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HomeMy WebLinkAboutSan Diego Regional Stormwater Copermittees; 2007-11-16; R9-2007-0001EXHIBIT 2 Third Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees MEMORANDUM OF UNDERSTANDING July 2, 2015 This Memorandum ofUnderstanding (MOU), entered into by the County of San Diego (County), the San Diego Unified Port District (Port), the San Diego County Regional Airport Authority (Airport), and the incorporated cities of San Diego, Carlsbad, Chula Vista, Coronado, Escondido, Imperial Beach, La Mesa, San Marcos, Del Mar, El Cajon, Encinitas, Lemon Grove, National City, Oceanside, Poway, Santee, Solana Beach, and Vista (Cities), collectively called Copermittees, establishes the shared program responsibilities of each party with respect to compliance with the National Pollutant Discharge Elimination System (NPDES) stormwater permit regulations administered by the United States Environmental Protection Agency (U.S. EPA) under the authority granted by the Federal Water Pollution Control Act (Clean Water Act) 33 USCA 1251 et seq. as amended. RECITALS WHEREAS, in 1987 Congress amended Section 402 of the Federal Water Pollution Control Act (33 USCA § 1342p) to require the U.S. EPA to promulgate regulations for applications for permits for stormwater discharges; and WHEREAS, the U.S. EPA adopted final permit regulations on November 16, 1990; and WHEREAS, these permit regulations require the control of pollutants from storm water discharges by requiring an NPDES permit, which would allow the lawful discharge of storm water into waters of the United States; and WHEREAS, the County, the Port, the Airport, and the Cities desire to implement an integrated stormwater management program with the objective of improving surface water quality in the County of San Diego, but do so without waiving and expressly subject to any and all objections and appeals made by any Copermittee in response to any NPDES Permit; and WHEREAS, the California State Water Resources Control Board (CSWRCB) as designee of the U.S. EPA has delegated authority to the San Diego Regional Water Quality Control Board (Regional Board) for administration of the NPDES storm water permit within the boundaries of its region; and WHEREAS, on, May 8, 2013, the Regional Board issued an NPDES permit as Order No. R9-2013- 0001 (Permit) governing waste discharge requirements for stormwater and urban runoff from the County, the Port, the Airport, and the Cities, naming these entities as Copermittees; and WHEREAS, said Permit requires that the Copermittees cooperate in the implementation of various Urban Runoff Management Plans; NOW, THEREFORE, the parties hereto do mutually agree as follows: San Diego Regional Stormwater Copermittees MOU - 1 -Third Amendment: July 2, 2015 I. DEFINITIONS At Large means representing all of the Copermittees of this MOU. Chair means presiding over and providing leadership and direction to a Working Body. This includes serving as a point of contact to external entities such as Regional Board staff, stakeholders, and industry groups, soliciting group input on and developing meeting content, facilitating meetings, and coordinating with the Secretary or Working Body Support staff to finalize work products for distribution to the Working Body. Chair responsibilities may also be divided between Co-Chairs. Contract Administration means developing, soliciting, awarding, and managing contracts. Consensus means general agreement reached between the participants of a Working Body. Direct Costs mean those costs directly related to the development of a work product, or to the performance of a particular function or service. Direct Costs may include the wages of Copermittee employees engaged in an activity and the cost of materials or supplies needed to support that activity. Depreciation, equipment, and office space are not considered Direct Costs. Fiscal Year starts on July 1 and ends on June 30 of the following year. General Programs are collaborative urban runoff management activities which are (1) mandated by or necessary to implement requirements of the Permit, (2) necessary to anticipate the requirements, or prepare for renewal, of the Permit, (3) required to comply with Regional Board Orders or other directives required of Copermittees as dischargers of urban runoff (e.g., 13267 Orders, Total Maximum Daily Loads, etc.), or ( 4) other urban runoff management activities conducted with the unanimous approval of Copermittees sharing the cost or responsibility. In-kind Contribution means a non-monetary contribution that can be used to satisfy an equivalent monetary obligation. Examples of In-kind Contributions are equipment or services provided for use. Program Planning Subcommittee is composed as described in Section III.C.4 and 5. Regional General Programs are activities that apply to all Copermittees, or that provide a regional benefit to Copermittees as determined by the Regional Management Committee. Regional Principal Permittee is the County of San Diego unless another Regional Principal Permittee is selected in accordance with Section III.B.5. In addition to the responsibilities of all Copermittees described in Section II, the Regional Principal Permittee provides general coordination for the development and implementation of Regional General Programs, including the specific tasks and responsibilities described in Section III.A.l.b. Regional Stormwater Management Committee or Management Committee is composed as described in Section III.B.2. Representative means a Copermittee staff member or consultant who serves as a point of contact and/or participant in the activities of a Working Body on behalf of the Copermittee. Except as described in Section III.B (Regional Stormwater Management Committee), Representatives are not required to attend meetings, but are expected to maintain a reasonable knowledge of, and involvement in, the activities of the Working Body. To the best of their ability each Copermittee Representative should have expertise and knowledge in the subject matter of each applicable Working Body. Secretary means a person who takes responsibility for the records, correspondence, minutes or notes of meetings, and related affairs of a Working Body. This includes: maintaining group contact lists; preparing and sending out meeting notifications and agendas; arranging for meeting rooms and San Diego Regional Stormwater Copermittees MOU - 2 -Third Amendment: July 2, 2015 equipment; taking, preparing, and finalizing meeting minutes or notes; and, coordinating with the Chair or Working Body Support staff to organize and distribute work products to the Working Body. Simple Majority means at least one-half (50%) of applicable Copermittees, rounded up to the nearest integer, or plus one where the number of Copermittees is even. For the purposes of this MOU, a simple majority may never be less than three Copermittees. Special Formula means any cost share formula that differs from the Default Formula in the selection or weighting of individual factors or in the methodology used to calculate one or more of them. Three-fourths Majority means at least three-fourths (75%) of applicable Copermittees, rounded up to the nearest integer. For the purposes of this MOU, a Three-fourths Majority may never be less than three Copermittees. Two-thirds Majority means at least two-thirds (67%) of applicable Copermittees, rounded up to the nearest integer. For the purposes of this MOU, a Two-thirds Majority may never be less than three Copermittees. Urbanized Land Area means the total of all SANDAG land uses within the geographic area, subject to the cost share, excepting therefrom, the following coded land uses: 1403 Military Barracks; 4102 Military Airports; 6700 Military Use; 6701 Military Use; 6702 Military Training; 6703 Military Weapons; 7209 Casinos; 7603 Open Space Reserves, Preserves; 7609 Undevelopable Natural Areas; 9200 Water; 9201 Bays, Lagoons; 9202 Inland Water; and 9300 Indian Reservations. Watershed Copermittee means any Copermittee that is identified both as a Copermittee under Table l.a and a Responsible Copermittee under any Watershed Management Area as defined in Table B-1 of the Permit. Watershed General Programs are activities that apply to the Copermittees comprising any individual Watershed Management Area (WMA) defined in Table B-1 of the Permit, or providing a general benefit to Copermittees within the WMA as determined by a Watershed Workgroup. Working Body means Committees, Subcommittees, Workgroups, Sub-workgroups, or any other group ofCopermittees' employees assembled to conduct specific tasks required by, for, or in furtherance of, compliance with the Permit. Working Body Support means those tasks associated with carrying out the responsibilities of the Working Body. This includes researching, drafting, modifying, and finalizing work products such as work plans, budgets, and meeting materials. Working Body Support does not include chairing or co- chairing meetings or tasks that are equitably divided amongst the Representatives of the Working Body. Working Body Support tasks are reimbursable, and may be contracted by any participating Copermittee. II. RESPONSIBILITIES OF ALL COPERMITTEES The following apply to General Programs. A. Performance and Reimbursement of Tasks 1. Any individual Copermittee performing tasks necessary to fulfill budgeted General Program responsibilities for a Working Body is entitled to reimbursement of the costs incurred in accordance with section II.B. 2. Any Copermittee performing contract administration tasks to fulfill budgeted General Program responsibilities for a Working Body is entitled to reimbursement of contract San Diego Regional Stormwater Copermittees MOU - 3 -Third Amendment: July 2, 2015 management costs at a rate of 5% of the total contract cost or as otherwise agreed on by the participating Copermittees. 3. Any Copermittee performing tasks other than contract administration or voluntarily serving as a Working Body Chair, Co-chair, or Secretary, is entitled to reimbursement of the Direct Costs of performing those services in accordance with section II.B. 4. A Copermittee shall not be obliged to conduct work, enter into any contract, continue with any work or contract, or incur any other cost on behalf of other Copermittees if each Copermittee has not contributed the funds that it is obliged to contribute toward the activity or program, or if the Copermittee has not received adequate assurances that such funds will be received before payments become due. The Copermittee shall have sole discretion to determine whether assurances that require funds will be timely received or adequate. 5. A member of a Working Body providing Working Body Support may terminate those obligations for convenience, but shall first make a good faith effort to carry out or transfer existing responsibilities to another party. B. Fiscal Responsibilities 1. Division of Shared General Program Costs a. Prior to the allocation of shared costs, each proposed or approved budget task or sub-task shall be identified as either a Regional General Program cost or a Watershed General Program cost, and the Copermittees sharing that cost shall be identified. The cost of any particular budget element shall be subject to the approval of only the Copermittees to which it applies. The associated costs shall be divided among participating Copermittees as described below .. (1) Default Formula. Shared costs shall be divided according to a Default Formula of 45% Urbanized Land Area, 45% Population, and 10% Equal Division unless a Special Formula is approved by the Copermittees to which the cost applies. (a) Population costs shall be divided among the Copermittees as follows: Whenever any geographic portion of the Port or Airport jurisdiction(s), respectively, lies(s) within the geographic area to which the shared program or activity is applicable, the Port or Airport, respectively, will each pay a fixed 0.5% of total Population costs. The remaining percentage of the population costs shall be divided among Copermittees by dividing the total population of each Copermittee by the combined total Copermittee population within the geographic area applicable to the shared program or activity. These percentages shall be calculated using the most recently available population data available from the San Diego Association of Governments (SANDA G), unless more recent data are available from an equivalent source such as the U.S. Census Bureau, and are determined to be acceptable by the Copermittees sharing the cost. (b) Urbanized Land Area costs shall be divided among Co permittees by dividing the total Urbanized Land Area of each Copermittee by the combined total Urbanized Land Area of all participating Copermittees within the geographic area applicable to the shared program or activity. Urbanized Land Area shares shall be calculated using the most recently available San Diego Association of Governments (SANDA G) land use statistics. The Urbanized Land Area share for the County shall include those urbanized lands in the unincorporated portion of the County that are San Diego Regional Stormwater Copermittees MOU - 4 -Third Amendment: July 2, 2015 west ofthe County Water Authority (CWA) service area boundary as it exists on the date of this MOU or as formally amended by the CWA. (c) Ten Percent (10%) of the total cost to be shared shall be divided equally amongst all of the Copermittees. (d) Modification of the Default Formula requires the unanimous vote of all Copermittees. For cost sharing that applies only to a group that contains fewer than all Copermittees, a unanimous vote is required of all affected Copermittees. (2) Special Formulas. Special Formulas may be applied to any shared Regional or Watershed General Program cost, and require the unanimous vote of the Copermittees participating in the cost. (3) In-kind Contributions. Subject to approval by the Copermittees participating in a particular shared General Program budget, a Copermittee may provide an in-kind contribution of equal value rather than a monetary contribution toward all or part of the cost of an activity. Copermittee in-kind contributions may include Working Body Support. 2. Work Plans and Shared Cost Budgets a. Limitations on Cost-sharing General Program activities that may be cost-shared by the Copermittees include collaborative urban runoff management activities which are (1) mandated by or necessary to implement requirements of the Permit, (2) necessary to anticipate the requirements, or prepare for renewal, of the Permit, (3) required to comply with Regional Board Orders or other directives required of Copermittees as dischargers of urban runoff(e.g., 13267 Orders, Total Maximum Daily Loads, etc.), or (4) other urban runoff management activities conducted with the unanimous approval of Copermittees sharing the cost or responsibility. Examples of such activities include: (1) Development or implementation of any program requirements ofthe MS4 Permit, such as, the BMP Design Manual, regional education and outreach, or Water Quality Improvement Plans; (2) Public participation activities, such as facilitating public meetings and workshops; (3) Program assessment; (4) Plan updates; ( 5) Water quality monitoring, assessment and reporting; (6) Annual reporting, including establishment and management of data and information clearinghouses; (7) Preparation of technical analyses, recommendations and comments regarding the MS4 Permit, total maximum daily loads, and other relevant storm water quality regulations; San Diego Regional Stormwater Copermittees MOU - 5 -Third Amendment: July 2, 2015 \ \ (8) Preparation of documents required by the MS4 Permit, such as Reports of Waste Discharge; and (9) Special studies related to storm water quality-related pollutants, their sources, and potential best management practices. b. Regional Work Plans and Shared Cost Budgets 1. No later than October 31st of each year, each Regional Working Body shall prepare and submit to the Planning Subcommittee a Work Plan and Shared Costs Budget for the upcoming Fiscal Year. 2. Each Work Plan shall identify the parties that will serve as a Working Body Chair, Co-chair, or Secretary for the upcoming Fiscal Year. These assignments will be served on a fiscal year basis, and shall be for a minimum term of one year. 3. A Copermittee may not be compelled to act, or continue acting, as a Working Body Chair, Co-chair, or Secretary, and may at any time terminate an existing assignment. Before doing so, the Copermittee shall first make a good faith effort to carry out or transfer existing responsibilities. 4. Each budget shall describe major tasks, schedules, and projected costs, which Copermittees will provide Working Body Support, Contract Administration, in-kind contributions, and any other information applicable to regional general program costs. 5. To ensure that each Copermittee governing body has sufficient time to consider fiscal impacts, the Planning Subcommittee shall prepare a consolidated draft Regional Work Plan and Shared Costs Budget no later than December 31st of each year for the regional general programs. After consideration of comments and discussion, a final Regional Work Plan and Shared Costs Budget shall be prepared, approved by the Management Committee, and distributed to the Copermittees no later than January 31st of each year. The consolidated Regional Work Plan and Shared Costs Budget shall also identity the party or parties serving as Regional General Program operations fund managers. 6. Modifications to any adopted Regional Work Plan and Shared Costs Budget that will result in an overall increase in cost require the approval of the Regional Management Committee. c. Watershed Work Plans and Shared Cost Budgets 1. Each Watershed Workgroup, for which costs will be shared, shall prepare, adopt, and distribute to the participating Copermittees a Watershed Work Plan and Shared Costs Budget. 2. Each Watershed Work Plan and Shared Costs Budget shall include a description of major tasks, schedules, and projected costs, and shall identity the Copermittees that will provide or contract services or incur other costs. It shall also identity the party or parties serving as Watershed General Program operations fund managers. 3. Modifications to any adopted Watershed Shared Costs Budget and Work Plan that will result in an overall increase in cost require the unanimous approval of the applicable Copermittees. 3. Cumulative Budget Limits San Diego Regional Stormwater Copermittees MOU - 6 -Third Amendment: July 2, 2015 a. The total Shared Cost Budget authorized under this MOU may not exceed the Cumulative Limits specified for each spending category in Table 1. These values represent the maximum amount that may be cost-shared for each spending category for the duration of this MOU. They do not represent funding commitments. Once a Cumulative Limit has been reached, the Copermittees must establish separate agreements for sharing additional costs for that budget category. The estimated annual limits shown for each fiscal year are for planning purposes only. Where an estimated annual limit is not reached in any fiscal year, the surplus amount may be carried over into subsequent fiscal years, so long as the Cumulative Limit is not exceeded. Budget limits apply only to their designated budget category. They may not be exchanged or credited across budget categories. Spending in each budget category may not exceed the applicable Cumulative Limit under any circumstances. Table 1: Not-to-exceed Limits 4. b) San Dieguito $337,944 $854,136 WMA c) Los $744,313 $804,510 Penasquitos WMA d) San Diego $1,151,733 $742,219 RiverWMA e) SanDiego $1,260,000 $862,000 B WMA f) Tijuana $400,000 ,000 RiverWMA 3. Total Not-to-,612 $5,436,615 exceed Amount Management and Payment of Funds $340,950 $545,203 $561,095 $680,663 $574,802 $800,161 $1,038,000 $924,000 $320,000 $375,000 $4,532,138 ,200,683 Cumulative Limit 197 $2,078,233 $2,790,581 $3,268,915 $4,084,000 $1,545,000 $21,625,048 a. For Regional General Programs, the Copermittees shall each pay a yearly assessment into one or more Regional General Program operations funds for their respective portion of any Regional Shared Costs Budget approved pursuant to this MOU. The Regional General Program operations fund shall be managed by the Regional Principal Permittee, or any other Permittee on approval of the Copermittees. b. For Watershed General Programs, the applicable Watershed Copermittees shall each pay an assessment into one or more Watershed General Program operations funds for their assigned portion of any Watershed Shared Costs Budget approved pursuant to this MOU. Each Watershed General Program operations fund shall be managed San Diego Regional Stormwater Copermittees MOU - 7 -Third Amendment: July 2, 2015 \ \. by the Watershed Lead Permittee, or any other Watershed Permittee on approval of the participating Copermittees. c. The Copermittee managing each General Program operations fund shall provide Budget Balance and Expenditure Status Reports following the end of each fiscal year. This shall include a detailed accounting of all costs and expenses in accordance with the adopted Work Plan and Shared Costs Budget, including those incurred by Copermittees providing Working Body Support, contracting services, in-kind services, or other applicable costs. d. Each Copermittee shall pay invoices within 60 days of receipt from the Copermittee managing the applicable General Program operations fund. e. Funds collected and not expended in any fiscal year shall be credited to the Copermittees' share of the next fiscal year's costs in accordance with the Copermittees' defined shared costs. f. Copermittees providing Working Body Support, Contract Administration, in-kind services, or incurring other budgeted costs on behalf of other Copermittees shall provide documentation of those expenses as requested by the Copermittee managing the applicable General Program operations fund. They shall only receive credit for those expenses if a detailed accounting of all costs and expenses meeting the minimum standards agreed upon by the Copermittees has been provided. g. Differences in the approved actual cost of expenses from those budgeted shall be either credited or added as appropriate to the amount of the Copermitttee's share. In the event that any Copermittees' share of the next fiscal year's costs is less than the amount to be credited, the difference shall be refunded to the Copermittee. Refunds shall be provided to Copermittees no later than 90 days after final accounting. h. At its discretion, a Copermittee managing a General Program operations fund may, prior to the completion of a fiscal year, make payment to any Copermittee providing Working Body Support, Contract Administration, in-kind services, or incurring other budgeted expenditures on behalf of other Copermittees so long as all of the conditions of Section II B.4.f above have been satisfied and there are sufficient funds available to make a payment without requiring additional contributions or jeopardizing program objectives. If for some reason excess payment is made, the Copermittee receiving the payment agrees to return the additional payment without any recourse against the managing Copermittee. III. REGIONAL GENERAL PROGRAMS In addition to the requirements of Section II, the following apply to Regional General Programs. A. Regional Principal Permittee 1. The County is hereby designated Regional Principal Permittee (Principal Permittee). a. The County or any other Copermittee may not be compelled to act, or continue acting, as Principal Permittee. A Copermittee may at any time terminate its assignment as Principal Permittee, but shall first make a good faith effort to carry out or transfer existing responsibilities. b. In addition to the responsibilities of all Copermittees described in Section II, the Principal Permittee shall provide general coordination for the development and San Diego Regional Stormwater Copermittees MOU - 8 -Third Amendment: July 2, 2015 implementation of Regional General Programs, including the following tasks and responsibilities: (1) Establish, chair, and provide overall coordination and leadership of the Regional Storm water Management Committee (Management Committee) and the Regional Program Planning Subcommittee (Planning Subcommittee). (2) Maintain a current contact list of Copermittees and interested parties. (3) Maintain knowledge of and advise the Copermittees regarding current and proposed state and federal policies, regulations, and other NPDES programs; assist the Copermittees in the development and presentation of positions on these issues before local, state, and federal agencies. B. Regional Stormwater Management Committee 1. The purpose of the Regional Stormwater Management Committee (Management Committee) is to provide a public forum for the development, approval, and coordination of urban runoff management programs, and for the exploration of issues of regional significance. 2. The Management Committee shall consist of one Representative of each Copermittee. Each Copermittee shall have one vote. 3. The Management Committee shall meet at least annually. 4. At a minimum, the Management Committee shall have the following responsibilities: a. Address common issues, promote consistency among jurisdictional and watershed programs, and plan and coordinate activities required under the Permit; b. Develop, implement, and arrange for implementation of Regional General Programs; c. Provide a general forum for informing and receiving input from stakeholders and interested parties; d. Provide a forum for public participation in the development and implementation of regional urban runoff management programs and activities; e. Establish or modify Working Bodies to review specific issues, make recommendations, or conduct work in support of shared regional priorities or objectives; f. Formally approve the recommendations, work products, and deliverables of Working Bodies presented for consideration; g. Adopt an Annual Regional Work Plan and Shared Costs Budget in accordance with the budgetary limits set forth in Table 1; h. Approve an Annual Regional Work Plan and Shared Costs Budget; and i. Approve year-end Budget Balance and Expenditure Status Reports. 5. The Management Committee shall be chaired by the Principal Permittee, or may alternatively be chaired or co-chaired by any other Copermittee. A reassignment or change in the responsibilities of the Principal Permittee requires a three-fourths majority approval of all Copermittees. 6. Voting Requirements for the Management Committee San Diego Regional Stormwater Copermittees MOU - 9 -Third Amendment: July 2, 2015 a. For a meeting or a vote to be held, a quorum of a Two-thirds Majority of voting representatives of the Management Committee must either be present or participate remotely via legally acceptable electronic communication (telephone, voice over internet protocol, etc.). b. Management Committee voting shall not be conducted outside of meetings (e.g., by email). c. For a motion to be approved, an affirmative vote of a Simple Majority of the Management Committee is needed. d. On approval of the Management Committee, activities undertaken by a subset of Copermittees, but providing a regional benefit to Copermittees, may be considered Regional General Programs. e. Approval of any shared cost requires a unanimous vote of all Copermittees participating in the cost. 7. Meetings of the Management Committee, including any closed sessions with legal counsel, shall be conducted in accordance with the "Brown Act" (Government Code Section 54950 et seq.). Except for official meetings of the Management Committee, nothing herein shall be interpreted to require meetings between staff members of the individual Copermittees (including designated representatives of the Copermittees) to be subject to the Brown Act, where the Brown Act would not otherwise apply. C. Regional Program Planning Subcommittee 1. The purposes of the Regional Program Planning Subcommittee (Planning Subcommittee) shall be to provide regional coordination of urban runoff management activities, to develop and implement Regional General Programs, and to coordinate the activities of Working Bodies. 2. At a minimum, the Planning Subcommittee shall have the following responsibilities: a. Serve as an intermediary between the Management Committee and other Copermittee Working Bodies; b. Plan and coordinate Management Committee meetings; c. Establish or modify Regional Workgroups to review specific issues, make recommendations, or conduct work in support of shared regional priorities or objectives; d. Oversee, coordinate, and track the progress of As-Needed Regional Workgroups in developing specific work products, responding to information requests, and completing tasks; e. Establish and maintain a calendar of Copermittee meetings and events; f. Conduct regional program planning including developing an Annual Regional Work Plan and Shared Costs Budget for Management Committee consideration and approval; g. Review and recommend Management Committee approval of work products, recommendations, and requests of Regional Workgroups for consideration and approval; h. Annually receive, review, comment on, and consolidate the recommended Work Plans and Shared Costs Budgets of each Regional Workgroup; i. Coordinate and liaise with Regional Board staff, stakeholders, regulated parties, and other interested parties to identifY and explore key regional issues and concerns. j. Provide Representation to the California Stormwater Quality Association (CASQA); San Diego Regional Storm water Copermittees MOU -10 -Third Amendment: July 2, 2015 \ \ k. Provide representation or participation for other professional organizations and societies as appropriate and feasible; 1. Provide regular updates to Copermittees and interested parties via Management Committee meetings or other appropriate means (e-mail, etc.); and m. Provide subject area input as needed for the development, implementation, review, and revision of General Programs, and the development of associated reports and work products. 3. The Planning Subcommittee shall be chaired by the Principal Permittee, or may alternatively be chaired or co-chaired by any other Copermittee upon approval of the Management Committee. 4. Planning Subcommittee meetings shall be open to all Copermittees; however, voting membership in any year shall be limited to one representative of each Watershed Management Area (WMA) listed in Permit Table a.1 except the South Orange County WMA. Any Copermittee may only represent one WMA. For each fiscal year, each WMA will designate a Copermittee as a voting member of the Planning Subcommittee prior to the beginning of that fiscal year. Each WMA may also designate an alternate voting member. 5. Each voting member shall be considered an at-large member. Their purpose is to represent the interests of all Copermittees of this MOU rather than those of their specific WMAs. 6. The Planning Subcommittee may not alter the responsibilities of, or impose new fiscal obligations on, any Copermittee or Working Body, except as approved by the Management Committee. However, the Planning Subcommittee may approve changes to approved Annual Regional Work Plans and Shared Costs Budgets within approved annual budget limits. 7. Voting Requirements for the Planning Subcommittee: a. The Planning Subcommittee shall only make advisory recommendations for items requiring Management Committee approval. b. The Planning Subcommittee may use any voting methodology it deems appropriate to develop advisory recommendations or conduct other business, and, shall present minority or dissenting recommendations for consideration by the Management Committee as applicable. c. Except as prohibited by law, the Planning Subcommittee may conduct votes outside of meetings (e.g., by e-mail) as appropriate. 8. Meetings of the Planning Subcommittee, including any closed sessions with legal counsel, shall be conducted in accordance with the "Brown Act" (Government Code Section 54950 et seq.). Except for official meetings of the Planning Subcommittee, nothing herein shall be interpreted to require meetings between staff members of the individual Copermittees (including designated representatives of the Copermittees) to be subject to the Brown Act, where the Brown Act would not otherwise apply. D. Regional Workgroups 1. The purpose of Regional Workgroups is to provide staffing and perform tasks and develop work products requested by the Regional Management Committee or the Regional Program Planning Subcommittee, and provide related coordination of activities and work products with stakeholders and interested parties. Regional Workgroups are advisory to the Management Committee through the Planning Subcommittee. 2. Copermittee participation on Regional Workgroups is voluntary. San Diego Regional Stormwater Copermittees MOU -11 -Third Amendment: July 2, 2015 3. No minimum meeting frequency is required. The Regional Workgroups shall meet as necessary to coordinate the performance of specified work products as staff to implement the Permit. 4. At a minimum, each Regional Workgroup shall have the following responsibilities: a. Facilitate consistency in the development, implementation, review, and revision of General Programs, and develop associated reports and work products. b. By October 31st of each year, prepare and submit to the Planning Subcommittee a recommended Work Plan for the activities of the Workgroup in the ensuing fiscal year. This shall include a description of major tasks, deliverables, and projected schedules, and the assignment and/or division of responsibilities for task completion. c. Provide subject area input to other Regional Workgroups as needed. As necessary, coordinate and liaise with Regional Board staff, stakeholders, regulated parties, and other interested parties regarding applicable tasks. 5. Voting Requirements for Regional Workgroups a. Regional Workgroups shall make consensus support staff recommendations to the Planning Subcommittee, who shall in tum make recommendations for formal votes to the Management Committee. b. Regional Workgroups may use any voting methodology they deem appropriate to develop consensus, and, as applicable, shall present minority or dissenting recommendations for consideration. c. Regional Workgroups may conduct votes outside of meetings (e.g., by email) as appropriate. IV. WATERSHED GENERAL PROGRAMS The following apply to Watershed General Programs. A. Watershed Workgroups 1. The purpose of Watershed Workgroups is to allow Copermittees within a Watershed Management Area to share costs for watershed activities and programs. Watershed Workgroups may use this MOU to share costs for convenience, but are not required to do so. 2. No action is required for the Copermittees within a Watershed Management Area to establish a Watershed Workgroup. 3. Watershed Workgroups may share costs as part of this MOU up to the cumulative limits identified in Table 1. These values represent the maximum amount that may be cost-shared by a Watershed Workgroup for the duration of this MOU. They do not represent funding commitments. Once a cumulative limit has been reached, the Watershed Co permittees must establish separate agreements for sharing additional costs. Costs that may be shared by Watershed Workgroups are identified in section II.B.2.a. 4. Management and payment of funds by Watershed Workgroups shall be conducted in accordance with the requirements of section II.B.4. Any Watershed Copermittee may manage a Watershed General Program operations fund. 5. No minimum meeting frequency is required for any Watershed Workgroup. The Watershed Workgroups shall meet as necessary to coordinate the performance of specified work tasks as staff to implement the Permit. San Diego Regional Stormwater Copermittees MOU -12-Third Amendment: July 2, 2015 6. On approval of the Watershed Workgroup, activities undertaken by a subset of Watershed Copermittees, but providing a general benefit to Copermittees within the WMA, may be considered Watershed General Programs. 7. Watershed Workgroups may use any method they deem appropriate to conduct votes or develop consensus. However, the following requirements shall apply for any vote to share costs: a. The voting membership of each Watershed Workgroup shall consist of one designated voting representative for each Watershed Copermittee participating in the cost; and b. For a vote to pass, an affirmative vote of all Copermittees participating in the cost is needed. 8. Meetings of any Watershed Workgroup, including any closed sessions with legal counsel, shall be conducted in accordance with the "Brown Act" (Government Code Section 54950 et seq.) as applicable. Except for official meetings of a Watershed Workgroup, nothing herein shall be interpreted to require meetings between staff members of the individual Copermittees (including designated representatives of the Copermittees) to be subject to the Brown Act, where the Brown Act would not otherwise apply. V. DISPUTE RESOLUTION Should a dispute arise among any of the parties regarding any matter related to this MOU, the parties agree to first meet and confer in good faith to attempt to resolve the dispute. If that fails to resolve the dispute, they shall submit the matter to mediation. 1. Mandatory Non-binding Mediation. If a dispute arises out of, or relates to this MOU, or the breach thereof, and if the dispute cannot be settled through normal contract negotiations, the Parties agree to attempt to settle the dispute in an amicable manner, using mediation under the Mediation Rules of the American Arbitration Association [AAA] or any other neutral organization agreed to by the parties. A mediation session is required before having recourse in a court oflaw. The cost of mediation shall be borne by the parties equally. 2. Selection of Mediator. A single Mediator that is acceptable to all Parties shall be used to mediate the dispute. The Mediator may be selected from lists furnished by the AAA or any other agreed upon Mediator. To initiate mediation, the initiating Party shall serve a Request for Mediation on the opposing Party. 3. Conduct of Mediation Sessions. Mediation hearings will be conducted in an informal manner and discovery will not be allowed. All discussions, statements, or admissions in the mediation process will be confidential settlement negotiations under Ca. Evidence Code section 1152. The Parties may agree to exchange any information they deem necessary. a. Both Parties must have an authorized representative attend the mediation. Each representative must have the authority to recommend entering into a settlement. Either Party may have attorney(s) or expert(s) present. b. Any agreements resulting from mediation shall be documented in writing. All mediation results and documentation, by themselves, shall be "non-binding" and inadmissible for any purpose in any legal proceeding, unless such admission is otherwise agreed upon, in writing, by both Parties. Mediators shall not be subject to any subpoena or liability and their actions shall not be subject to discovery. San Diego Regional Stormwater Copermittees MOU -13-Third Amendment: July 2, 2015 VI. GENERAL PROVISIONS A. Term of Agreement 1. This MOU shall become effective on the date the last party executes the MOU. 2. The life of the MOU shall run through August 2019, or with the life of the current Permit plus twelve months, whichever is longer. For purposes of this paragraph, any permit renewal or replacement after May 2019 shall be considered a new permit; any earlier amendment of the Permit increasing the obligations of the Regional Principal Permittee or a Watershed Lead Permittee may at that Copermittee's sole option, be declared to be a new permit; and the Management Committee shall determine whether any other earlier amendment to the Permit is of such significance as to effectively be a new Permit. B. Withdrawal of Co permittee 1. Participation in this MOU may be withdrawn by any Copermittee for any reason only after the Copermittee complies with all of the following conditions of withdrawal: a. The Copermittee shall notifY all of the other Copermittees in writing 90 days prior to its intended date of withdrawal. b. Any expenses associated with withdrawal, including but not limited to, filing and obtaining the withdrawing Copermittee's individual NPDES permit and the amendment of the Permit will be solely the responsibility of the withdrawing Copermittee. c. The withdrawing Copermittee shall be responsible for their portion of any shared costs incurred according to the conditions of this MOU up to the time that each of the conditions in Section VI.B.1.a. has been met. d. Any monies paid by withdrawing Copermittee in excess of the amount due under the terms of the MOU shall be refunded to the Copermittee at the time the withdrawal becomes final as set forth in Section VI.B.1.a. e. The withdrawing Copermittee shall not be entitled to participate in the division of proceeds in any reserve fund account when the MOU is dissolved. C. Non-Compliance with MOU Requirements 1. Any participant to this MOU found to be in non-compliance with the conditions of this MOU shall be solely liable for any lawfully assessed penalties resulting from such non- compliance. Failure to comply with MOU conditions within specified or agreed upon timelines shall constitute non-compliance with the MOU. 2. Limitations on Use of Funds. Notwithstanding the rights and obligations of the Parties created by this MOU, no Party may be found in breach of this MOU where compliance would require that Party to violate any law or grant assurance, including but not limited to provisions ofthe Federal Aviation Administration 1999 Policy and Procedure Concerning the Use of Airport Revenue [64 Fed. Reg. 7696, dated Feb. 16, 1999]; the Airport and Airway Improvement Act of 1982 codified at 49 U.S.C. § 47107(b); the Federal Aviation Administration Authorization Act of 1994, P.L. 103-305 (Aug. 23, 1994); the Airport Revenue Protection Act of 1996, Title VIII of the Federal Aviation Administration Act of San Diego Regional Stormwater Copermittees MOU -14-Third Amendment: July 2, 2015 \ \ \ 1996, P.L. 104-264 (Oct. 9, 1996), 110 Stat. 3269 (Oct. 9, 1996); 49 U.S.C. § 46301(n)(5); and 49 U.S.C. § 47133. The Parties recognize that the Authority has received federal Airport Improvement Project ("AlP") grants containing grant assurance 25, which provides: "All revenues generated by the airport ... will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport." D. Amendments to the Memorandum of Understanding This MOU may be amended only by unanimous consent of all Co permittees. No amendment shall be effective unless it is in writing and signed by the duly authorized representatives of the Copermittees. E. Governing Law This MOU shall be governed and construed in accordance with the laws ofthe State of California. If any provision or provisions shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The headings used throughout this MOU are for convenience only and do not in any way limit or amplify the terms or provisions of the MOU. F. Consent and Breach Not Waiver No term or provision hereof shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Copermittee to have waived or consented. Any consent by any Copermittee to, or waiver of, a breach by the other, whether expressed or implied, shall not constitute a consent to, waiver of, or excuse for any other different or subsequent breach. G. No Indemnification 1. Each Copermittee shall have the sole responsibility to comply with the Permit. 2. Each Copermittee shall pay all fines, penalties, and costs which may arise out of such Copermittee's non-compliance with the Permit. 3. By entering into this MOU, no Copermittee assumes liability for claims or actions arising out of the performance of any work or actions or omissions, by any other Copermittee, its agents, officers, and employees under this MOU. 4. By entering into this MOU, each Copermittee agrees to defend itself from any claim, action or proceeding arising out of the acts or omissions of itself and retain its own legal counsel, and bear its own defense costs. H. Application of Prior Agreements This MOU constitutes the entire Agreement between the parties with respect to the subject matter; all prior agreements, representations, statements, negotiations, and undertakings are superseded hereby. San Diego Regional Stormwater Copermittees MOU -15-Third Amendment: July 2, 2015 I. Right to Audit Each Party retains the right to review and audit, and the reasonable right of access to other Parties' respective premises to review and audit the other Parties' compliance with the provisions of this MOU (Party's Right). The Party's Right includes the right to inspect and photocopy same, and to retain copies, outside ofthe Parties' premises, of any and all records, including any and all books, records, and documents, related to this MOU with appropriate safeguards, if such retention is deemed necessary by the auditing Party in its sole discretion. This information shall be kept by the auditing Party in the strictest confidence allowed by law. J. Execution of Agreement This MOU may be executed in counterpart and the signed counterparts shall constitute a single instrument. In the event that any Copermittee is unable to execute this amendment prior to August 31, 2015, execution of this amendment after that date shall constitute ratification of this amendment, and the MOU and extensions shall be in effect once all signatures are obtained. San Diego Regional Stormwater Copermittees MOU -16 -Third Amendment: July 2, 2015 Except as hereinabove amended, the National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding shall remain in full force and effect. In the event of a conflict between the provisions ofthe MOU and those ofthis Amendment, this Amendment shall control. IN WITNESS WHEREOF, this Third Amendment to MOU is executed as follows: Date: ~G ~s_. ~{S -'1z aP!J/.r# City ~bad, Copermittee San Diego Regional Stormwater Copermittees MOU -20 -Third Amendment: July 2, 2015 SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM SAN DIEGO REGIONAL STORMWATER COPERMITTEES MEMORANDUM OF UNDERSTANDING This Second Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding (MOU), dated March 21, 2014, is entered into by the County of San Diego (County), the San Diego Unified Port District (Port), the San Diego County Regional Airport Authority (Airport), and the incorporated cities of Carlsbad, Chula Vista, Coronado, Del Mar, El Cajon, Encinitas, Escondido, Imperial Beach, La Mesa, Lemon Grove, National City, Oceanside, Poway, San Diego, Santee, San Marcos, Solana Beach, and Vista (Cities), collectively called Copermittees. RECITALS WHEREAS, on May 8, 2013, the San Diego Regional Water Quality Control Board (SDRWQCB) issued NPDES Order No. R9-2013-0001, which includes requirements in addition to those that were imposed on the Copermittees in NPDES Permit No. R9-2007-0001; and WHEREAS, the Copermittees entered into a National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding (MOU) on November 16, 2007 to comport with the NPDES Permit No. R9-2007-001 requirement that they cooperate in the implementation of activities and programs; WHEREAS, the Copermittees entered into a First Amendment to National Pollution Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, dated November 16, 2007, (First Amendment) on June 15,2010 in order to allow the refund of budgeted but unspent funds to the Parties at the conclusion of each fiscal year; and WHEREAS, the Copermittees wish to amend the MOU to extend the termination date of the MOU through August 31, 2015, and expressly limit the sharing of Fiscal Year 2014-15 expenditures to those identified in this amendment. Second Amendment to San Diego Regional Stormwater Copermittees MOU -1 - March 21, 2014 NOW, THEREFORE, in consideration of the above recitals and the mutual promises contained herein, the parties agree to amend and supplement the MOU as follows: 1. SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM (NPDES), SAN DIEGO REGIONAL STORMWATER COPERMITTEES MEMORANDUM OF UNDERSTANDING 1.1 Paragraph four under "RECITALS" is hereby amended and restated to read in its entirety as follows: WHEREAS, the County, the Port, the Airport, and the Cities desire to implement an integrated stormwater management program with the objective of improving surface water quality in the County of San Diego. However, some Copermittees have appealed Order R9-2013-0001 to the State Water Resources Control Board pursuant to the Ca. Water Code. A stay of Order R9-2013- 0001 has not been granted by the SWRCB of the provisions of that order. The fact that those Copermittees are moving forward simultaneously with this MOU while appealing the Order is not intended to constitute a waiver of those appeal rights by those entities pursuing the appeals; and 1.2 Section I1.B.2 of the MOU entitled "Annual Shared Cost Budgets and Work Plans" is hereby amended to add sub-section e, which will read as follows: e. The regional costs to be shared by the Copermittees during Fiscal Year 2014-15 shall not exceed $4,051,589. These funds may only be used toward expenditures identified in the FY 2014-15 Consolidated Work Plan and Budget included as MOU Attachment 2, or as subsequently modified by unanimous consent of all Copermittees. 1.3 Exhibit A to this amendment is hereby added as Attachment 2 to the MOU. 1.4 Section VILA of the MOU, entitled "Term of Agreement", is hereby amended and restated to read in its entirety as follows: Second Amendment to San Diego Regional Stormwater Copermittees MOU - 2 - March 21, 2014 1 1. This MOU shall become effective on the date the last party executes the MOU. 2. The life ofthe MOU shall run through August 31, 2015. 1.5 Section Vll.C of the MOU, entitled "Non-Compliance with MOU Requirements", is hereby amended and restated to read in its entirety as follows: 1. Any participant to this MOU found to be in non-compliance with the conditions of this MOU shall be solely liable for any lawfully assessed penahies resulting from such non- compliance. Failure to comply with MOU conditions within specified or agreed upon timelines shall constitute non-compliance with the MOU. 2. Federal Limitations on Use of Airport Revenue. Notwithstanding the rights and obligations of the Parties created by this MOU, no Party may be found in breach of this MOU where compliance would require that Party to violate any law or grant assurance, including but not limited to provisions of the Federal Aviation Administration 1999 Policy and Procedure Conceming the Use of Airport Revenue [64 Fed. Reg. 7696, dated Feb. 16, 1999]; the Airport and Airway Improvement Act of 1982 codified at 49 U.S.C. § 47107(b); the Federal Aviation Administration Authorization Act of 1994, P.L. 103-305 (Aug. 23, 1994); the Airport Revenue Protection Act of 1996, Title Vlll ofthe Federal Aviation Administration Act of 1996, P.L. 104-264 (Oct. 9, 1996), 110 Stat. 3269 (Oct. 9, 1996); 49 U.S.C. § 46301(n)(5); and 49 U.S.C. § 47133. The Parties recognize that the Airport has received federal Airport Improvement Project ("AlP") grants containing grant assurance 25, which provides: "All revenues generated by the airport... will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport." 2. EFFECT OF AMENDMENT Second Amendment to San Diego Regional Stormwater Copermittees MOU - 3 - March 21, 2014 2.1 This Second Amendment to National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding shall be effective and binding on all parties hereto commencing upon the date the last party executes the Second Amendment to MOU. 2.2 This Amendment may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. In the event that any Copermittee is unable to execute this amendment prior to May 8, 2014, execution ofthis amendment after that date shall constitute ratification ofthis amendment, and the MOU and extensions shall be in effect once all signatures are obtained. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK] Second Amendment to San Diego Regional Stormwater Copermittees MOU - 4 - March 21, 2014 c 2.3 Except as hereinabove amended, the National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding shall remain in full force and effect. In the event of a conflict between the provisions of the MOU and those of this Amendment, this Amendment shall control. IN WITNESS THEREOF, this Second Amendment to MOU is executed as follows: April 22, 2014 Date City of Carlsbad, Copermittee Mark Packard, Mayor Pro Tem Approved as to form: Deputy City Attomey Second Amendment to San Diego Regional Stormwater Copermittees MOU - 5 10 March 24, 2014 EXHIBIT 2 NOTATION Pages 5-8 ofthe Second Amendment to the National Pollutant Discharge Elimination System San Diego Regional Storm Water Copermittees Memorandum of Understanding are purposely not attached as they are signatory pages for other Copermittees. ll First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, Dated November 16, 2007 This First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding (MOU), dated November 16, 2007, is entered into by the County of San Diego (County), the San Diego Unified Port District (Port), the San Diego County Regional Airport Authority (Airport), and the incorporated cities of Carlsbad, Chula Vista, Coronado, Del Mar, El Cajon, Encinitas, Escondido, Imperial Beach, La Mesa, Lemon Grove, National City, Oceanside, Poway, San Diego, Santee, San Marcos, Solana Beach, and Vista (Cities), collectively called Copermittees. RECITALS WHEREAS, the MOU sets forth procedures for the management of funds contributed by the Copermittees to fund programs implemented in order to facilitate compliance with San Diego Regional Water Quality Control Board Order No. R9-2007-0001 (Permit); and WHEREAS, the MOU at Section II.B.3 provides for the carry over of unused contributed funds from one fiscal year to another, but does not otherwise provide any direction regarding the refund of excess funds; and WHEREAS, Copermittees desire to amend Section II.B.3. of the MOU to authorize the refund of funds that would otherwise only be authorized to be carried over from one fiscal year to another as a credit. FIRST AMENDMENT NOW THEREFORE, the Copermittees amend the MOU as follows: 1. Section II.B.3 of the MOU entitled "Management and Payment of Funds" is hereby amended and restated to read as follows: a. For Regional General Programs, the Copermittees shall each pay a yearly assessment into a Regional General Program operations fund for their assigned portion of any Regional Shared Costs Budget approved pursuant to this MOU. The Regional General Program operations fund shall be managed by the Regional Principal Permittee, or any other Permittee on approval of the Copermittees. b. For Watershed General Programs, the Watershed Copermittees for each WMA shall each pay a yearly assessment into a Watershed General Program operations fund for their assigned portion of any Watershed Shared Costs Budget approved pursuant to this MOU. Each Watershed General Program operations fund shall be managed by the Watershed Lead Permittee, or any other Watershed Permittee on approval of the Watershed Copermittees. c. The Copermittee managing each General Program operations fund shall provide Budget Balance and Expenditure Status Reports quarterly and following the end of each fiscal year. This shall include a detailed accounting of all costs and expenses in accordance with the adopted Work Plan and Shared Costs Budget, including those incurred by Copermittees providing Working Body Support, contracting services, in-kind services, or other applicable costs. First Amendment to San Diego Regional Stormwater Copermittees: March 18, 2010 First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, Dated November 16, 2007 d. Each Copermittee shall pay invoices within 60 days of receipt from the Copermittee managing the applicable General Program operations fund. e. Funds collected and not expended in any fiscal year shall be credited to the Copermittees' share of the next fiscal year's costs in accordance with the Copermittees' defined shared costs. f. Copermittees providing Working Body Support, Contract Administration, in-kind services, or incurring other budgeted costs on behalf of other Copermittees shall provide documentation of those expenses as requested by the Copermittee managing the applicable General Program operations fund. They shall only receive credit for those expenses if a detailed accounting of all costs and expenses meeting the minimum standards agreed upon by the Copermittees has been provided. g. Differences in the approved actual cost of expenses from those budgeted shall be either credited or added as appropriate to the amount of the Copermittee's share. In the event that any Copermittees' share of the next fiscal year's costs is less than the amount to be credited, the difference shall be refunded to the Copermittee. This provision shall be retroactive to include credits from FY 2008-09. Refunds shall be provided to Copermittees no later than 90 days after final accounting. h. At its discretion, a Copermittee managing a General Program operations fund may, prior to the completion of a fiscal year, make payment to any Copermittee providing Working Body Support, Contract Administration, in-kind services, or incurring other budgeted expenditures on behalf of other Copermittees so long as all of the conditions of Section II. B.3.f above have been satisfied and there are sufficient funds available to make a payment without requiring additional contributions or jeopardizing program objectives. If for some reason excess payment is made, the Copermittee receiving the payment agrees to return the additional payment without any recourse against the managing Copermittee. 2. Effect of Amendment 2.1 This Amendment to National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding shall be effective and binding on all parties hereto commencing upon the date the last party executes the First Amendment to MOU. 2.2 This First Amendment to MOU may be executed in counterparts and the signed counterparts shall constitute a single instrument. First Amendment to San Diego Regional Stormwater Copermittees: March 18, 2010 -2- EXHIBIT 2 NOTATION Pages 3-5 of the First Amendment to Municipal Storm Water Permit Copermittee MOU are purposely not attached as they are signatory pages for other agencies. First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, Dated November 16, 2007 1 This First Amendment to National Pollutant Discharge Elimination System San Diego Regional 2 Stormwater Copermittees Memorandum of Understanding (MOU), dated November 16, 2007, is 3 entered into by the County of San Diego (County), the San Diego Unified Port District (Port), the 4 San Diego County Regional Airport Authority (Airport), and the incorporated cities of Carlsbad, 5 Chula Vista, Del Mar, El Cajon, Encinitas, Escondido, Imperial Beach, La Mesa, Lemon Grove, 6 National City, Oceanside, Poway, San Diego, Santee, San Marcos, Santee, Solana Beach, and 7 Vista (Cities), collectively called Copermittees. 8 RECITALS 9 WHEREAS, the MOU sets forth procedures for the management of funds contributed by the 10 Copermittees to fund programs implemented in order to facilitate compliance with San Diego 11 Regional Water Quality Control Board Order No. R9-2007-0001 (Permit); and 12 13 WHEREAS, the MOU at Section II.B.3 provides for the carry over of unused contributed funds 14 from one fiscal year to another, but does not otherwise provide any direction regarding the refund 15 of excess funds; and 16 17 WHEREAS, Copermittees desire to amend Section II.B.3. of the MOU to authorize the refund of 18 funds that would otherwise only be authorized to be carried over from one fiscal year to another 19 as a credit. 20 FIRST AMENDMENT 21 NOW THEREFORE, the Copermittees amend the MOU as follows: 22 1. Section II.B.3 of the MOU entitled "Management and Payment of Funds" is 23 hereby amended and restated to read as follows (proposed changes are shown in underline only to 24 draw attention to the text to be added and are not intended to be underlined for any other reason): 25 a. For Regional General Programs, the Copermittees shall each pay a yearly assessment into a 26 Regional General Program operations fund for their assigned portion of any Regional Shared Draft Final: For Copermittee Legal Review - comments due -1- to County by Monday, March 6, 2010 )0 First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, Dated November 16, 2007 27 Costs Budget approved pursuant to this MOU. The Regional General Program operations fund 28 shall be managed by the Regional Principal Permittee, or any other Permittee on approval of the 29 Copermittees. 30 31 b. For Watershed General Programs, the Watershed Copermittees for each WMA shall each pay a 32 yearly assessment into a Watershed General Program operations fund for their assigned portion of 33 any Watershed Shared Costs Budget approved pursuant to this MOU. Each Watershed General 34 Program operations fund shall be managed by the Watershed Lead Permittee, or any other 35 Watershed Permittee on approval of the Watershed Copermittees. 36 37 c. The Copermittee managing each General Program operations fund shall provide Budget 38 Balance and Expenditure Status Reports quarterly and following the end of each fiscal year. This 39 shall include a detailed accounting of all costs and expenses in accordance with the adopted Work 40 Plan and Shared Costs Budget, including those incurred by Copermittees providing Working 41 Body Support, contracting services, in-kind services, or other applicable costs. 42 43 d. Each Copermittee shall pay invoices within 60 days of receipt from the Copermittee managing 44 the applicable General Program operations fund. 45 46 e. Funds collected and not expended in any fiscal year shall be credited to the Copermittees' share 47 of the next fiscal year's costs in accordance with the Copermittees' defined shared costs. 48 49 f. Copermittees providing Working Body Support, Contract Administration, in-kind services, or 50 incurring other budgeted costs on behalf of other Copermittees shall provide documentation of 51 those expenses as requested by the Copermittee managing the applicable General Program 52 operations fund. They shall only receive credit for those expenses if a detailed accounting of all 53 costs and expenses meeting the minimum standards agreed upon by the Copermittees has been 54 provided. 55 56 g. Differences in the approved actual cost of expenses from those budgeted shall be either 57 credited or added as appropriate to the amount of the Copermittee's share. In the event that any 58 Copermittees' share of the next fiscal year's costs is less than the amount to be credited, the 59 difference shall be refunded to the Copermittee. This provision shall be retroactive to include 60 credits from FY 2008-09. Refunds shall be provided to Copermittees no later than 90 days after 61 final accounting. 62 63 h. At its discretion, a Copermittee managing a General Program operations fund may, prior to the 64 completion of a fiscal year, make payment to any Copermittee providing Working Body Support. 65 Contract Administration, in-kind services, or incurring other budgeted expenditures on behalf of 66 other Copermittees so long as all of the conditions of Section II. B.3.f above have been satisfied 67 and there are sufficient funds available to make a payment without requiring additional 68 contributions or jeopardizing program objectives. If for some reason excess payment is made, the 69 Copermittee receiving the payment agrees to return the additional payment without any recourse 70 against the managing Copermittee. 71 72 2. This First Amendment to MOU may be executed in counterparts and the signed 73 counterparts shall constitute a single instrument. 74 75 IN WITNESS Thereof, this First Amendment to MOU is executed as follows: Draft Final: For Copermittee Legal Review - comments due -2- to County by Monday, March 6, 2010 First Amendment to National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees Memorandum of Understanding, Dated November 16, 2007 2.3 Except as hereinabove amended, the National Pollutant Discharge Elimination System, San Diego Regional Stormwater Copermittees, Memorandum of Understanding shall remain in full force and effect. In the event of a conflict between the provisions of the MOU and those of this Amendment, this Amendment shall control. IN WITNESS Thereof, this First Amendment to MOU is executed as follows: Dated: OF CARLSBAD [/%ud" Lewis, Ma City Council Approved as to form: Deputy City Attorne' First Amendment to San Diego Regional Stormwater Copermittees: March 18, 2010 -6- < National Pollutant Discharge Elimination System San Diego Regional Stormwater Copermittees MEMORANDUM OF UNDERSTANDING November 16, 2007 This Memorandum of Understanding (MOU), entered into by the County of San Diego (County), the San Diego Unified Port District (Port), the San Diego County Regional Airport Authority (Airport), and the incorporated cities of San Diego, Carlsbad, Chula Vista, Coronado, Escondido, Imperial Beach, La Mesa, San Marcos, Del Mar, El Cajon, Encinitas, Lemon Grove, National City, Oceanside, Poway, Santee, Solana Beach, and Vista (Cities), collectively called Copermittees, establishes the shared program responsibilities of each party with respect to compliance with the National Pollutant Discharge Elimination System (NPDES) stormwater permit regulations administered by the United States Environmental Protection Agency (U.S. EPA) under the authority granted by the Federal Water Pollution Control Act (Clean Water Act) 33 USCA 1251 et seq. as amended. RECITALS WHEREAS, in 1987 Congress amended Section 402 of the Federal Water Pollution Control Act (33 USCA §1342p) to require the U.S. EPA to promulgate regulations for applications for permits for stormwater discharges; and WHEREAS, the U.S. EPA adopted final permit regulations on November 16, 1990; and WHEREAS, these permit regulations require the control of pollutants from stormwater discharges by requiring an NPDES permit, which would allow the lawful discharge of stormwaters into waters of the United States; and WHEREAS, the County, the Port, the Airport, and the Cities desire to implement an integrated stormwater management program with the objective of improving surface water quality in the County of San Diego; and WHEREAS, the California State Water Resources Control Board (CSWRCB) as designee of the U.S. EPA has delegated authority to the San Diego Regional Water Quality Control Board (Regional Board) for administration of the NPDES stormwater permit within the boundaries of its region; and WHEREAS, on, January 24, 2007, the Regional Board issued an NPDES permit as Order No. R9- 2007-0001 (Permit) governing waste discharge requirements for stormwater and urban runoff from the County, the Port, the Airport, and the Cities, naming these entities as Copermittees; and WHEREAS, said Permit requires that the Copermittees cooperate in the implementation of various Urban Runoff Management Plans and execute a Memorandum of Understanding; NOW, THEREFORE, the parties hereto do mutually agree as follows: San Diego Regional Stormwater Copermittees MOU - 1 - November 16, 2007 7 I. DEFINITIONS Chair means presiding over and providing leadership and direction to a Working Body. This includes serving as a point of contact to external entities such as Regional Board staff, stakeholders, and industry groups, soliciting group input on and developing meeting content, facilitating meetings, and coordinating with the Secretary or Working Body Support staff to finalize work products for distribution to the Working Body. Chair responsibilities may also be divided between Co-Chairs. Contract Administration means developing, soliciting, awarding, and managing contracts. Direct Costs mean those costs directly related to the development of a work product, or to the performance of a particular function or service. Direct Costs may include the wages of Copermittee employees engaged in an activity and the cost of materials or supplies needed to support that activity. Depreciation, equipment, and office space are not considered Direct Costs. Fiscal Year starts on July 1 and ends on June 30 of the following year. General Programs are collaborative urban runoff management activities which are (1) mandated by or necessary to implement requirements of the Permit, (2) necessary to anticipate the requirements, or prepare for renewal, of the Permit, (3) required to comply with Regional Board Orders or other directives required of Copermittees as dischargers of urban runoff (e.g., 13267 Orders, Total Maximum Daily Loads, etc.), or (4) other urban runoff management activities conducted with the unanimous approval of Copermittees sharing the cost or responsibility. In-kind Contribution means a non-monetary contribution that can be used to satisfy an equivalent monetary obligation. Examples of In-kind Contributions are equipment or services provided for use. Other General Programs are activities that apply to a subset of more than one and less than all Copermittees. Other General Programs do not include the activities of the Planning Subcommittee or any Workgroup or Sub-workgroup of the Management Committee. Other General Programs also do not include Watershed URMP Sub-workgroups, but may apply to a subset of any Watershed URMP Sub-workgroup. Participant means a Copermittee regularly attending meetings, participating in the development, review, and finalization of work products, and carrying out the responsibilities of the Working Body. Participants are a subset of Representatives. Participant implies a higher and more active level of involvement than general representation. Regional General Programs are activities that apply to all Copermittees. Representative means a Copermittee providing general representation to a Working Body. This includes serving as a Copermittee point of contact, and, as applicable, receiving, reviewing, and providing input on correspondence, meeting materials, and work products. Representatives are not required to attend meetings, but are expected to maintain a reasonable knowledge of, and involvement in, the activities of the Working Body. To the best of their ability each Copermittee Representative should have expertise and knowledge in the subject matter of each assigned Working Body. Secretary means a person who takes responsibility for the records, correspondence, minutes or notes of meetings, and related affairs of a Working Body. This includes: maintaining group contact lists; San Diego Regional Stormwater Copermittees MOU -2- November 16, 2007 preparing and sending out meeting notifications and agendas; arranging for meeting rooms and equipment; taking, preparing, and finalizing meeting minutes or notes; and, coordinating with the Chair or Working Body Support staff to organize and distribute work products to the Working Body. Simple Majority means at least one-half (50%) of applicable Copermittees, rounded up to the nearest integer, or plus one where the number of Copermittees is even. For the purposes of this MOU, a simple majority may never be less than three Copermittees. Special Formula means any cost share formula that differs from the Default Formula in the selection or weighting of individual factors or in the methodology used to calculate one or more of them. Three-fourths Majority means at least three-fourths (75%) of applicable Copermittees, rounded up to the nearest integer. For the purposes of this MOU, a Three-fourths Majority may never be less than three Copermittees. Two-thirds Majority means at least two-thirds (67%) of applicable Copermittees, rounded up to the nearest integer. For the purposes of this MOU, a Two-thirds Majority may never be less than three Copermittees. Urbanized Land Area means the total of all SANDAG land uses within the geographic area, subject to the cost share, excepting therefrom, the following coded land uses: 1403 Military Barracks; 4102 Military Airports; 6700 Military Use; 6701 Military Use; 6702 Military Training; 6703 Military Weapons; 7209 Casinos; 7603 Open Space Reserves, Preserves; 7609 Undevelopable Natural Areas; 9200 Water; 9201 Bays, Lagoons; 9202 Inland Water; and 9300 Indian Reservations. Watershed Copermittee means any Copermittee that is a member of a Watershed Management Area as defined in Table 4 of the Permit. Watershed General Programs are activities that apply to the Copermittees comprising any individual Watershed URMP Sub-workgroup corresponding to a Watershed Management Area (WMA) defined in Table 4 of the Permit. Working Body means Committees, Subcommittees, Workgroups, Sub-workgroups, or any other group of Copermittees assembled to conduct work required by, for, or in furtherance of, compliance with the Permit (Figure A identifies the Working Bodies established in this MOU). Working Body Support means those tasks not within the assigned responsibilities of the Chair, Co- chair, or Secretary, or equitably divided amongst the Participants of the Working Body. This includes researching, drafting, modifying, and finalizing work products such as work plans, budgets, and meeting materials, and any other tasks associated with the responsibilities of the Working Body. II. RESPONSIBILITIES OF ALL COPERMITTEES The following apply to General Programs. A. Performance and Reimbursement of Tasks San Diego Regional Stormwater Copermittees MOU -3- November 16, 2007 1. Any individual Copermittee performing tasks necessary to fulfill budgeted General Program responsibilities for a Working Body in which they are a Participant is entitled to reimbursement of the costs incurred in accordance with section II.B.l. 2. Any Copermittee performing contract administration tasks to fulfill budgeted General Program responsibilities for a Working Body in which it is a Participant is entitled to reimbursement of contract management costs at a rate of 5% of the total contract cost or as shown by accounting records and as agreed on by the participating Copermittees. 3. Any Copermittee performing tasks other than contract administration, or serving as a Working Body Chair, Co-chair, or Secretary, is entitled to reimbursement of the Direct Costs of performing those services in accordance with section II.B.l. 4. A Copermittee shall not be obliged to conduct work, enter into any contract, continue with any work or contract, or incur any other cost on behalf of other Copermittees if each Copermittee has not contributed the funds that it is obliged to contribute toward the activity or program, or if the Copermittee has not received adequate assurances that such funds will be received before payments become due. The Copermittee shall have sole discretion to determine whether assurances that require funds will be timely received or adequate. 5. A member of a Working Body providing Working Body Support may terminate those obligations for convenience if another party has been selected to the satisfaction of the other members of the Working Body, agrees to perform the obligations, and the applicable work plan and budget have been modified in accordance with the provisions of this MOU. B. Fiscal Responsibilities 1. Division of Shared General Program Costs a. Prior to the allocation of shared costs, each proposed or approved budget element or sub-element shall be identified as either a Regional General Program cost, a Watershed General Program cost, or an Other General Program cost, and the Copermittees sharing that cost shall be identified. The cost of any particular budget element shall be subject to the approval of only the Copermittees to which it applies. The associated costs shall be divided among participating Copermittees as described below. (1) Default Formula. Shared costs shall be divided according to a Default Formula of 45% Urbanized Land Area, 45% Population, and 10% Equal Division unless a Special Formula is approved by the Copermittees to which the cost applies. (a) Population costs shall be divided among the Copermittees as follows: Whenever any geographic portion of the Port or Airport jurisdiction(s), respectively, lies(s) within the geographic area to which the shared program or activity is applicable, the Port or Airport, respectively, will each pay a fixed 0.5% of total Population costs. The remaining percentage of the population costs shall be divided among Copermittees by dividing the total population of each Copermittee by the combined total Copermittee population within the geographic area applicable to the shared program or activity. These percentages shall be calculated using the most recently available population data available from the San Diego Association of Governments (SANDAG), unless more recent data are available from an equivalent source such as the U.S. Census Bureau, and are determined to be acceptable by the Copermittees sharing the cost. San Diego Regional Stormwater Copermittees MOU - 4 - November 16, 2007 ID (b) Urbanized Land Area costs shall be divided among Copermittees by dividing the total Urbanized Land Area of each Copermittee by the combined total Urbanized Land Area of all participating Copermittees within the geographic area applicable to the shared program or activity. Urbanized Land Area shares shall be calculated using the most recently available San Diego Association of Governments (SANDAG) land use statistics. The Urbanized Land Area share for the County shall include those urbanized lands in the unincorporated portion of the County that are west of the County Water Authority (CWA) service area boundary as it exists on the date of this MOU or as formally amended by the CWA. (c) Ten Percent (10%) of the total cost to be shared shall be divided equally amongst all of the Copermittees. (d) Modification of the Default Formula requires the unanimous approval of all Copermittees. (2) Special Formulas (a) Special Formulas may be applied to any shared General Program cost, and require the approval of a Three-fourths Majority of the Copermittees participating in the cost. (b) Special Formula for Hydromodification Management Plan (HMP) development. The Copermittees have initially estimated the total cost of developing an HMP by a professional consultant to be $1,000,000 over a two year period, and on March 15,2007 approved a Fiscal Year 2007-08 regional shared costs budget that included $600,000 toward such costs, plus an additional 5% for contract management. The remaining estimated costs for completing the HMP, based on the actual consultant contract award amount and associated administrative costs, will be included in the Regional Work Plan and Regional Shared Costs budget for the 2008-09 fiscal year. HMP costs shall be allocated according to the following formula: i. Ten percent (10%) of the cost shall be divided equally among all Copermittees. ii. Ninety percent (90%) of the cost shall be divided based on the estimated number of Developable Parcels within each Copermittees' jurisdiction. Developable Parcel-based costs shall be divided among all Copermittees as follows: [ 1 ] The percentage of developable parcel share costs for which each Copermittee is responsible shall be calculated by dividing the Copermittee's total number of developable parcels by the combined total developable parcels of all participating Copermittees. Developable parcels shall be calculated as the number of parcels within each Copermittee's developable land area using the SANDAG 2007 Parcel Layer. Developable lands shall be determined using the SANDAG 2004 developable land layer. [2] The total developable land area for the County shall include those urbanized lands in the unincorporated portion of the San Diego Regional Stormwater Copermittees MOU -5- November 16, 2007 li County that are west of the CWA service area boundary as it exists on the date of this MOU or as formally amended by the CWA. (3) In-kind Contributions. Subject to approval by the Copermittees participating in a particular shared General Program budget, a Copermittee may provide an in-kind contribution of equal value rather than a monetary contribution toward all or part of the cost of an activity. 2. Annual Shared Cost Budgets and Work Plans a. No later than October 31st of each year, each Regional Working Body shall prepare and submit to the Planning Subcommittee a Work Plan and estimated Budget of costs and expenses for the upcoming Fiscal Year. These budgets shall describe major tasks, schedules, and projected costs, which Copermittees will provide Working Body Support, Contract Administration, in-kind contributions, and any other information applicable to regional general program costs. b. To ensure that each Copermittee governing body has sufficient time to consider fiscal impacts, the Planning Subcommittee shall prepare a consolidated draft Regional Work Plan and Regional Shared Costs Budget no later than December 31st of each year for the regional general programs. After consideration of comments and discussion, a final Regional Work Plan and Regional Shared Costs Budget shall be prepared, approved by the Management Committee, and distributed to the Copermittees no later than January 31st of each year. Modifications to any adopted Regional Shared Costs Budget or Regional Work Plan that will result in an overall increase in cost require the approval of the Regional Management Committee. c. No later than January 31st of each year, each Watershed Urban Runoff Management Plan Sub-workgroup, for which costs will be shared in the ensuing fiscal year, shall prepare, adopt, and distribute to the Watershed Copermittees a Watershed Work Plan and Watershed Shared Costs Budget. These budgets shall include a description of major tasks, schedules, and projected costs, and shall identify the Copermittees that will provide or contract services or incur other costs. Modifications to any adopted Watershed Shared Costs Budget or Watershed Work Plan that will result in an overall increase in cost require the approval of the applicable Watershed URMP Sub-workgroup. d. Each Copermittee shall submit for approval by its governing body a budget request as necessary to fund its assigned share of any approved Work Plan and Budget for the ensuing fiscal year. The submission shall reference and provide information on the approved Budget, and shall inform the Copermittee's governing body that if the requested funds are not provided the Copermittee will be excluded from further participation and may be in violation of the Permit. 3. Management and Payment of Funds a. For Regional General Programs, the Copermittees shall each pay a yearly assessment into a Regional General Program operations fund for their assigned portion of any Regional Shared Costs Budget approved pursuant to this MOU. The Regional General Program operations fund shall be managed by the Regional Principal Permittee, or any other Permittee on approval of the Copermittees. San Diego Regional Stormwater Copermittees MOU -6- November 16, 2007 b. For Watershed General Programs, the Watershed Copermittees for each WMA shall each pay a yearly assessment into a Watershed General Program operations fund for their assigned portion of any Watershed Shared Costs Budget approved pursuant to this MOU. Each Watershed General Program operations fund shall be managed by the Watershed Lead Permittee, or any other Watershed Permittee on approval of the Watershed Copermittees. c. The Copermittee managing each General Program operations fund shall provide Budget Balance and Expenditure Status Reports quarterly and following the end of each fiscal year. This shall include a detailed accounting of all costs and expenses in accordance with the adopted Work Plan and Shared Costs Budget, including those incurred by Copermittees providing Working Body Support, contracting services, in-kind services, or other applicable costs. d. Each Copermittee shall pay invoices within 60 days of receipt from the Copermittee managing the applicable General Program operations fund. e. Funds collected and not expended in any fiscal year shall be credited to the Copermittees' share of the next fiscal year's costs in accordance with the Copermittees' defined shared costs. f. Copermittees providing Working Body Support, Contract Administration, in-kind services, or incurring other budgeted costs on behalf of other Copermittees shall provide documentation of those expenses as requested by the Copermittee managing the applicable General Program operations fund. They shall only receive credit for those expenses if a detailed accounting of all costs and expenses meeting the minimum standards agreed upon by the Copermittees has been provided. g. Differences in the approved actual cost of expenses from those budgeted shall be either credited or added as appropriate to the amount of the Copermittee's share. III. REGIONAL GENERAL PROGRAMS In addition to the requirements of section II, the following apply to Regional General Programs. A. Regional Principal Permittee 1. The County is hereby designated Regional Principal Permittee (Principal Permittee). a. A change in the assignment or responsibilities of the Principal Permittee requires the unanimous approval of all Copermittees. b. In addition to the responsibilities of all Copermittees described in Section II, the Principal Permittee shall provide general coordination for the development and implementation of Regional General Programs, including the following tasks and responsibilities: (1) Establish, chair, and provide overall coordination and leadership of the Regional Stormwater Management Committee (Management Committee) and the Regional Program Planning Subcommittee (Planning Subcommittee). (2) Submit to the Regional Board the formal agreement between the Copermittees that provides a management structure for meeting the requirements of the Permit. (3) Collect and assemble individual and joint program reports and plans, and submit them to the Regional Board as required by the Permit. San Diego Regional Stormwater Copermittees MOU -7- November 16, 2007 (4) Maintain a current contact list of Copermittees and interested parties. (5) Maintain knowledge of and advise the Copermittees regarding current and proposed state and federal policies, regulations, and other NPDES programs; assist the Copermittees in the development and presentation of positions on these issues before local, state, and federal agencies. (6) Formally advise appropriate state and federal agencies of termination or amendment of this MOU. B. Regional Stormwater Management Committee 1. The purpose of the Management Committee is to provide a public forum for the development, approval, and coordination of urban runoff management programs, and for the exploration of issues of regional significance. 2. The Management Committee shall consist of one Participant representing each Copermittee. Each Copermittee shall have one vote. 3. The Management Committee shall meet at least four times per year. 4. At a minimum, the Management Committee shall have the following responsibilities: a. Address common issues, promote consistency among jurisdictional and watershed programs, and plan and coordinate activities required under the Permit; b. Develop, implement, and arrange for implementation of Regional General Programs; c. Provide a general forum for informing and receiving input from stakeholders and interested parties; d. Provide a forum for public participation in the development and implementation of regional urban runoff management programs and activities; e. Establish or modify Working Bodies to review specific issues, make recommendations, or conduct work in support of shared regional priorities or objectives; f. Adopt by-laws for the conduct of all Working Body meetings; g. Formally approve the recommendations, work products, and deliverables of Working Bodies presented for consideration; h. Adopt an Annual Regional Shared Costs Budget; i. Approve an Annual Regional Work Plan; and j. Approve quarterly and year-end Budget Balance and Expenditure Status Reports. 5. The Management Committee shall be chaired by the Principal Permittee, or may alternatively be chaired or co-chaired by any other Copermittee upon approval of the Management Committee. 6. For a meeting or a vote to be held, a quorum of a Two-thirds Majority of voting representatives of the Management Committee must be present. 7. Management Committee voting shall not be conducted outside of meetings (e.g., by email). 8. For a motion to be approved, an affirmative vote of a Simple Majority of the Management Committee is needed. 9. To approve any shared cost, or any cost-sharing formula or methodology applicable to a shared cost, (1) the affirmative votes must represent greater than fifty percent (50%) of the cost being shared, and (2) any Copermittee that is responsible for 25% or more of the total proposed cost must be present. San Diego Regional Stormwater Copermittees MOU -8- November 16, 2007 10. Meetings of the Management Committee, including any closed sessions with legal counsel, shall be conducted in accordance with the "Brown Act" (Government Code Section 54950 et seq.). Except for official meetings of the Management Committee, nothing herein shall be interpreted to require meetings between staff members of the individual Copermittees (including designated representatives of the Copermittees) to be subject to the Brown Act, where the Brown Act would not otherwise apply. C. Regional Program Planning Subcommittee 1. The purpose of the Planning Subcommittee shall be to provide regional coordination of urban runoff management activities, to develop and implement Regional General Programs, and to direct and coordinate the activities of Regional, Watershed, or Other General Programs. 2. Unless a different minimum meeting frequency is established through the unanimous approval of all Copermittees, the Planning Subcommittee shall meet at least six times per year. 3. At a minimum, the Planning Subcommittee shall have the following responsibilities: a. Serve as an intermediary between the Management Committee and other Copermittee Working Bodies; b. Plan and coordinate Management Committee meetings; c. Report the activities of the Management Committee to the County and City Managers Association or equivalent; d. Prepare and recommend by-laws for Management Committee approval for the conduct of all Working Body meetings; e. Schedule, coordinate, and track the progress of Working Bodies in the completion of their assigned responsibilities; f. Establish and maintain a calendar of Copermittee meetings and events; g. Direct and assign work products and information requests between Working Bodies; h. Conduct regional program planning including developing an Annual Regional Work. Plan and Regional Shared Costs Budget for Management Committee consideration and approval; i. Review and recommend Management Committee approval of work products, recommendations, and requests of Working Bodies for consideration and approval; j. Annually receive, review, comment on, and consolidate the recommended Work Plan and Shared Costs Budget of each regional Working Body; k. Annually prepare and present for Management Committee approval a final recommended Regional Work Plan and Regional Shared Costs budget; 1. Monitor and recommend Management Committee approval of budget expenditures of Working Bodies in accordance with the adopted Regional Work Plan and Regional Shared Costs budget; m. Provide a Representative to each Regional Workgroup; n. Regularly coordinate and liaise with Regional Board staff, stakeholders, regulated parties, and other interested parties to identify and explore key regional issues and concerns, o. Provide Representation to the following California Stormwater Quality Association (CASQA) Working Bodies or their equivalent; Executive Program Committee, Board of Directors (if elected), Stormwater Policy and Permitting and Legislation; Phase II Programs; San Diego Regional Stormwater Copermittees MOU -9- November 16, 2007 p. Provide representation or participation for other professional organizations and societies as appropriate and feasible; q. Provide regular updates to Copermittees and interested parties via Management Committee meetings or other appropriate means (e-mail, etc.); and r. Provide subject area input as needed for the development, implementation, review, and revision of General Programs, and the development of associated reports and work products. 4. The Planning Subcommittee may not alter the responsibilities of, or impose new fiscal obligations on, any Copermittee or Working Body, except as approved by the Management Committee. 5. Each Watershed Lead Permittee shall provide one Participant to the Planning Subcommittee. Subject to approval of the applicable WURMP Sub-workgroup, a Copermittee other than the Watershed Lead Permittee may also serve as the Planning Subcommittee representative for a WMA. Upon approval of the Management Committee, up to two additional representatives may be appointed to the Planning Subcommittee in any year, so long as the total number of representatives does not exceed ten. The Management Committee shall determine the length of these additional appointments, but they shall be at least one year. 6. The Planning Subcommittee shall be chaired by the Principal Permittee, or may alternatively be chaired or co-chaired by any other Copermittee upon approval of the Management Committee. 7. Voting Requirements for the Planning Subcommittee: a. The Planning Subcommittee shall only make advisory recommendations for Management Committee approval. b. The Planning Subcommittee may use any voting methodology it deems appropriate to develop advisory recommendations or conduct other business, and, shall present minority or dissenting recommendations for consideration by the Management Committee as applicable. c. Except as prohibited by law, the Planning Subcommittee may conduct votes outside of meetings (e.g., by e-mail) as appropriate. D. General Responsibilities of Regional Workgroups and Sub-Workgroups 1. The purpose of Regional Workgroups and Sub-workgroups is to provide regional coordination of urban runoff management activities within assigned subject areas, to develop and implement recommended Regional General Programs, and to provide coordination of activities with stakeholders and interested parties. Regional Workgroups are advisory to the Management Committee through the Planning Subcommittee. Regional Sub-workgroups are advisory to the Regional Workgroups to which they are subordinate. 2. Unless a different minimum meeting frequency is established through the unanimous approval of all Copermittees, each Regional Workgroup and Sub-workgroup shall meet at least four times per year. 3. At a minimum, each Regional Workgroup and Sub-workgroup shall have the following responsibilities within its assigned subject area: a. Nominate for Management Committee approval a Chair or Co-chairs, and a Secretary from among its participants; b. Facilitate consistency in the development, implementation, review, and revision of General Programs, and the development of associated reports and work products; San Diego Regional Stormwater Copermittees MOU - 10 - November 16, 2007 c. Develop, annually review, and update as necessary subject-specific standards for reporting, assessment, and data and information management; d. Develop and implement Regional General Programs as appropriate and feasible; e. Provide subject area input to other Working Bodies as requested by the Planning Subcommittee; and f. Regularly coordinate and liaise with Regional Board staff, stakeholders, regulated parties, and other interested parties to identify and explore key regional issues and concerns. 4. Regional Workgroups shall also have the following responsibilities: a. By October 31st of each year, prepare and submit to the Planning Subcommittee a recommended Work Plan for the activities of the Workgroup and its Sub- workgroups in the ensuing fiscal year. This shall include a description of major tasks, deliverables, and projected schedules, and the assignment and/or division of responsibilities for task completion. b. By October 31st of each year, prepare and submit to the Planning Subcommittee a recommended Work Plan and Shared Costs Budget for the ensuing fiscal year. c. Twice per year, provide Written Status Reports to the Planning Subcommittee describing (1) activities and accomplishments for the previous period, (2) success in completing scheduled tasks, and (3) key issues, activities, and tasks to be addressed in the next period. Written Status Reports shall be submitted as directed by the Planning Subcommittee. d. Provide Workgroup updates at Management Committee meetings. 5. Voting Requirements for Regional Workgroups and Sub-workgroups a. Regional Workgroups shall make consensus recommendations to the Planning Subcommittee, who shall in turn make recommendations for formal votes to the Management Committee. b. Regional Sub-workgroups shall make consensus recommendations to the Regional Workgroup to which they are subordinate. c. Regional Workgroups and Regional Sub-workgroups may use any voting methodology they deem appropriate to develop consensus, and, as applicable, shall present minority or dissenting recommendations for consideration. d. Regional Workgroups and Sub-workgroups may conduct votes outside of meetings (e.g., by email) as appropriate. 6. Copermittee Representation and Participation on Regional Workgroups and Regional Sub- workgroups: a. Each Copermittee shall provide at least one Representative to each Regional Workgroup or Regional Sub-workgroup. b. Each of the Copermittees represented on the Planning Subcommittee shall serve as a Participant on at least one Regional Workgroup or Regional Sub-workgroup each year. Assignments shall be coordinated through the Planning Subcommittee to ensure adequate participation in each Regional Workgroup and Regional Sub- workgroup. San Diego Regional Stormwater Copermittees MOU - 11 - November 16, 2007 n c. Each of the Copermittees that is not a Participant on the Planning Subcommittee in a given year shall serve as a Participant on at least two Regional Workgroups or Regional Sub-workgroups during that year. d. Each Copermittee shall serve as a Regional Workgroup or Sub-workgroup Chair, Co-chair, or Secretary each year. The responsibilities of Chairs, Co-chairs, and Secretaries are not reimbursable. Subject to Management Committee approval, Copermittees may voluntarily serve the required assignments of other Copermittees so long as the minimum number of required assignments is filled in each year. E. Responsibilities Specific to Individual Regional Workgroups and Sub-Workgroups In addition to the general responsibilities described in section III.D, the following apply to individual Workgroups and Sub-workgroups. Regional Workgroups and Sub-workgroups may be added, deleted, or modified through the unanimous approval of the Management Committee. 1. Fiscal, Reporting, and Assessment Workgroup The purpose of the Fiscal, Reporting, and Assessment Workgroup is to provide regional standards and consistency in the implementation, assessment, and reporting of Copermittee urban runoff management activities and programs. At a minimum the Fiscal, Reporting, and Assessment Workgroup shall have the following responsibilities: a. Develop, annually review, and update as necessary regional reporting, assessment, and program data and information management standards; b. Develop regional fiscal analysis standards and metrics by December 31, 2008; c. Develop, annually review, and update as necessary standards for tracking and reporting expenditures; d. Receive and consolidate data for budget preparation and monitoring; e. Develop the Copermittees' Regional URMP (RURMP); f. Develop the Copermittees' RURMP Annual Reports; g. Develop the Copermittees' Long-Term Effectiveness Assessment (LTEA); h. Develop the Copermittees'Report of Waste Discharge (ROWD); and i. Provide representation on the CASQA Effectiveness Assessment Subcommittee or equivalent. 2. Education and Residential Sources Workgroup The purpose of the Education and Residential Sources Workgroup is to provide regional standards and consistency in the development, implementation, assessment, and reporting of Copermittee educational and residential source management activities and programs. At a minimum, this shall include the following responsibilities: a. Develop, annually review, and update as necessary recommended regional standards and approaches for conducting educational activities; b. Develop and coordinate the implementation of the Copermittees' Regional Residential Education Plan; San Diego Regional Stormwater Copermittees MOU -12- November 16, 2007 c. Develop, annually review, and update as necessary regional reporting, assessment, program data and information management standards for Copermittee educational activities and programs; d. Review and comment on the educational content of work products developed by other Working Bodies; e. Liaise with and assist the Regional WURMP, Land Development, Industrial and Commercial, and Municipal Workgroups in developing training and outreach strategies, materials, and activities; f. Provide a Representative to the CASQA PIPP, Website, and Workshops subcommittees or their equivalent; g. As applicable, facilitate the centralized management of educational program data and information; h. Develop, annually review, and update as necessary regional standards and approaches for the management of residential sources to address at a minimum: (1) Priority Sources and Inventories, (2) BMP Requirements and Recommendations, and (3) Program Implementation Approaches (including education); i. Develop, annually review, and update as necessary recommended regional reporting, assessment, program data and information management standards for residential urban runoff management activities and programs; j. As applicable, facilitate the centralized management of regional residential program data and information (sources, BMP inventories, etc.); and k. Coordinate with the Regional WURMP workgroup to assist in the development of residential content for watershed program strategies. 3. Regional Monitoring Workgroup and Sub-workgroups The purpose of the Regional Monitoring Workgroup and its Sub-workgroups is to provide regional standards and consistency in the development, implementation, assessment, and reporting of receiving waters and urban runoff monitoring activities and programs. At a minimum, the following responsibilities shall apply to the Regional Monitoring Workgroup, or may be delegated to its Dry Weather and Coastal Monitoring Sub-workgroups as appropriate: a. Develop, annually review, and update as necessary recommended regional standards and approaches for conducting monitoring activities; b. Develop and coordinate the implementation of the Copermittees' Regional Receiving Waters Monitoring Program or other specific monitoring program elements; c. Develop and update as necessary reporting, assessment, program data and information management standards for Copermittee monitoring activities and programs; d. Develop, review, and recommend approval of work plans, monitoring reports, and other required work products; San Diego Regional Stormwater Copermittees MOD -13 - November 16, 2007 e. Provide a Representative to the CASQA Stormwater Monitoring and Science subcommittee or its equivalent; f. Regularly coordinate and liaise with Regional Board staff, stakeholders, regulated parties, and other interested parties to identify and explore key monitoring issues; and g. As applicable, facilitate the centralized management of water quality monitoring data. 4. Regional Watershed URMP Workgroup The purpose of the Regional Watershed URMP Workgroup is to provide regional standards and consistency in the development, implementation, assessment, and reporting of Copermittee watershed management activities and programs. At a minimum, this shall include the following responsibilities: a. Coordinate Watershed URMP administration and reporting; b. Develop, annually review, and update as necessary recommended regional standards and approaches for conducting watershed urban runoff management activities and programs; c. Develop, annually review, and update as necessary regional reporting, assessment, program data and information management standards for watershed urban runoff management activities and programs; d. As applicable, coordinate the implementation of regionally applied watershed urban runoff management activities and programs; e. As applicable, facilitate the centralized management of watershed program data and information; f. Coordinate as necessary with other Copermittee Working Bodies to assist in the development of watershed-related program content; g. Provide a Representative to the CASQA Watershed Management and Impaired Waters subcommittee or equivalent; and h. As appropriate, facilitate Total Maximum Daily Load development, implementation, and reporting. 5. Land Development Workgroup The purpose of the Land Development Workgroup is to provide regional standards and consistency in the development, implementation, assessment, and reporting of urban runoff activities and programs related to the construction and post-construction phases of the land development process. At a minimum, this shall include the following responsibilities: a. Develop, annually review, and update as necessary recommended regional standards and approaches for the management of construction and post-construction sources to address at a minimum: (1) Priority Sources and Inventories, (2) BMP Requirements and Recommendations, and (3) Program Implementation Approaches; San Diego Regional Stormwater Copermittees MOU -14 - November 16, 2007 b. Develop the Copermittees' Hydromodification Management Plan (HMP); c. Update the Model Standard Urban Stormwater Mitigation Plan (SUSMP) in accordance with Permit requirements; d. Develop, annually review, and update as necessary regional reporting, assessment, program data and information management standards for construction and post- construction sources; e. As applicable, coordinate the implementation of regional urban runoff management programs and activities for construction and post-construction sources; f. As applicable, facilitate the centralized management of construction and post- construction program data and information; and g. Provide a Representative to the CASQA Construction Workgroup or its equivalent. 6. Municipal Activities Workgroup The purpose of the Municipal Activities Workgroup is to provide regional standards and consistency in the development, implementation, assessment, and reporting of urban runoff activities and programs related to municipal activities and sources. At a minimum, this shall include the following responsibilities: a. Develop, annually review, and update as necessary recommended regional standards and approaches for the management of municipal sources to address at a minimum: (1) Priority Sources and Inventories, (2) BMP Requirements and Recommendations, and (3) Program Implementation Approaches; b. Develop, annually review, and update as necessary regional reporting, assessment, program data and information management standards for municipal sources; c. As applicable, coordinate the implementation of regional urban runoff management activities and programs for municipal sources; d. As applicable, facilitate the centralized management of municipal program data and information. 7. Industrial and Commercial Sources Workgroup The purpose of the Industrial and Commercial Sources Workgroup is to provide regional standards and consistency in the development, implementation, assessment, and reporting of urban runoff activities and programs related to industrial and commercial activities and sources. At a minimum, this shall include the following responsibilities: a. Develop, annually review, and update as necessary recommended regional standards and approaches for the management of industrial and commercial sources to address at a minimum: (1) Priority Sources and Inventories, (2) BMP Requirements and Recommendations, and San Diego Regional Stormwater Copermittees MOU -15- November 16, 2007 (3) Program Implementation Approaches; b. As applicable, coordinate the implementation of regional urban runoff management activities and programs for industrial and commercial sources; c. Develop, annually review, and update as necessary regional reporting, assessment, program data and information management standards for industrial and commercial sources; and d. As applicable, facilitate the centralized management of industrial and commercial program data and information. IV. WATERSHED GENERAL PROGRAMS The following apply to Watershed General Programs. A. Watershed Lead Permittees 1. The following Copermittees are hereby designated as Watershed Lead Permittees for the Watershed Management Areas listed: a. Santa Margarita WMA: County of San Diego b. San Luis Key River WMA: City of Oceanside c. Carlsbad WMA: City of Carlsbad d. San Dieguito River WMA: City of Escondido e. Penasquitos WMA: City of Poway f. Mission Bay WMA: City of San Diego g. San Diego River WMA: City of El Cajon h. San Diego Bay WMA: Port of San Diego i. Tijuana WMA: County of San Diego 2. Changes in the assignment or responsibilities of Watershed Lead Permittees require unanimous approval of the applicable Watershed Permittees. 3. In addition to the responsibilities of all Copermittees described in Section II, each Watershed Lead Permittee shall provide general program coordination for Watershed General Programs applicable to their respective WMA, including the following tasks and responsibilities: a. Establish, chair, and provide overall coordination and leadership of its respective WURMP Sub-workgroup; b. Collect and assemble the individual and joint program reports, plans, and submit them to the Regional Principal Permittee or the Regional Board as required in the Permit; and c. Maintain knowledge of and advise the Watershed Copermittees regarding current and proposed watershed-related State and Federal policies, regulations, and other NPDES programs; assist the Copermittees in the development and presentation of positions on these issues before local, State, and Federal agencies. San Diego Regional Stormwater Copermittees MOU - 16 - November 16, 2007 B. Watershed URMP Sub-workgroups 1. For each WMA listed in section IV.A. 1, a Watershed URMP Sub-workgroup is hereby established. 2. Copermittee Participation in Watershed URMP Sub-workgroups a. Each of the Watershed Copermittees shall have one Participant as a member of the Watershed URMP Sub-workgroup; and b. The Chair of the Watershed URMP Sub-workgroup shall be the Watershed Lead Permittee, or any other Copermittee on approval of the group. 3. Unless a different minimum meeting frequency is established through the unanimous approval of all Copermittees, each Watershed URMP Sub-workgroup shall meet at least four times per year. 4. At a minimum, each Watershed URMP Sub-workgroup shall have the following responsibilities: a. Develop and implement a Watershed URMP as required by the Permit; b. Develop and implement watershed activities and programs that are consistent with all minimum regional standards established through the Regional WURMP Workgroup and approved by the Management Committee; c. Provide data, information, and other input to the Regional WURMP Workgroup and other Copermittee Working Bodies as requested; d. Coordinate the development, implementation, and reporting of TMDL activities and programs within the WMA; and e. Adopt an annual Watershed Work Plan and Watershed Shared Costs Budget in accordance with section II.B.2.C. 5. Voting Requirements for Watershed URMP Sub-workgroups a. The voting membership of each Watershed URMP Sub-workgroup shall consist of one designated voting representative for each Watershed Copermittee; b. For a vote to be held, a quorum representing a Three-fourths Majority of the voting representatives of the Watershed URMP Sub-workgroup must be present; c. For a vote to pass, an affirmative vote of at least a Simple Majority of voting members of the Watershed URMP Sub-workgroup is needed; d. The affirmative votes must represent greater than fifty percent (50%) of any cost being shared; e. Any Copermittee that is responsible for 25% or more of the total proposed cost must be present for a vote to be approved; and f. Watershed URMP Sub-workgroup voting on matters related to approving shared costs, designating watershed leads, or approving Special Formulas shall not be conducted outside of meetings (e.g., by e-mail). V. OTHER GENERAL PROGRAMS San Diego Regional Stormwater Copermittees MOU - 17 - November 16, 2007 The following apply to Other General Programs. 1 . For convenience, the Management Committee or any applicable Watershed Sub-workgroup may provide a forum for deliberating and voting on issues and costs applicable to a subset of its membership, and for which a separate Working Body has not been established. 2. For a vote to be held, a Two-thirds Majority of the Copermittees participating in or subject to the activity or cost must be present, and voting shall be limited to those Copermittees. 3. For a vote to be approved: a. An affirmative vote of a Simple Majority of the Copermittees participating in or subject to the activity or cost is needed; b. The affirmative votes must represent greater than fifty percent (50%) of any cost being shared; and c. Any Copermittee that is responsible for 25% or more of the total proposed cost must be present. VI. DISPUTE RESOLUTION Should a dispute arise among any of the parties regarding any matter related to this MOU, the parties agree to first meet and confer in good faith to attempt to resolve the dispute. If that fails to resolve the dispute, they shall submit the matter to mediation. 1 . Mandatory Non-binding Mediation. If a dispute arises out of, or relates to this MOU, or the breach thereof, and if the dispute cannot be settled through normal contract negotiations, the Parties agree to settle the dispute in an amicable manner, using mandatory mediation under the Mediation Rules of the American Arbitration Association [AAA] or any other neutral organization agreed upon before having recourse in a court of law. The cost of mediation shall be borne by the parties equally. 2. Selection of Mediator. A single Mediator that is acceptable to both Parties shall be used to mediate the dispute. The Mediator may be selected from lists furnished by the AAA or any other agreed upon Mediator. To initiate mediation, the initiating Party shall serve a Request for Mediation on the opposing Party. 3. Conduct of Mediation Sessions. Mediation hearings will be conducted in an informal manner and discovery will not be allowed. All discussions, statements, or admissions will be confidential to the Party's legal position. The Parties may agree to exchange any information they deem necessary. a. Both Parties must have an authorized representative attend the mediation. Each representative must have the authority to recommend entering into a settlement. Either Party may have attorney(s) or expert(s) present. Upon reasonable demand, either Party may request and receive a list of witnesses and notification whether attorney(s) will be present. b. Any agreements resulting from mediation shall be documented in writing. All mediation results and documentation, by themselves, shall be "non-binding" and inadmissible for any purpose in any legal proceeding, unless such admission is San Diego Regional Stormwater Copermittees MOU -18- November 16, 2007 otherwise agreed upon, in writing, by both Parties. Mediators shall not be subject to any subpoena or liability and their actions shall not be subject to discovery. VII. GENERAL PROVISIONS A. Term of Agreement 1. This MOU shall become effective on the date the last party executes the MOU. 2. The life of the MOU shall run with the life of the current Permit plus twelve months. For purposes of this paragraph, any permit renewal or replacement after January 2012 shall be considered a new permit; any earlier amendment of the Permit increasing the obligations of the Regional Principal Permittee or a Watershed Lead Permittee may at that Copermittee's sole option, be declared to be a new permit; and the Management Committee shall determine whether any other earlier amendment to the Permit is of such significance as to effectively be a new Permit. B. Withdrawal of Copermittee 1. Participation in this MOU may be withdrawn by any Copermittee for any reason only after the Copermittee complies with all of the following conditions of withdrawal: a. The Copermittee shall notify all of the other Copermittees in writing 90 days prior to its intended date of withdrawal. b. The withdrawing Copermittee shall have its name deleted as a Copermittee to the Permit prior to or on the withdrawal date. 2. Any expenses associated with withdrawal, including but not limited to, filing and obtaining the withdrawing Copermittee's individual NPDES permit and the amendment of the Permit will be solely the responsibility of the withdrawing Copermittee. 3. The withdrawing Copermittee shall be responsible for their portion of any shared costs incurred according to the conditions of this MOU up to the time that each of the conditions in Section VII.B.l. has been met. 4. Any monies paid by withdrawing Copermittee in excess of the amount due under the terms of the MOU shall be refunded to the Copermittee at the time the withdrawal becomes final as set forth in Section VII.B. 1 .a. • 5. The withdrawing Copermittee shall not be entitled to participate in the division of proceeds in any reserve fund account when the MOU is dissolved. C. Non-Compliance with MOU Requirements Any participant to this MOU found to be in non-compliance with the conditions of this MOU shall be solely liable for any lawfully assessed penalties resulting from such non-compliance. Failure to comply with MOU conditions within specified or agreed upon timelines shall constitute non- compliance with the MOU. D. Amendments to the Memorandum of Understanding This MOU may be amended only by consent of all Copermittees. No amendment shall be effective unless it is in writing and signed by the duly authorized representatives of the Copermittees. San Diego Regional Stormwater Copermittees MOU -19- November 16, 2007 E. Governing Law This MOU shall be governed and construed in accordance with the laws of the State of California. If any provision or provisions shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The headings used throughout this MOU are for convenience only and do not in any way limit or amplify the terms or provisions of the MOU. F. Consent and Breach Not Waiver No term or provision hereof shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Copermittee to have waived or consented. Any consent by any Copermittee to, or waiver of, a breach by the other, whether expressed or implied, shall not constitute a consent to, waiver of, or excuse for any other different or subsequent breach. G. Indemnification 1. Each Copermittee shall have the sole responsibility to comply with the Permit. 2. Each Copermittee shall pay all fines, penalties, and costs which may arise out of such Copermittees's non-compliance with the Permit. 3. By entering into this MOU, no Copermittee assumes liability for claims or actions arising out of the performance of any work or actions or omissions, by any other Copermittee, its agents, officers, and employees under this MOU. 4. By entering into this MOU, each Copermittee agrees to defend itself from any claim, action or proceeding arising out of the acts or omissions of itself and retain its own legal counsel, and bear its own defense costs. H. Application of Prior Agreements This MOU constitutes the entire Agreement between the parties with respect to the subject matter; all prior agreements, representations, statements, negotiations, and undertakings are superseded hereby. I. Execution of Agreement This MOU may be executed in counterpart and the signed counterparts shall constitute a single instrument. San Diego Regional Stormwater Copermittees MOU -20- November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: County of San Diego, Copermittee San Diego Regional Stormwater Copermittees MOU - 23 - November 16, 2007 SI IN WITNESS THEREOF, this Agreement is executed as follows: Date: San Diego Unified Port District, Copermittee San Diego Regional Stormwater Copermittees MOU - 24 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: San Diego Regional Airport Authority, Copermittee San Diego Regional Stormwater Copermittees MOU - 25 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of San Diego, Copermittee ATTEST: City Clerk Title. Title APPROVED AS TO FORM: City Attorney San Diego Regional Stormwater Copermittees MOU - 26 - November 16, 2007 IN WITNESS THEREOF, this Agreement Date: San Diego Regional Stormwater Copermittees MOU - 27 -November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Chula Vista, Copermittee San Diego Regional Stormwater Copermittees MOU -28- November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Coronado, Copermittee San Diego Regional Stormwater Copermittees MOU - 29 - November 16,,2007^ IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Escondido, Copermittee San Diego Regional Stormwater Copermittees MOU -30- November 16 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Imperial Beach, Copermittee San Diego Regional Stormwater Copermittees MOU - 31 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of La Mesa, Copermittee San Diego Regional Stormwater Copermittees MOU - 32 - November 16, 200 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of San Marcos, Copermittee San Diego Regional Stormwater Copermittees MOU - 33 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Del Mar, Copermittee San Diego Regional Stormwater Copermittees MOU - 34 - November 16, 2007 „ IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of El Cajon, Copermittee San Diego Regional Stormwater Copermittees MOU - 35 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Encinitas, Copermittee San Diego Regional Stormwater Copermittees MOU -36- November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Lemon Grove, Copermittee San Diego Regional Stormwater Copermittees MOU - 37 - November 16, 2007 ,Ml IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of National City, Copermittee San Diego Regional Stormwater Copermittees MOU - 38 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Oceanside, Copermittee San Diego Regional Stormwater Copermittees MOU -39- November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Poway, Copermittee San Diego Regional Stormwater Copermittees MOU - 40 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Santee, Copermittee San Diego Regional Stormwater Copermittees MOU - 41 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Solana Beach, Copermittee San Diego Regional Stormwater Copermittees MOU - 42 - November 16, 2007 IN WITNESS THEREOF, this Agreement is executed as follows: Date: City of Vista, Copermittee San Diego Regional Stormwater Copermittees MOU - 43 - November 16, 2007 M 03sOf$iw_00 O I I11- f Ia DOa§r fB.3? •r fill IfB | 889888$ tui aaa.aaaa £