the measured and committed flows reach 75% of Encina's total capacity (per Sections 9.31and 9.2), the EWA shall initiate a program to ensure adequate capacity to meet projected needs.
c. Excess Use a Trespass. Any use of capacity in excess
of 95% of their respective share of Encina's total capacity (per S,ectiong 9.31 and 9.2) plus 50% of the Total Reserve Capacity, or otherwise in violation of this section, shall be considered a
trespass. At the request of any member agency, EWA shall, and is
hereby authorized to specifically enforce the terms of this section (Section 9.53) against a member agency or agencies on behalf of the remaining member agencies, including through commencement of a proceeding at law or equity. The parties agree that specific
.enforcement is a proper remedy in that payment of damages is not an adequate remedy for the potential losses to any member agency resulting from the loss of capacity. For example, replacement of capacity may be impractical and the consequences for the economic development of the members are not . readily sub j ect to quantification. Each member agency hereby consents to the commencement of such action or actions by EWA, and waives any right it may have to further approval of such actions under the joint powers agreement creating and establishing EWA. In addition to any injunctive relief, EWA may seek consequential damages on behalf of the remaining member agencies. In any such action,.the prevailing
party shall be entitled to attorney's fees and costs.
d. Indemnitv and Hold Harmless. In addition to payment
of the amount specified herein, each agency'agrees to indemnify, defend and hold harmless the EWA and the other member agencies for any claim, demand, cost, penalty, fine or damage (including reasonable attorney's fees and costs of investigation), arising out
of its violation of this section, whether resulting from the agency's active or passive,. negligent or intentional act or failure
to act to prevent a violation, and notwithstanding,. the active or passive negligencg of those member agencies which are in compliance with the provisions of this section.
e. Lidense Pavments. When any member agency's flows
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exceed 100% of it !R apacity allocation for th v treatment of solids (for both Units I and Kf, and/or treatment and/or disposal of
e liquids, for any continuous three-month period, such member agency
shall pay for the use of such capacity from the reserve capacity pool in accord with the schedule of values, as adjusted each July
1 (commencing in July 1991) by updating the facility spreadsheet to
include any additional and changed capital project costs, and to reflect the current ENRLA construction cost index, as follows:
(1) Any portion of reserve up to 50% of Total Reserve Capacity:
$ 84,300 per MGD of Unit I liquid capacity per year
$133,500 per MGD of Unit I solids capacity per year
$ 36,000 per MGD of Unit J capacity per year -
(2) The use of reserve amounts over 50% of Total Reserve Capacity shall be a violation of this section. In addition to any o‘ther remedy provided herein, or available to EWA or the member agencies, an agency shall pay for such use:
$140,500 per MGD of Unit I liquid capacity per year
$222,500 per MGD of Unit I solids capacity per year
$ 60,000 per MGD of Unit J capacity per year
Payments to member agencies with unused reserve shall be made
annually, Payments from member agencies shall be made quarterly to the EWA and held in a special account,
f. Restrictions on Use Over 40% of Reserve. If at
any time any agency shall have enforceably or practically committed to provide future sewer service which, when added to its then existing actual flows, equals 95% of its allocated capacity (per Sections 9.31 and 9.2) plus 40% of the Total Reserve Capacity, such .agency shall: ., I
1. Immediately halt the acceptance or issuance of any
building permits, letters of availability, certificates or other entitlements for use which represent that sewer capacity is the ..agency to provide future sewer service.
2. Immediately inform EWA, in writing, that it has reached this threshold, of the actions it has taken to implement
(e) (1) above, alid -of its intention to present a plan to EWA,
within 30 days, for capacity management to prevent the agency from exceeding use of 50% of the Total Reserve Capacity.
g. Reserve Capacity. ” n F Reserve capacity shall be as follows:
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w ' Unit 1 w Unit J
Liquid Solids Disposal MGD -- % MGD -- % MGD -- %
VISTA: .40 22.36 .40 21.18 .40 21.18 CARLSBAD : . 46 25.67 -46 24.32 .46 24.32
BUENA: .ll 6.28 .18 9.24 .18 9.24
VALLZCITOS: .38 20.94 .38 19.84 .38 19.84 LEUCADIA: . .36 19.75 .39 20.68 .39 20.68
ENCINITAS: .09 5.00 .09 4.74 .09 4.74
TOTAL RESERVE 1.8 100.00 1.9 100.00 1.9 100.00
The reserve capacity for each member aqency for Unit K shall be 5
percent of each member aqencyls total capacity as determined in section 9.2 herein,
h. Sole Method of Allocation. No agency shall provide capacity to any other member agency except pursuant to this section without the unanimous consent of the member agencies: provided that an. agency may agree to provide additional capacity on a temporary
basis to an agency which has used the maximum reserve capacity authorized by this section if: (1) such arrangement provides for payments at rates not less that the maximum reserve capacity rate per paragraph (e) (2) , above: and (2) the capacity so provided does
not reduce the Total Reserve Capacity available. .I 1
FG.x p"ty 22.-=z --
t. 1-n -t- I - I -C--*i u
i Section 1%~ CAPACITY RIGHTS FOR RECLAMATION
1aQ.l Future Reclamation. Any member agency, at its own
expense, may, and shall have'the right to, reclaim water from any
wastewater in the Joint System 'which emanates within the jurisdiction of the respective member agency. And, subject to the
following limitations, each member agency shall have the right to
install facilities for the reclamation of water from wastewater.
Any proposed reclamation shall require the approval of all the member agencies in the event that the proposed reclamation facility is designed and/or 'constructed such that (i) any solids or non- treated effluent from any such facility may be discharged into Unit
I of the Joint System and/or (ii) any reclaimed water may be
discharged into Unit J of the Joint System. Such approval shall not be withheld unless the use of the proposed reclamation facility would adversely affect one or more of the member agencies and the reclaimer cannot reasonably mitigate the adverse impact. Nothing in this section shall be construed so as to require approval by the member agencies as to the geographic location of a reclamation facility constructed solely within the boundaries. of any'member agency.
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1&0.2 E !P istinq Reclamation, Secti !!? 11.1 above pertains to all future reclamation facilities. Currently constructed _- facilities may be operated to their capacity without further action by owners. The current reclamation facilities and capacities are as follows:
RECLAMATION ,
ENTITY
CARLS BAD LEUCADIA VALLECITOS
BUENA
FACILITY
Calavera Hills Gafner Meadowlark Shadowridge
CAPACITY
1.20' MGD
0.75 MGD
2.00 MGD
1.16 MGD
Section 121 JOINT ADVISORY COMMITTEE I,
The member agencies have created a Joint Advisory Committee
(JAC) to advise the member agencies and the Operators Administrator. JAC shall continue in this advisory role.
121.1 Powers. Recommendations of JAC shall be advisory only. The JAC shall have the following responsibilities:
12&.1.1, To review the operation and maintenance of the Joint System, including the cost thereof, and make reports and
recommendations to the governing bodies of the member agencies:
121.1.2 To review and make recommendations regarding proposed expansion, enlargements or modifications of the Joint System to the governing bodies of the member agencies: and
la. 1.3 To review and make recommendations regarding contracts, budget matters, regulations, policies, permits and other documents and issues as appropriate to the Operator/Administrator. Each report and recommendation of the JAC permitted by this Section shall be considered as having been made by all the member agencies when made to the Operator/ Administrator and made in accordance
with the voting rights and percentages set forth below in Section
. 12.4.4,
121.2 ReDresentation on JAC. JAC shall be constituted by two appointed representatives from each member agency, with one alternate for each appointed representative. JAC representatives 'may, but need not, be members of the governing bodies of the member agencies.
12&. 3 Officers of JAC. JAC shall elect its own officers, which shall include a Chairman, Vice-chairman, and Secretary. The Chairman and Vice-chairman shall be JAC representatives and the Secretary may, but need not, be a JAC representative.
121.4 Meetinss of the JAC.
122.4.1 Regular Meetings. The JAC shall provide
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for its regular mee v lngs: provided, however, i mL hall hold at least
regular meetings shall be established by JAC.,
.. one regular meeting per month. The dates, hour, and place of the
12&. 4.2 Ralph M. Brown Act. All meetings of the JAC, including, without limitations, regular, adjourned regular, and special meetings, shall be. called, noticed, held, 'and conducte,d in accordance with the provisions of the Ralph M. Brown Act (commencing with Section 54950 of the California Government Code).
121. 4.3 Minutes. The JAC Secretary shall cause to
be kept minutes of all meetings of the JAC, and shall cause a copy
of the minutes to be forwarded to each JAC representative.
121.4.4 Vote. The total vote of all members of the JAC shall equal 100%. When voting on a matter involving the
Treatment Plant (Unit I) or Unit J, or Unit K each JAC representative's percentage vote shall equal one-half of the percentage of that unit's capacity owned by the representative's agency. If only one of an agency's representatives is present, this ' representative's percentage vote shall equal the total percentage of that unit' s capacity owned by the representative's agency. If both representatives are absent, each alternate shall have a percentage vote equal to one-half of the percentage capacity of the alternate's member agency: provided, however, at any JAC meeting where any member agency is represented by only one alternate, the alternate shall have a percentage of vote equal to the total percentage of the capacity of the agency he/she represents.
121.5 Rules. JAC shall adopt rules and regulations for the place, time and conduct of JAC meetings.
12&. 6 Payment for Attendance. The Operator/
Administrator (or, if requested by the appointing member agency, that member agency as to its representatives) shall pay each representative (or alternate who attends a meeting by reason of the absence of a representative) an attendance fee of twenty-five
' ($25.00) for each JAC meeting, provided that such payment does not exceed fifty dollars ($50) per calendar month. Attendance fees shall be paid monthly.
121.7 Assistance from the Operator/Administrator. The
Operator/Administrator shall provide supplies and clerical and secretarial help for JAC. The cost of such supplies and assistance shall be considered part of the expense of operating and maintaining the Joint System.
Section 132 OPERATOR/ADMINISTRATOR
The Joint System shall be maintained and operated by any one of the parties hereto, or by another Public Agency, which party or other public agency shall be known as the Operator/ Administrator.
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132.1 General Duties. w W
. 132.1.1 Joint System. The Operator/ Administrator shall maintain and operate the Joint System, and shall preserve it in good repair and' working order, all in accordance with recognized sound engineering and accounting practices and local, state, and federal laws and regulations.
132.1.2 Pump Stations. The Operator/
Administrator also shall operate and maintain, at the expense of
the Cities of Vista and Carlsbad, the Agua Hedionda and Buena Vista Pump Stations (formerly Units B and C of the Joint System) within an annual budget prepared by the Operator/Administrator and approved by Vista and Carlsbad.
- 132.1.3 Other Facilities. The Operators
Administrator shall have the authority to operate and maintain other facilities outside the Joint System as recommended unanimously by JAC and in accordance with Operator/Administrator executed operation agreements, which may include budgeting responsibilities.
132.2 Desisnation and Specific Powers. Effective August 1, 1988, the member agencies created a public agency known as the Encina Wastewater Authority (EWA) to serve as the
Operator/Administrator of the Encina Joint System. The EWA shall
continue to serve as the Operator/Administrator until such time as EWA is terminated by written consent of a majority of the member agencies, evidenced by certified copies of resolutions by their
governing bodies. The organization, administration, rules, and specific powers of the EWA shall be as set forth in the Revised Establishment Document establishing the EWA. Upon termination of
the EWA and replacement with another Operator/Administrator,
employees of the EWA shall become the employees of the new
Operator/Administrator subject to existing employment contracts,
seniority, retirement rights and any other employee benefits or
.rights now enjoyed by those employees.
Section 143 BUDGETING AND ACCOUNTING
143.1 Annual Budqets. Annually, ' the Operator/ Administrator shall prepare an operation, maintenance, ,and
administration budget (hereafter referred to as the 0 t M budget) and a capital improvement program budget (hereafter referred to as the capital budget.) The budgets shall be prepared in accordance
with generally accepted accounting principles.
143.1.1 Preparation of Estimated 0 & M Budget. No later than May 1 of each year, the Operator/Administrator shall prepare an estimated budget of the (a) amount of money required to operate, maintain and administer the Joint System during the ensuing fiscal year, and (b) the proportionate amount to be paid by each member agency. Such estimate shall be based on the total ,operation, maintenance, and administration costs during the current fiscal year as such costs are set forth in the current approved budget for the Joint System.
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w 143.1.2 Approval of Estimated v & M Budget. Each
. -.-_ estimated 0 & M budget adopted by the Operator/Administrator shall be forwarded to the JAC for consideration and for submission to the member agencies for approval. The Operator/ Administrator's
estimated 0 & M budget shall be deemed effective upon unanimous approval by the member agencies and upon the receipt by the Operator/Administrator of certified copies of approving resolutions or minute orders from the governing bodies of each of the member agencies. Until such time as formal approval has been received from each member agency, the estimated 0 & M budget shall constitute merely a proposed budget, subject to consideration or revisions. The 0 & M budget shall be considered separately from
the capital budget and may be approved independently. In.the event a proposed budget is not approved, the Operator/Administrator shall continue to operate using the 0 t M budget figures from the
previous fiscal year.
s
193.1.3 Prepaid 0 t M Contributions. Each member agency shall prepay its estimated portion of the budgeted operation, maintenance, and administration costs and shall pay its actual portion of the costs as determined.pursuant to Section 136
of this Revised Basic Agreement. Quarterly on July 1, October 1, January 1, and April 1, the Operator/Administrator shall bill the member agencies and the member .agencies shall deposit with the Operator/Administrator one fourth of the annual cost of operation, maintenance, and administration for the following quarter s 2 as described herein. Provided, however,
the last invoice for each fiscal year may be increased or decreased to adjust the estimated amount payable based upon the estimated
total expenses for the full year and the estimated total amount and
strength of wastewater received from each member agency, and the volume of biosoli.ds,processed at the compostincr facility. In the event that at the end of any fiscal year the amount paid by a
+ member agency exceeds the amount that should have been charged, the excess shall be credited to the member agency the following fiscal
,year. In case of an underpayment, the member agency shall be
billed by the Operator/Administrator and shall pay for the ,deficiency within 15 days.
Each member agency shall make quarterly contribution payments to ..the Operator/Administrator promptly at the time they become due,
142,1.4 Actual 0 t M Contributions. The member
agencies agree to contribute from their treasuries the actual annual costs of the Joint System as divided among the member .agencies pursuant to Section 17 of this Revised Basic Agreement. Such costs shall include the actual costs of (1) all materials and supplies used or purchased for the operation, maintenance, or administration of the Joint System, (2) all contracts let by the
,Operator/Administrator for the performance of budgeted 0 & M work, and (3) the salaries and wages of all Operator/ Administrator employees providing such servlces, including vacations and sick leave benefits, workers' compensation, social security and retirement payments, and health insurance. Such costs shall be paid out of the funds deposited with the Operator/Administrator by the member agencies; provided however, the failure of any member
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w agency to pay the Operator/ Administrator s Rh 11 not relieve the
proportionate shares of operation, maintenance, and administration
of the Joint System.
- other member agencies of their obligation to pay their
143.1.5 Preparation of Estimated Capital Budget. No later than May 1 of each year, the Operator/Administrator shall
prepare an estimated budget of the amount of money required for capital improvement projects during each of the next five fiscal years and over the next twenty years. The estimated capital budget shall show the estimated amount to be paid by each member agency. Such estimate shall be based on existing and/or projected ownership as appropriate.
143.1.6 Approval of Estimated Capital Budget. Each estimated capital budget adopted by the Operator/ Administrator shall be forwarded to the JAC for consideration and for submittal to the member agencies for approval. The Operator/ Administrator's estimated capital budget shall be deemed effective upon unanimous approval by the member agencies and upon the receipt by the Operator/Administrator of certified copies of approving resolutions or minute orders from the governing bodies of each of the member
agencies. Until such time as formal approval has been received
from each member agency, the estimated capital budget shall
constitute merely a proposed budget, subject to consideration or revisions. The capital budget shall be considered separately from
the 0 b M budget and may be approved independently.
193.1.7 Prepaid Capital Contributions. Each member agency shall prepay its actual portion of the capital costs except as noted in Section' 18 of this Revised Basic Agreement. Quarterly on July 1, October 1, January 1, and April 1, the Operator/Administrator shall bill the member agencies and the member agencies shall deposit with the Operator/Administrator one
fourth of the actual estimated capital costs except as otherwise specified in Section 18 Any capital funds remaining at the end of the fiscal year shall be retained and credited toward the member agencies for the following fiscal year.
. ' Each member agency shall make quarterly contribution payments .'.to the Operator/Administrator promptly at the time they become due.
143.1.8 Actual Capital Contributions. The member
agencies agree to contribute their actual capital costs pursuant to Section 18 of this Revised Basic Agreement. Such costs shall include the actual costs of (1) all materials and supplies used or purchased for capital improvement of the Joint System and (2) all
contracts let by.phe Operator/Administrator for the performance of capital improvement projects. Provided however, the failure of any member agency to pay the Operator/ Administrator shall not relieve the other member agencies of their obligation to pay their proportionate shares,of the capital expenses of the Joint System.
143.1.9 Audit. Annually the Operator/Administrator shall
cause the preparation of an independent accountant audit of the financial statements.
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Section 13& w A8818TmCE TO OPERATOR/ w MINIST~TOR
-. . When requested by the Operator/Administrator, the EWA shall provide assistance, and make recommendations to said Operator/Administrator relative to all services and duties it is to perform under the terms of this Revised Basic Agreement.
Section 16s . RIGHTS OF WAY AND LAND ACQUISITIONS
The Operator/Administrator and/or any of the member agencies may, as agreed upon in writing-by all the member agencies, act on behalf of the member agencies in acquiring lands and rights of way necessary for the operation, maintenance, ownership, and use of the Joint System.
Section 135 PAYMENT OF OPERATION AND MAINTENANCE EXPENSES
175.1 Allocation of Expenses. All operation, maintenance and administration expenses for Units I& ai& JA and K
of the Joint System, hereafter referred to as O&M expenses, shall
be paid by each member agency based on each member agencyls percentage of ownership and usage in these units. For the purpose of this section, the following definitions shall apply: ltusagell shall mean the costs for power, chemicals, maintenance, and other sewage treatment, solids handling, and disposal processes which
result from wastewater entering Unit I or Unit J, or Unit K;
l1ownershipIt shall mean the costs for insurance, administration expenses, laboratory expenses, plant operations, services and
maintenance, and other wastewater collection and treatment, solids handling and effluent disposal costs which are incurred irrespective of the amount of wastewater which enters Unit IL or
Unit J, or biosolids that enter Unit X.
175.2 Pavment Schedule. Each member agency shall. pay its proportionate share of the operation, maintenance and administration expenses in accordance with Section 13.1 of this Revised Basic Agreement.
135.3 :Revenue from Bv-Products. Any revenue received from the sale of €ezt:.l:.e conmost or other by-products arising
out of the operation of the Joint System shall be apportioned to
each member agency in the same proportion as their share of the 0
& M expenses for the Joint System in the year in which the revenue is received.
..
Section 182 PAYMENT OF CAPITAL EXPENSES
181.1 Allocation of Emenses. Unless otherwise specified herein, capital expenses shall be allocated based on
existing or projected Unit I, Unit J or Unit K ownership as appropriate. Exceptions are as follows:
187.1.1 Phase Iv Expansion. Phase IV capacity and
costs are allocated according to the methodology shown in Exhibit B, attached hereto and made part of this Revised Basic
Agreement by reference.
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~.
187.1.2 Joint Flow Meterinq wstem. Each member W'
" agency is responsible for the capital expenses of meters and - monitors serving its respective service area. Capital expenses for
the monitors serving the entire Exhibit A service area shall be
paid on the basis of Unit J flow.
"
1SZ. 1.4 3 Additional Land/Right of Way Acquisition, All expenses shall be allocated in accordance with the terms of a separate agreement to be adopted unanimously by the member agencies -
182.2, Pavment Schedule. Unless otherwise specified
herein, capital expenses shall be prepaid on a quarterly basis. Exceptions are as follows:
187.2.1 Phase IV Expansion, Phase IV contract expenses approved, by the O~erator/Administrator shall be paid once
a, month based on invoices from. the contractor, . the design engineer, and the construction manager. The payments will vary .over the duration of the job. The Operator/Administrator shall notify the member agency financial representatives of the amounts
needed following receipt of each month's invoices. In addition, upon the completion and acceptance by - - the Operator/Administrator of each of: (a) the Western Summit/TIC construction contkact project, and (b) the Phase IV odor control
and associated facilities, . and (c) again, upon completion and acceptance of the Avenida Encinas street widening project by the
City of Carlsbad per its contract with SAA m, adjustments shall be calculated and paid in the manner set forth in Exhibit B, considering all Phase IV Expansion work completed to date or invoiced to the member agencies. Upon completion.and acceptance of all work authorized by,- the Operator/Adminis~rator as part of the Phase IV Expansion, a final adjustment shall'be calculated and paid in accordance with Exhibit B.
c 4" L* -
,-
182.2.32 Additional Land/Right of Way Acquisition. All expenses .shall be paid in accordance with the terms of a separate agreement to be adopted unanimously by the member agencies.
1&2_.2.43 Other Capital Expenses. On occasion, capital expenses may occur earlier in the fiscal year than would allow for regular quarterly billing. If regular quarterly billings
.do not provide needed capital early enough during the fiscal year, supplemental capital billings shall be sent to the member agencies.
,In such cases, the Operator/Administrator will notify the member
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-- agency financial rwresentatives as. far in aince as possible.
.. " Section 148 SETTLEMENT OF DISPUTE OR CONTROVERSY -
198.1 Ricrht to Arbitration. Should any dispute or controversy arise in connection with the books, records or accounts
of any member agency or in connection with the' acquisition, construction, maintenance, operation repair, reconstruction or enlargement of the Joint System or in connection with any of the affairs or operation thereof, or the execution of this agreement, the governing bodies of member agencies that are affected by such dispute may elect to arbitrate the dispute or controversy in accordance with this section. In the event of such election, the governing body of each member agency affected shall appoint or designate one disinterested person as an arbitrator. Said
arbitrators so chosen, if an even number, shall designate an additional disinterested person to make an odd number of arbitrators. Said arbitrators so chosen shall act as a Board of
Arbitrators in connection with any such dispute or controversy. The
findings of fact approved by a vote of the majority of the members
of the Board of Arbitrators shall be binding upon the affected
member agencies.
19B.2 Riqht of Observation. The parties to any arbitration proceedings held under the provisions of this agreement shall notify every other member agency not a party thereto of such
arbitration proceedings and any other member agency shall have the right to be represented at such proceedings by a member agency designated observer.
198.3 Riaht to ExDert Arbitration. Any controversy which can be determined by an engineer's or other expert's findings and which under this section could be submitted to arbitration may, if the parties thereto agree in writing to do so, be submitted to a named engineer or expert who shall be the sole arbitrator. Any such engineer shall be m-; cf Cz&
%eheer3 a Registered Enqineer in the State of California, Any
such engineer or expert shall be disinterested as required of arbitrators on an arbitration board. He shall proceed in the same manner provided herein for an arbitration board.
Section i?#u APPORTIONMENT OF LIABILITY
Any liability incurred by the member agencies, which liability arises out of or in connection with the operation and/or maintenance of the Joint System, except for costs of improvements to such facilities and operating and maintenance costs, shall be
discharged by payment by each member hereof in proportion to their
respective ownership in the facilities at the time of the incident
which results in the liability.
..
Section =a NOTICES
Notices required or permitted under this Revised Basic Agreement shall be sufficiently given if in writing and if 'either served personally or mailed by certified mail to the member
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1.
d W agencies. w
.. ". Section sa, SEVERABILITY
If any one or more of .the terms, provisions, promises,
covenants or conditions of this agreement shall by any extent by adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of
the remainingtems, provisions, promises, covenants and conditions
of this agreement shall not be affected thereby and shall be valid
and enforceable td the fullest extent permitted by law.
.I I ..
Section Ha I MODIFICATION OF AGREEMENT
This agreement shall contain all the terms and conditions made between the parties hereto and shall not be amended except by an agreement in writing signed by all the member agencies.
Section a= SUCCESSION
The provisions of this agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto.
Section Xu APPROVAL
This agreement shall be approved as of the date that all of the member agencies have approved this agreement and the Revised Establishment Document.
IN WITNESS WHEREOF, each party hereto has pursuant to resolution duly passed and adopted by their respective governing bodie9 caused this Revised Basic Agreement to be executed the day and year first above written.
CITY OF VISTA,
Attest:
w Mayor
City Clerk
Attest:
1- dLkh d "i Ijjec;-?Zk/h
/
City Clerk
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1. - W w
.- ” .. LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS-RATER DISTRICT
BY President
BUENA SANITATION DISTRICT
BY Chairperson
ENCINITAS SANITARY DISTRICT Approved as to form:
BY President BY JAC Counsel
/
.t 8
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.. -
.. - I
W w
EXHIBIT B .. PHASE IV COST ALLOCATION
1. Phase IV cost shall be allocated as follows:
a.
b.
-
C.
d.
e.
f.
9-
All costs shall be allocated by unit process and among
flow, BOD, and suspended solids in the manner recommended for revenue programs by the State Water Resources Control Board.
The replacement value of the existing Unit I and Unit J facilities at the mid-point of construction (projected
ENRLA of. 6465) shall be determined. In determining
replacement value, grant funding shall be included except
for the grant funding used to pay for the l1oversizedlt
portion .of "oversizedtt items (i.e., items sized or undertaken for the ultimate site capacity, such as site grading and paving, piping, etc.).
Dollar ownership of the existing facilities shall be determined by multiplying existing ownership percentages times the replacement values determined in step b.
The cost of the proposed Phase IV facilities .at the midpoint of construction (projected ENRLA of 6465) shall be estimated by the design engineer.
The total value of the EWPCF following construction of Phase IV shall be estimated by adding the replacement
value of the existing facilities (determined in step b)
to the estimated cost of the Phase IV project (determined in step d) .
Needed dollar ownership of the EWPCF following construction of Phase IV shall be determined by multiplying the revised Unit I liquid and solids and Unit
J Ownerships (determined in Exhibit A oE the Thirty-Ninth
Supplement) by the total value of the EWPCF following construction of Phase IV (determined in step e).
Phase IV cost allocations shall be calculated by
subtracting existing dollar ownerships (determined in step c) from needed dollar ownerships following construction. of Phase IV (determined in step f) . Credits and buyings for existing facilities are automatically
included in this calculation and need not be calculated separately: however, the dollar values of each are included below for background.
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\
' "
e
.e *- - -
Estimated Phase IV @!t allocations in dollars = percent of total
are as follows:
Agency f-
vista Car 1 sbad Leucadi a San Marcos
Euena
Encinitas
Total
Existing Projected mrship
Ownership, Following Phase IV
Construction. S
22,739,000 28,938 , 000 20,585,000 33,216,000 13,314,000 27,297,000 14,099,000 27,105,000 4,436,000 11,020,500 4,694.000 6.470.500
79,867,000 134,047,000
Estimated Effective
Phase IV Cost Credi t/t?uyim
f x f
6,199,000 11.44, (5,455,000)
12,631,000 23.31 ( 745,000)
13,983,000 25.81 2,916,000
13,006,000 24.01 2,w1,000
6,564,500 12.15 2,023,000 1.n6.500 3.28 ( 830,000) 54,180,000 100.00 0
Final Phase IV cost allocations will be determined following completion of Phase IV construction and will use the actual project costs spread
according to the final engineer's estimate instead of the current
engineer's estimate in steps d through g above. Actual ENRLA at mid-point of construction will be substituted for the projected value in step b.
. .I,
-
i
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c r W w
: -<.
* REVISED ESTABLISHMENT DOCUMENT
FOR THE ENCINA WASTEWATER AUTHORITY
DRAFT JULY 28, 1992 AMENDMENTS
Ref: 3 07.3
THIS AGREEMENT (hereinafter the Revised' Establishment Document, t%EDt9) is made and entered into this 17th day of December, 1990, by and among the CITY OF VISTA (hereafter VISTA), the CITY OF CARLSBAD (hereafter CARLSBAD), the BUENA SANITATION
DISTRICT (hereafter BUENA), the VALLECITOS WATER DISTRICT
(hereafter LEUCADIA), and the ENCINITAS SANITARY DISTRICT
(hereafter ENCINITAS), herein called the Ilmember agenciestv, for
the operation, maintenance, and administration of their jointly owned sewerage system.
RECITALS
WHEREAS, each of the member agencies is a public agency authorized and empowered to contract for the joint exercise of powers under the Government Code of the State of California: and
WHEREAS, each of the member agencies has the authority and power to collect, transmit, treat and dispose or reuse wastewater
and wastewater treatment bmroducts. and to construct and operate
facilities for such purposes; and
WHEREAS, the member agencies recognize the need to operate, maintain and administer the Encina Joint System on a cooperative basis for the collection, transmission, treatment, and disposal of wastewater, and the manaqement of wastewater treatment bmroducts: and
WHEREAS, on August 1, 1988, the member agencies entered into
a Joint Exercise of Powers Agreement, which this RED is to replace, pursuant to the provisions of Article 1, Chapter 5, division 7, Title 1 of the California Government Code, creating a public agency then known as the Encina Administrative Agency (now the Encina Wastewater Authority,-ltEWA1r) to serve as the Operator/Administrator of the Encina Joint System: and
WHEREAS, the Joint Exercise of Powers Agreement establishing the EWA was adopted as a supplement to the "Basic Agreement" establishing the Encina Joint Powers; and
WHEREAS, the member agencies desire to revise and condense the Basic Agreement and have drafted legal documents known collectively as the Revised Basic Agreement that are to be considered concurrently with this Agreement; and
EXHIBIT #3
-1-
L c . -.
d-
W W
Ref: 3073.1
WHEREAS, the member agencies desire to (a) retain the EWA as the Operator/Administrator of the Encina Joint Powers and (b) reestablish the organization, administration, rules, and specific powers of the EWA by entering into a revised agreement, to be known as the llRevised Establishment Document" (llRED1l) , separate from the Revised Basic Agreement (llRBA1l), pursuant to Article 1, Chapter 5, Division 7, Title 1 of the California Government Code relating to the joint exercise of powers.
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHER
AS FOLLOWS :
Section 1. DEFINITIONS
For the purposes of this RED and the RBA, the following terms shall have the meanings indicated below:
1.1 Basic Asreement. That agreement by and among Vista, Carlsbad, Buena, Vallecitos, Leucadia, and Encinitas including all supplements and amendments thereto entered into beginning July 13, 1961.
1.2 Joint Advisory Committee. The Joint Advisory Committee
(JAC) as defined in the Revised Basic Agreement.
1.3 Joint Svstem. The Encina Joint System as defined in the Revised Basic Agreement.
1.4 Revised Basic Aareement. That agreement by and among Vista, Carlsbad, Buena, Vallecitos, Leucadia, and Encinitas
including all amendments thereto entered into beginning December 17, 1990 and superseding the Basic Agreement.
Section 2. TERMS
2.1 Establishment of Asencv. There is hereby established a
public agency known as the Encina Wastewater Authority, herein
called EWA (formerly known as the Encina Administrative Agency).
For the purposes of this agreement, EWA is a public agency
separate from the parties hereto, but it is the intent of these
parties that EWA be subordinate to and dependent upon the member
agencies in all matters. .I I
2.2 General Duties of the EWA. The EWA shall operate, maintain, and administer the Encina Joint System utilizing funds contributed by the member agencies and grants received from the Federal and State governments.
2.3 Powers. The EWA shall have the following powers as needed to fulfill its duties: i
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rl- Ref: 3073.2
2.3.1 To operate, maintain, administer and manage the Joint System, including any buildings, works or improvements comprising part of the Joint System and located either inside or outside the boundaries of the member agencies, in accordance with sound engineering and accounting practices with local, state and federal laws and regulations:
2.3.2 To make and enter contracts in connection with the administration, management, maintenance and operation of the Joint System:
2.3.3 To employ agents and employees to operate, maintain, administer and manage the Joint System:
2.3.4 To incur debts, liabilities or obligations in connection with the operation, maintenance, administration and management of the Joint System;
2.3.5 To sue and be sued in its own name, provided that the EWA shall not commence or intervene in any lawsuit without the approval of all of its member agencies, except
pursuant to paragraph 2.3.10 hereof;
2.3.6 To acquire, hold, and dispose of such
equipment as may be reasonably necessary to the property operation, maintenance, administration and management of wastewater treatment and disposal facilities;
i
2.3.7 To file reports associated with the operation, maintenance, administration and management of the Joint System:
2.3.8 In an emergency, to reconstruct or cause to be reconstructed such portions of the Joint system when reconstruction is immediately required to permit the Joint System to continue to function:
2.3.9 To maintain.at all times with a responsible
insurer or insurers sufficient insurance against loss or damage
to the Joint System or portion thereof, workers' compensation insurance, and insurance against public liability and property damage :
2.3.10 To adopt industrial pretreatment regulations
that comply with federal and state pretreatment regulations. The regulations shall include technically based local limits, shall be followed by each member agency, shall apply to industrial connections and groundwater cleanup sites that discharge or have ..the potential to discharge into the Joint System, and shall allow
EWA to take enforcement action against dischargers that violate the regulation:
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-i * Ref: 3073.3
2.3.11 To review and amend the industrial pretreatment regulations from time to time as the need arises:
2.3.12i To implement all requirements of the pretreatment regulations and all aspects of the Encina service area pretreatment program, including permitting, inspection, monitoring, reporting, and enforcement activities, except that industrial pretreatment permits shall be jointly issued by the member agency in whose jurisdiction the discharge is located and EWA;
2.3.13 To charge and bill the industrial dischargers for their respective share of the EWA's cost to implement the pretreatment regulations, including application review, permit issuance, sampling, monitoring, inspection and enforcement costs;.
2.3.14 To purchase, lease or condemn real property upon such terms and conditions as approved unanimously by the member agencies:
2.3.15 To operate and maintain other facilities
outside the Joint System as recommended by JAC and in accordance with EWA.executed operation agreements, or as authorized in the Revised Basic Agreement, which may include budgeting responsibilities.
2.3.16 The powers enumerated herein shall be exercised subject to the restrictions upon the manner of exercising the powers of the Leucadia County Water District pursuant to the County Water District Law (Water Code §30000 et seq.) .
2.4 Board of Directors. The EWA shall be administered by the governing body of the EWA which shall be known as the Board of Directors of the EWA, herein called the Board. Members of the JAC shall serve as the Board.
2.5 Officers of the Board. The Board shall elect its own officers, which shall include a Chairman, Vice-chairman, Secretary, Treasurer, and Auditor. The Chairman and Vice- Chairman shall be members of the Board and the Secretary may, but
need not, be a member of the Board.
2.5.1 Treasurer. The Treasurer shall be the treasurer of Vista and shall be the depositary and have custody
of all money of the EWA from whatever sources.
2.5.2 Auditor. The Auditor shall be the auditor of Vista and shall draw all warrants to pay demands against the EWA approved by the Board of Directors.
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8 -9
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Ref: 3073.4
2.5.3 Other Officers, The General Manager and
Attorney for the EWA shall be appointed by the board. The Board shall also have the power to appoint and employ such other consultants, advisors, and independent contractors as it may deem necessary, and subject to the limits of the EWA's approved budget. The public officer, officers, or persons who have charge of, handle, or have access to any substantial property of the EWA shall file an official bond in an amount to be fixed by the Board. The General Manager shall have the power to appoint, promote, demote and remove employees of the EWA subject to the provisions of the personnel policy of the EWA and the EWA's approved budget.
2.6 Meetinas of the Board.
2.6.1 Regular Meetings. The Board shall provide
for its regular meetings; provided, however, it shall hold-at least one regular meeting per month. The dates, hour, and place of the regular meetings shall be fixed by resolution, and a copy
of such resolution shall be furnished to each member agency.
2.6.2 Ralph M. Brown Act. All meetings of the Board, including, without limitations, regular, adjourned regular, and special meetings, shall be called, noticed, held, and conducted in accordance with the provisions of the Ralph M. Brown Act (commencing with Section 54950 of the California Government Code).
2.6.3 Minutes. The Secretary of the EWA shall cause to be kept minutes of all meetings of the Board, and shall cause a copy of the minutes to be forwarded to each member of the
Board and to each of the parties hereto.
2.6.4 Quorum and Vote. A majority of the Board or
.I I
their alternates shall constitute a quorum far the transaction of business; except that less than a quorum may adjourn from time to
time. The affirmative vote of a majority of a quorum shall be
required for the approval of any action. However, when voting on a matter involving the treatment plant (Unit I) or the ocean
outfall (Unit J), or the compostinq facility (Unit X), any member of the Board may call for a weighted vote, In such case, the affirmative vote of members representing a majority of the capacity of the Unit involved shall be required for the approval
-of any action, to,be calculated as follows:
The total vote of all members of the Board shall be 100
percent. Each regularly appointed member shall have a percentage of vote equal to one-half of the percentage of capacity of the member agency he represents in the Unit involved. Where only one member is present, said member shall have a percentage of vote
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<- Ref: 3073.5
equal to the total-percentage of capacity of the agency he represents. At any meeting where no regularly appointed member is represented, each alternative of such regularly appointed member shall have a percentage of vote equal to one-half of the percentage of capacity of the agency he represents. Provided, however, at any meeting where any agency is represented by only one alternate, said alternate shall have a percentage of vote equal to the total percentage of the capacity of the agency he represents. 8.'
2.7 Rules; The Board shall adopt rules and regulations, including a conflict of interest code and a purchasing procedure.
The Board may, from time to time, review and revise these rules and regulations as needed.
2.8 Budaetinq. Annually, the EWA shall prepare an operation, maintenance, and administration budget (hereafter referred to as the 0 & M budget) and a capital improvement program budget (hereafter referred to as the capital budget).
The budgets shall be prepared in accordance with the RBA and generally accepted accounting principles.
2.9 Accountinq and Audits.
2.9.1 Fiscal Year. The fiscal year of the EWA
shall be from July 1 to June 30.
2.9.2 Accounting Procedures and Audit. Full books and accounts shall be maintained for the EWA in accordance with practices established by or consistent with those utilized by the Controller of the State of California for like public agencies. The Auditor of the'EWA shall either make or contract with a certified public accountant to make an annual audit of the accounts and records of the EWA. The minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the California Government Code and the audit shall conform to generally accepted accounting principles. A report of the audit shall be filed as a
public record with each of the member agencies and with the San
Diego County Auditor within 30 days of its completion. Such
,.report shall be filed within 12 months of the end of the fiscal year under examination.
2.10 Liabilities. Except as provided hereinabove, the debts, liabilities and obligations of the EWA shall be the debts, liabilities and obligations of the EWA alone, and not the member agencies.
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7 -#
e 2.11 Withdrawal or Dissolution. Upon withdrawal of a member from the EWA or upon dissolution of the EWA, there shall
be a partialior complete distribution of assets and discharge of liabilities’as follows. The distribution of assets may be made in kind or assets may be sold and the proceeds thereof distributed to a member agency at the time of withdrawal or to
the member agencies at the time of dissolution; provided that,
all property and rights in property assigned or transferred by any member agency to the EWA shall be reconveyed to said member
agency free and clear of all encumbrances and liens of any kind.
2.11.1 Withdrawal. Upon withdrawal of any member agency from the EWA, the withdrawing member shall receive its
proportionate or otherwise defined share of any assets of the EWA
and shall contribute its proportionate or otherwise defined share toward discharge of .any enforceable liability incurred by the EWA.
each member agency shall receive its proportionate or otherwise defined share toward discharges of any enforceable liabilities incurred by the EWA.
2.11.2 Dissolution. Upon dissolution of the EWA,
2.12 Rescission or Termination. The EWA shall continue as
Operator/Administrator until such time as EWA is terminated by written consent of a majority of the member agencies, evidenced
by certified copies of resolutions by their governing bodies. Upon termination of the EWA and replacement with another Operator/Administrator, employees of the EWA shall become the employees of the new Operator/Administrator subject to existing
employment contracts, seniority, retirement rights and any other employee benefits or rights now enjoyed by those employees.
2.13 Notices. All notices, statements, demands, requests,
consents, approvals, authorizations, agreements, appointments or designations hereunder shall be given in writing and addressed to the principal office of the EWA.
2.14 Severabilitv. If any one or more of the terms, provisions, promises, covenants or conditions of this agreement
shall by any extent be adjudged-invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants and conditions of this agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law.
2.15 Modification of Asreement. This agreement shall contain all of the terms and conditions made between the parties hereto and shall not be amended except by an agreement in writing
signed by all the member agencies. .I I
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F 2.16 Succession. The provisions of this agreement shall be
-% Ref: 3073.7
.V
binding upon and shall inure to the benefit of the successors Of the parties thereto.
2.17 Amroval. This agreement shall be approved as of the date that all of the member agencies have approved this agreement and the Revised Basic Agreement.
IN WITNESS WHEREOF, each party hereto has pursuant to resolution duly passed and adopted by their respective governing bodies caused this Revised Establishment Document to be executed effective as of the day and year first above written.
CITY OF VISTA
BY
Attest:
City Clerk
.-
CI
BY
Mayor
3,
LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS WATER DISTRICT
BY President ..
BUENA SANITATION 'DISTRICT
BY President
ENCINITAS SANITARY DISTRICT
BY President
Approved as to Form:
BY EWA Counsel
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