HomeMy WebLinkAbout1991-11-05; City Council; 11415; ENCINA ADMINISTRATIVE AGENCY NAME CHANGEt
ENCINA ADMINISTRATIVE AGENCY
NAME CHANGE
ADOPT RESOLUTION NO. 9 / - 3.5 q APPROVING Amendment of the
Establishment Document and the Revised Basic Agreement changing the nar
Encina Administrative Agency to the Encina Wastewater Authority.
ITEM EXPLANATION:
At a recent Encina Joint Advisory Committee (JAC) meeting, the Encina Adm
Agency (EAA) Board of Directors proposed to examine the possibility of reni
EAA. This issue was identified in conjunction with the JA@/EAA consolidation, i
suggested that the term "Administrative Agency" might be replaced by a title
more descriptive of the services provided by the Encina Joint Powers Authorit
In order to reflect the goals of Encina's Board of Directors, it was suggested tha
"administrative" be replaced by a term such as wastewater, sewerage or sani
term "agency" could be replaced by "authority" for purposes of legal clarificatic
The recommended name "Encina Wastewater Authority" was approved by the Ei
September 25, 1991 meeting. The EAA Board of Directors agreed that the nam
Wastewater Authority'' indicates that Encina is a joint powers authority de;
comprehensive wastewater issues.
In order to complete the name change, each member agency is required ti
resolution approving the name change and the corresponding revisions tc
Revised Establishment Document (RED) and the Revised Basic Agreement (F
FISCAL IMPACT
Q w There is no fiscal impact to the City with this action. B
1. Resolution No. 9 b- 4 sv Approving Amendment of the Revised Est2
Document and the Revised Basic Agreement changing the name of t
Administrative Agency to the Encina Wastewater Authority.
Revised Basic Agreement for Ownership, OperaUion and Maintenance
Sewage System.
Revised Establishment Document for the Encina Wastewater Authorit),
5
..
2. z 0 5 a
=1 0 z 3 0 0
t
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
a e
RESOLUTION NO. 9 1 - 3 5 4
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CAI
CALIFORNIA APPROVING AMENDMENT OF THE REVISED ESTABLI:
DOCUMENT AND THE REVISED BASIC AGREEMENT CHANGING TI-
OF THE ENCINA ADMINISTRATIVE AGENCY TO THE ENCINA WASTI
AUTHORITY.
WHEREAS, The City of Carlsbad is a party to the Revised Estat
Document (“RED) entered into on December 17,1990 creating a public agent
as the Encina Administrative Agency (“EAA”) to serve as the operator and adrr
of the Encina Joint System, as described in the December 17, 1990 “Revi5
Agreement for Ownership, Operation and Maintenance of a Joint Sewer
(“RBA); and
WHEREAS, the Board of Directors of the Encina Administrative Agenc
Joint Advisory Committee have recommended to the Contracting parties mc
of the RED and RBA as necessary to change the name of the joint powers
to Encina Wastewater Authority; and
WHEREAS, such modifications do not change the powers, duties or
of the RED, RBA, or of the Encina Administrative Agency, or the rights or c
of the contracting parties; and I
WHEREAS, The City Council of the City of Carlsbad desires to app
designation;
NOW, THEREFORE, BE IT RESOLVED by the City Council of tl
Carlsbad, California as follows:
Section 1. It is hereby agreed that the RED and RBA, both of Dec
1990 shall be amended to change the name of the Encina Administrative
the Encina Wastewater Authority.
Section 2. The Mayor of the City of Carlsbad, California is hereby i
I
1
2
3
4
5
6
7
a
9
10
11
12
13
14
15
16
17
18 ''''
a 8
and directed to execute the RED, and RBA, as amended to change the name of tl
Administrative Agency to Encina Wastewater Authority as provided in Section
resolution. Such amended RED and RBA shall be effective as of the date execu
member agencies.
Section 3. The Board of Directors of the Encina Administrative d
hereby authorized and directed to adopt a resolution to reflect the changc
from the Encina Administrative Agency to the Encina Wastewater Authority
approval of the amended RED and RBA by the member agencies.
Section 4. This resolution shall be forwarded to the Encina Administrati\
immediately upon its adoption.
PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad C
held on the 5 th day of Navembeq 1991 by the following vote, to wit:
AYES: Council Members Lewis, Larson, Stanton and Nygaai
NOES: None
ABSENT: Council Me
ATTEST:
20
21
22
23
24
25
26
27
28
ALETHA L. RAUTENKRANZ, City Clerk
(SEAL) \
a e .
REVISED BASIC AGREEMENT
FOR OWNERSHIP, OPERATION
AND MAINTENANCE OF A JOINT SEWAGE SYSTEM
THIS AGREEMENT (hereinafter referred to as the Revised B, Agreement), is made and entered into this day of
19-, by and among the CITY OF VISTA, a general law (hereafter VISTA), the CITY OF CARLSBAD, a general law
(hereafter CARLSBAD) , the BUENA SANITATION DISTRICT, a Co
Sanitation District (hereafter BUENA), the VALLECITOS W
DISTRICT, a County Water District (hereafter VALLECITOS),
LEUCADIA COUNTY WATER DISTRICT, a County Water District (herea
LEUCADIA) , and the Encinitas Sanitary District, a Sanitary Dist (hereafter ENCINITAS).
RECITALS
WHEREAS, the parties hereto are responsible for provi sewage collection, transmission, treatment and disposal serv in their respective service areas and are authorized to cont with other parties for the provision of such services: and
WHEREAS, on July 13, 1961, VISTA and CARLSBAD entered in
Basic Agreement pursuant to Chapter 5 of Division 7 of Title the California Government Code to acquire, construct and ope
a Joint Sewer System: and
WHEREAS, the Basic Agreement provided that other munic corporations and public districts or agencies may become par to the Basic Agreement, thereby becoming members of the j powers authority: and
WHEREAS, on January 6, 1964, BUENA became a member of
joint powers authority and acquired certain interests and cap; rights in the Joint System: and
WHEREAS, on March 22, 1965, VALLECITOS (then San Mal
became a member of the joint powers authority and acquired cei
interests and capacity rights in the Joint System: and
WHEREAS, on August 17, 1971, LEUCADIA and ENCINITAS bt
members of the joint powers authority and acquired cei
interests and capacity rights in the Joint System: and
WHEREAS, it is the desire of the parties heretc
(a) continue functioning through a joint powers authority
(b) modify and condense the enabling legal documents for the powers authority by entering into a Revised Basic Agrec pursuant to Article 1, Chapter 5, Division 7, Title
California Government Code relating to the joint exercis
powers, for the purposes of planning, designing, owning, opera
-1-
JEH/SYS \DMS\GVM\0002409 WP September 6, 1991
W W
and maintaining a joint sewer system and concurrently establishing, by separate agreement, the Encina Wastewater
Authority (formerly the Encina Administrative Agency).
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHER AS FOLLOWS :
Section 1 DEFINITIONS
For the purposes of this agreement the following terms shall have the meanings indicated:
1.1 Joint Advisory Committee (JAC) . A committee
composed of representatives of the member agencies that advises
both the member agencies and the Operator/Administrator on issues relating to the Joint System.
1.2 Joint System. The Encina Water Pollution Control Facility (Unit I) and the Encina Ocean Outfall (Unit J), including all related land, rights of way, and appurtenances.
1.3 Member Aqencies. The six members of the Encina Wastewater Authority: Vista, Carlsbad, Buena, Vallecitos,
Leucadia, and Encinitas.
designated by the member agencies as being responsible for
operating, maintaining, and administering the Encina Joint System.
Since August 1, 1988, the Operator/Administrator has been the
Encina Wastewater Authority.
1.4 Operator/Administrator. The public agency
Section 2 JOINT PARTICIPATION
The member agencies shall participate jointly in the planning, design, acquisition, construction, ownership, operation, maintenance and use of the Joint System (including any future
expansions thereof), and shall pay for such activities as hereinafter specified.
Section 3 AREA TO BE SERVED BY THE JOINT SYSTEM
3.1 Existins Service Area. The area to be served by
the Joint System in shown on Exhibit A, which is attached hereto
and made a part of this Revised Basic Agreement by reference. Areas lying outside a member agency's legal boundary but inside that member agency's Exhibit A service area may be served by the
member agency, providing the member agency provides assurance in
the form of a legally binding agreement that these discharges will
meet all applicable rules and regulations. Any wastewater received from outside a member agency's legal boundary pursuant to such agreement shall be regarded as the wastewater of the member agency
for the purposes of billing, capacity, and source control.
- 2 2- JEH/SYS:\D;MS\GVM\0002409,WP Scptemkr 6, 1991
II) 8
*
3.2 Revisions to the Service Area. Areas lying outs. the Exhibit A service areas of the member agencies may be servc provided such areas are annexed by a member agency. Notificat of such annexations must be made in writing to the Joint Advisc Committee so that Exhibit A can be modified as appropriate. Meml agencies can also request alteration of their Exhibit A serv areas: such modifications must be approved in writing by all meml
agencies, as evidenced by receipt of resolutions fromthe govern bodies of all member agencies. Member agencies whose Exhibi service areas are enlarged shall be responsible for provid adequate capacity.
3.3 Prohibition on Discharses from Outside the Exhi
A Service Area. Each member agency agrees that it will neit permit nor knowingly countenance the use of the Joint Syst directly or indirectly, for the disposal of wastewater originat
outside of its legal boundary except in the above manner, ext
and conditions.
Section 4 ENLARGEMENT OF THE JOINT SYSTEM
Any member agency having first obtained the consent Carlsbad and Vista, may at its sole cost and expense enlarge portion of the Joint System in which it is the owner of capac
rights and any increased capacity in such unit or portion resul'
from such enlargement shall belong to the member agency paying cost and expense thereof. No member agency shall unreasonc
withhold consent to such enlargement. Any such enlargement SI
be constructed in accordance with plans and specifications apprl
by Carlsbad and Vista.
Section 5 PROTECTION OF THE JOINT SYSTEM/SOURCE
CONTROL
5.1 Protection of the Joint System. The Joint Sy
shall not be used by any member agency for any purpose other the conveyance, treatment or disposal of wastewater which shal
construed to mean domestic sewage and trade wastewaters.
member agency shall adopt and enforce ordinances, resoluti rules and regulations, concerning the type and conditio] wastewater permitted to be discharged into the sewers under control and shall prohibit the discharge of any wastewater T, would be detrimental to the Joint System. Such ordinar
resolutions, rules and regulations shall reflect the applic
federal and state statutes and regulations and shall be consi2 with the Operator/Administrator's industrial pretreal
regulations.
5.2 Prohibitions. No member agency shall (
excessive infiltration of any surface or storm waters to be discharged directly or indirectly into the Joint System. No m
agency shall allow cooling water or other unpolluted indus wastewater to be discharged directly or indirectly into the
-3- JEHJSYS \DMS\GVM\0002409 WP September 6 1991
w W
System without the consent of all other member agencies. No member agency shall authorize a discharge from any groundwater cleanup
site unless the discharge is authorized in advance by the Operator/Administrator.
Section 6 CAPACITY AND USE OF CAPACITY (CAPACITY
INFRINGEMENT )
Each member agency shall own and enjoy a perpetual right to
use its Joint System capacity in the proportions set forth immediately below herein. No member agency shall in any way grant,
encumber, limit or restrict its interest in any part of the Joint System for any purpose other than the treatment and disposal of wastewater, or use the Joint System or any part thereof to a greater percentage than its capacity rights, except as set forth
in Sections 9.4 and 9.5, without the prior written consent of the
other member agencies, provided that no such excessive use withouc
written consent shall be construed as a waiver of capacity righ” by any member agency.
Section 7 CAPACITY MONITORING
Each member agency shall participate in a joint flow metering system, operated and administered by the Operator/Administrator, and facilitate such measurements of flow into the Joint System as needed for billing purposes and to verify that each agency is within its capacity rights. This metering system shall be
maintained according to a separate agreement executed by the
Operator/Administrator and the member agencies.
Section 8 ACQUISITION/GALE OF EXCESS CAPACITY
In the event that any member agency hereafter requires additional capacity in the Joint System and capacity is available
from another member agency, the capacity may be licensed, leased
or purchased as necessary. Such lease or purchase shall be on
terms as are hereafter agreed upon by the member agencies involved. In the event an inter-agency capacity agreement is adopted, the Joint Advisory Committee shall be notified in writing. Licensing,
lease or purchase shall be subject to the terms and conditions established in Sections 9.4 and 9.5.
3 4 -’
JEH/SYS \DMS\GVM\0002409 WP September 6. 1991
0 6
Section 9 CAPACITY RIGHTS IN UNITS
9.1 Existinq Capacity. Subject to Section 9.2 hereof, until the completion of Phase IV construction, the capacity rights shall be as follows:
Unit I Unit J
MGD -- % MGD -- %
VISTA 6.75 30.00 5.97 20.22
8.15 27.61 CARLS BAD 5.72 25.40 LEUCADIA 3.75 16 o 67 4.98 16.89
VALLE CITOS 4.00 17.78 5.05 17.12
BUENA 1.03 4.59 3.16 10.71
ENCINITAS 1.25 5.56 2.20 7.45
100.00 TOTAL 22.5 100.00 29.51
Capacity rights in Unit I (Treatment Plant) are based on
average daily flow at full secondary treatment. Capacity rights in Unit J (Ocean Outfall) are based on average daily flow to the outfall. This capacity rating assumes that the wet weather peaking factor on the flows to Unit J (including treated flows from Unit I and reclamation failsafe flows) shall continue to be less than
2.00, and all the member agencies agree to make good faith efforts to ensure that the wet weather peaking factor on the flows to Unit
trJtt remains below 2.00.
9.2 ALLOCATION OF INTERIM OWNERSHIP AND CAPACITY IN UNIT - I
Interim Unit I (Liquid and Solids) ownerships as of July 1,
1990 during construction of Phase IV and based on 50% completion,
shall be as follows:
LIOUID SOLIDS
CAPACITY (MGDL OWNERSHI AGENCY CAPACITY (MGDI OWNERSHIP %
'JISTA 6.39 26.18 7.14 25.59
24.86 CARLSBAD 6.23 25.53 6.94
BUENA 1.33 5.44 1.93 6.92
VALLECITOS 4.72 19.36 5.25 18.81
18.67 LEUCADIA 4.44 18.21 5.21
ENCINITAS 1.29 5.28 1.44 5.15
100 24.40 100 27.90 TOTAL
-5-. JEHfSYS \DMS\GVM\0002409 WP September 6. 1991
w e
Upon
completion of Phase IV construction, capacity rights shall be as
follows :
9.3 Post Phase IV Construction Capacity.
Unit I Unit J Liquid Solids Disposal MGD -- % MGD -- % MGD -- %
VISTA: 8.05 22.36 8.05 21.18 8.05 21.18
CARLSBAD : 9.24 25.67 9.24 24.32 9.24 24.32
BUENA : 2.26 6.28 3.51 9.24 3.51 9.24
VALLECITOS : 7.54 20.94 7.54 19.84 7.54 19.84
LEUCADIA: 7.11 19.75 7.86 20.68 7.86 20.68
ENCINITAS: 1.80 5.00 1.80 4.74 1.80 4.74
TOTAL 36.0 100.00 38.0 100.00 38.0 100.00
The total disTosal capacity of Unit J shall be 38.0 MGD average
daily flow. This capacity rating assumes that the wet weather peaking factor on the flows to Unit J shall continue to be less
than 2.13, and all the parties hereto agree to make good faith
efforts to ensure that the wet weather peaking factor on the flows to Unit J remains below 2.13.
9.4 Interim CaDacitY Infrinsement. During the period of interim Unit I ownership and capacity allocations prior to Phase
IV completion, as described in Section 9.2 above, the Member
Agencies agree that when any Member Agency's Unit I flows exceed
its interim capacity allocation for the treatment of solids,
liquids, or both, for any continuous three-month period, such Member Agency shall purchase temporary capacity equal to such excess from all of the Member Agencies with such unused capacity
rights on a pro rata basis. Such "lows shall be based on measured
(ADS) flows, to the maximum extent Zeasible. The use of capacity
on a temporary basis shall be paid for based upon the August 1988
Capacity Management Report calculation allocating 50 percent of the
value of the available capacity to the treatment of solids and 50 percent to the treatment of liquids, for a total value of $72,500
per mgd per year.
9.5 Post Phase IV Capacity Infrinsement. Following Phase IV completion, the member agencies agree to make available up to 5 percent of their respective shares of Encina's total capacities, as set forth in Section 9.3, through a reserve capacity
pool, in accordance with the following terms and conditions:
a. Flow Calculation. For the purposes of calculating
payments due for licensing under this section, flows shall be based
on measured (ADS) flows, to the maximum extent feasible. Solids loading flows shall be based on the total flow originating within
each member agency. Voting rights, as described in Section 12 shall be in no way affected by temporary use of reserve capacity
- 6 '-
JCHjSYS \DMS\GVwO002409 WP September 6. 1991
0 e
under this section. Total Reserve Capacity is the total capacil shown in paragraph (g), below.
b. Monitorinq of Capacity Demand. Each agency shall provic
monthly reports to EWA regarding future capacity committed, bas
upon its acceptance of applications for or issuance of any buildi permits, letters of availability, certificates or 0th entitlements for use which represent that sewer capacity available to the applicant or project, or which enforceably practically commit the agency to provide future sewer servic Reports shall be submitted in such form as the Board of EWA m
require. Before the measured and committed flows reach 75% Encina's total capacity (per Section 9.3), the EWA shall initie a program to ensure adequate capacity to meet projected needs.
Any use of capacity in excess
95% of their respective share of Encina's total capacity (1 Section 9.3) plus 50% of the Total Reserve Capacity, or otherw. in violation of this section, shall be considered a trespass. the request of any member agency, EWA shall, and is her( authorized to specifically enforce the terms of this sect (Section 9.5) against a member agency or agencies on behalf of remaining member agencies, including through commencement oJ proceeding at law or equity. The parties agree that speci enforcement is a proper remedy in that payment of damages is an adequate remedy for the potential losses to any member age resulting from the loss of capacity. For example, replacement
capacity may be impractical and the consequences for the econo development of the members are not readily sub] ect
quantification. Each member agency hereby consents to commencement of such action or actions by EWA, and waives any ri
it may have to further approval of such actions under the jc
powers agreement creating and establishing EWA. In addition to
injunctive relief, EWA may seek consequential damages on behalj
the remaining member agencies. In any such action, the prevail
party shall be entitled to attorney's fees and costs.
d. Indemnity and Hold Harmless. In addition to paymen-
the amount specified herein, each agency agrees to indemn defend and hold harmless the EWA and the other member agencies
any claim, demand, cost, penalty, fine or damage (inclut reasonable attorney's fees and costs of investigation), ari
out of its violation of this section, whether resulting from
agency's active or passive, negligent or intentional act or fai
to act to prevent a violation, and notwithstanding the activz passive negligence of those member agencies which are in compli with the provisions of this section.
c. Excess Use a Trespass.
e. License Payments. When any member agency's flows ex
100% of its capacity allocation for the treatment of solids, ar
treatment and/or disposal of liquids, for any contir
three-month period, such member agency shall pay for the us
such capacity from the reserve capacity pool in accord witF
- 7--
JEH/SYS \DMS\GVM\0002409 WP
September 6. 1991
0 m
schedule of values, as adjusted each July 1 (commencing in July
1991) by updating the facility spreadsheet to include any additional and changed capital project costs, and to reflect the current ENRLA construction cost index, as follows:
(1) Any portion of reserve up to 50% of Total Reserve Capacity:
$ 84,300 per MGD of Unit I liquid capacity per year
$133,500 per MGD of Unit I solids capacity per year
$ 36,000 per MGD of Unit J capacity per year
(2) The use of reserve amounts over 50% of Total Reserve
Capacity shall be a violation of this section. In addition to any other remedy provided herein, or available to EWA or the member
agencies, an agency shall pay for such use:
$140,500 per MGD of Unit I liquid capacity per year
$222,500 per MGD of Unit I solids capacity per year
$ 60,000 per MGD of Unit J capacity per year
Payments to member agencies with unused reserve shall be made
annually. Payments from member agencies shall be made quarterly to the EWA and held in a special account.
f. Restrictions on Use Over 40% of Reserve. If at
any time any agency shall have enforceably or practically committed to provide future sewer service which, when added to its then existing actual flows, equals 95% of its allocated capacity (per Section 9.3) plus 40% of the Total Reserve Capacity, such agency shall:
1. Immediately halt the acceptance or issuance of any
building permits, letters of availability, certificates or other
entitlements for use which represent that sewer capacity is the
agency to provide future sewer service.
2. Immediately inform EWA, in writing, that it has reached this threshold, of the actions it has taken to implement
(e) (I) above, and of its intention to present a plan to EWA,
within 30 days, for capacity management to prevent the agency from
exceeding use of 50% of the Total Reserve Capacity.
-8- JEH/SYS \D,MS\GVM\MM2409 WP September 6. 1991
0 0)
g. Reserve CaDacitv. Upon completion of Phase IV construction, reserve capacity shall be as follows:
Unit I Unit J Liquid Solids Disposal MGD -- % MGD -- % MGD -- %
VISTA: .40 22.36 .40 21.18 D 40 21.18
24.32 CARLSBAD : .46 25.67 .46 24.32 D 46
BUENA: .11 6.28 .18 9.24 D 18 9.24 VALLECITOS: .38 20.94 .38 19.84 a 38 19.84 LEUCADIA : .36 19.75 .39 20.68 .39 20.68
ENCINITAS: e 09 5.00 .09 4.74 .09 4.74
TOTAL RESERVE 1.8 100.00 1.9 100.00 1.9 100.00
h. Sole Method of Allocation. No agency shall provid capacity to any other member agency except pursuant to this sectic without the unanimous consent of the member agencies; provided thz an agency may agree to provide additional capacity on a temporal basis to an agency which has used the maximum reserve capacil authorized by this section if: (1) such arrangement provides fc
payments at rates not less that the maximum reserve capacity rad
per paragraph (e) (2), above: and (2) the capacity so provided do
not reduce the Total Reserve Capacity available.
Section 10 DEFINITION OF PHASE IV COMPLETION
For purposes of Phase IV capacity allocated under Section
"completion" is defined as the time when the entire additior treatment train is available for use in compliance with regulatc permits (NPDES APCD, etc.) and the Western Summit/TIC constructi
contract.
Section 11 CAPACITY RIGHTS FOR RECLAMATION
11.1 Future Reclamation. Any member agency, at
own expense, may, and shall have the right to, reclaim water f:
any wastewater in the Joint System which emanates within ' jurisdiction of the respective member agency. And, subject to following limitations, each member agency shall have the right install facilities for the reclamation of water from wastewat
Any proposed reclamation shall require the approval of all member agencies in the event that the proposed reclamation facil
is designed and/or constructed such that (i) any solids or r treated effluent from any such facility may be discharged into t I of the Joint System and/or (ii) any reclaimed water may
discharged into Unit J of the Joint System. Such approval St not be withheld unless the use of the proposed reclamation facil would adversely affect one or more of the member agencies and
reclaimer cannot reasonably mitigate the adverse impact. Not1 in this section shall be construed so as to require approval by
-9- JEH/SYS \DMS\GVM\D002409 WP September 6, 1991
w rn
member agencies as to the geographic location of a reclamation facility constructed solely within the boundaries of any member agency.
11.2 Existins Reclamation. Section 11.1 above pertains to all future reclamation facilities. Currently
constructed facilities may be operated to their capacity without further action by owners. The current reclamation facilities and
capacities are as follows:
RECLAMATION ENTITY FACILITY CAPACITY
CARLSBAD Calavera Hills 1.20 MGD LEUCADIA Gafner 0.75 MGD VALLE C I TOS Meadowlark 2.00 MGD BUENA Shadowridge 1.16 MGD
Section 12 JOINT ADVISORY COMMITTEE
The member agencies have created a Joint Advisory Committee
(JAC) to advise the member agencies and the Operators Administrator. JAC shall continue in this advisory role,
12.1 Powers. Recommendations of JAC shall be
advisory only. The JAC shall have the following responsibilities:
To review the operation and maintenance of the Joint System, including the cost thereof, and make reports and recommendations to the governing bodies of the member agencies;
12.1.2 To review and make recommendations regarding proposed expansion, enlargements or modifications of the Joint System to the governing bodies of the member agencies; and
12.1.3 To review and make recommendations regarding contracts, budget matters, regulations, policies, permits and other
documents and issues as appropriate to the Operator/Administrator.
Each report and recommendation of the JAC permitted by this Section shall be considered as having been made by all the member agencies when made to the .Operator/ Administrator and made in accordance with the voting rights and percentages set forth below in Section 12.4.4.
12.1.1
12.2 Representation on JAC. JAC shall be
constituted by two appointed representatives from each member agency, with one alternate for each appointed representative. JAC
representatives may, but need not, be members of the governing
bodies of the member agencies.
12.3 Officers of JAC. JAC shall elect its own
officers, which shall include a Chairman, Vice-chairman, and Secretary. The Chairman and Vice-Chairman shall be JAC
- 10'- JEH/SYS:\DMS\GV;M\O409.WP September 6, 1991
*
0 e
representatives and the Secretary may, but need not, be a JAC representative.
12.4 Meetincrs of the JAC.
12.4.1 Regular Meetings. The JAC shall providc
for its regular meetings; provided, however, it shall hold at leas1
one regular meeting per month. The dates, hour, and place of th
regular meetings shall be established by JAC.
12.4.2 Ralph M. Brown Act. All meetings of th
JAC, including, without limitations, regular, adjourned regular and specialmeetings, shall be called, noticed, held, and conducte in accordance with the provisions of the Ralph M. Brown Ac
(commencing with Section 54950 of the California Government Code)
12.4.3 Minutes. The JAC Secretary shall caus
to be kept minutes of all meetings of the JAC, and shall cause
copy of the minutes to be forwarded to each JAC representative.
12.4.4 Vote. The total vote of all members I the JAC shall equal 100%. When voting on a matter involving tl Treatment Plant (Unit I) or the Ocean Outfall (Unit J), each J,
representative's percentage vote shall equal one-half of t'
percentage of that unit's capacity owned by the representative
agency. If only one of an agency's representatives is presen
this representative's percentage vote shall equal the tot percentage of that unit' s capacity owned by the representative agency. If both representatives are absent, each alternate sha have a percentage vote equal to one-half of the percentage capaci
of the alternate's member agency; provided, however, at any C meeting where any member agency is represented by only c alternate, the alternate shall have a percentage of vote equal
the total percentage of the capacity of the agency he/:
represents.
12.5 Rules. JAC shall adopt rules and regulati
for the place, time and conduct of JAC meetings.
Administrator (or, if requested by the appointing member ager that member agency as to its representatives) shall pay e
representative (or alternate who attends a meeting by reason
the absence of a representative) an attendance fee of twenty-f
($25.00) for each JAC meeting, provided that such payment does exceed fifty dollars ($50) per calendar month. Attendance 3 shall be paid monthly.
12.7 Assistance from the ODera-tor/Administrai
The Operator/Administrator shall provide supplies and clerical secretarial help for JAC. The cost of such supplies and assist
shall be considered part of the expense of operating maintaining the Joint System.
12.6 Payment for Attendance. The Operator/
- 11 - J EH/SYS.\DMS\GV~OOOZW WP September 6, 1991
e 0
Section 13 OPERATOR/ADMINISTRATOR
The Joint System shall be maintained and operated by any one
of the parties hereto, or by another Public Agency, which party or
other public agency shall be known as the Operator/ Administrator.
13.1 General Duties.
13.1.1 Joint System. The Operator/ Administrator
shall maintain and operate the Joint System, and shall preserve it
in good repair and working order, all in accordance with recognized
sound engineering and accounting practices and local, state, and
federal laws and regulations.
13.1.2 Pump Stations. The Operator/
Administrator also shall operate and maintain, at the expense of
the Cities of Vista and Carlsbad, the Aqua Hedionda and Buena Vista Pump Stations (formerly Units B and C of the Joint System) within an annual budget prepared by the Operator/Administrator and approved by Vista and Carlsbad.
13.1.3 Other Facilities, The Operators
Administrator shall have the authority to operate and maintain
other facilities outside the Joint System as recommended
unanimously by JAC and in accordance with Operator/Administrator
executed operation agreements, which may include budgeting responsibilities.
Effective August 1, 1988, the member agencies created a public
agency known as the Encina Wastewater Authority (EWA) to serve as
the Operator/Administrator of the Encina Joint System. The EWA shall continue to serve as the Operator/Administrator until such time as EWA is terminated by written consent of a majority of the
member agencies, evidenced by certified copies of resolutions by
their governing bodies. The organization, administration, rules, and specific powers of the EWA shall be as set forth in the Revised Establishment Document establishing the EWA. Upon termination of the EWA and replacement with another Operator/Administrator,
employees of the EWA shall become the employees of the new
Operator/Administrator subject to existing employment contracts, seniority, retirement rights and any other employee benefits or rights now enjoyed by those employees.
13.2 Desisnation and SDecific Powers.
Section 14 BUDGETING AND ACCOUNTING
14.1 Annual Budqets. Annually, the Operator/
Administrator shall prepare an operation, maintenance, and
administration budget (hereafter referred to as the 0 & M budget)
and a capital improvement program budget (hereafter referred to as the capital budget.) The budgets shall be prepared in accordance
with generally accepted accounting principles.
- 12 -' JEH/SYS.\DNS\GVM\OM12409 WP September 6. 1991
0 (D
14.1.1 Preparation of Estimated 0 & M Budget. Nc later than May 1 of each year, the Operator/Administrator shal:
prepare an estimated budget of the (a) amount of money required tf
operate, maintain and administer the Joint System during thl
ensuing fiscal year, and (b) the proportionate amount to be pail
by each member agency. Such estimate shall be based on the tota operation, maintenance, and administration costs during the curren fiscal year as such costs are set forth in the current approve budget for the Joint System.
14.1.2 Approval of Estimated 0 & M Budget. Eac
estimated 0 & M budget adopted by the Operator/Administrator shal
be forwarded to the JAC for consideration and for submission to tl- member agencies for approval. The Operator/ Administrator'
estimated 0 & M budget shall be deemed effective upon unanimoi approval by the member agencies and upon the receipt by tl Operator/Administrator of certified copies of approving resolutioi
or minute orders from the governing bodies of each of the membr
agencies. Until such time as formal approval has been receivc from each member agency, the estimated 0 & M budget sha constitute merely a proposed budget, subject to consideration revisions. The 0 & M budget shall be considered separately fr the capital budget and may be approved independently. In the eve a proposed budget is not approved, the Operator/Administrator sha continue to operate using the 0 & M budget figures from t previous fiscal year.
14.1.3 Prepaid 0 & M Contributions. Each memk agency shall prepay its estimated portion sf the budget operation, maintenance, and administration costs and shall pay j
actual portion of the costs as determined pursuant to Section
of this Revised Basic Agreement. Quarterly on July 1, October January 1, and April 1, the Operator/Administrator shall bill . member agencies and the member agencies shall deposit with '
Operator/Administrator one fourth of the annual cost of operati1
maintenance, and administration for the following quarter estimated in Section 16. Provided, however, the last invoice each fiscal year may be increased or decreased to adjust
estimated amount payable based upon the estimated total expen
for the full year and the estimated total amount and strength
wastewater received from each member agency. In the event that
the end of any fiscal year the amount paid by a member age exceeds the amount that should have been charged, the excess sh
be credited to the member agency the following fiscal year. case of an underpayment, the member agency shall be billed by
Operator/Administrator and shall pay for the deficiency withir
days.
Each member agency shall make quarterly contribution payment:
the Operator/Administrator promptly at the time they become d
14.1.4 Actual 0 & M Contributions. The me
agencies agree to contribute from their treasuries the ac
- 13 -- JEH/SYS \DMS\GVM\MW)ZW.WP September 6, 1991
w W
annual costs of the Joint System as divided among the member
agencies pursuant to Section 17 of this Revised Basic Agreement. Such costs shall include the actual costs of (1) all materials and supplies used or purchased for the operation, maintenance, or
administration of the Joint System, (2) all contracts let by the
Operator/Administrator for the performance of budgeted 0 & M work,
and (3) the salaries and wages of all Operator/ Administrator
employees providing such services, including vacations and sick leave benefits, workers' compensation, social security _1 and
retirement payments, and health insurance. Such costs shall be
paid out of the funds deposited with the Operator/Administrator by
the member agencies; provided however, the failure of any member
agency to pay the Operator/ Administrator shall not relieve the other member agencies of their obligation to pay their
proportionate shares of operation, maintenance, and administration of the Joint System.
14.1.5 Preparation of Estimated Capital Budget.
No later than May 1 of each year, the Operator/Administrator shall prgpare an estimated budget of the amount of money required for
capital improvement projects during each of the next five fiscal
years and over the next twenty years. The estimated capital budget
shall show the estimated amount to be paid by each member agency.
Such estimate shall be based on existing and/or projected ownership
as appropriate.
Approval of Estimated Capital Budget. Each
estimated capital budget adopted by the Operator/ Administrator shall be forwarded to the JAC for consideration and for submittal to the member agencies for approval. The Operator/ Administrator's
estimated capital budget shall be deemed effective upon unanimous approval by the member agencies and upon the receipt by the
Operator/Administrator of certified copies of approving resolutions
or minute orders from the governing bodies of each of the member agencies. Until such time as formal approval has been received
from each member agency, the estimated capital budget shall constitute merely a proposed budget, subject to consideration or
revisions. The capital budget shall be considered separately from
the 0 & M budget and may be approved independently.
14.1.7 Prepaid Capital Contributions. Each
member agency shall prepay its actual portion of the capital costs except as noted in Section 18 of this Revised Basic Agreement.
Quarterly on July 1, October 1, January 1, and April 1, the Operator/Administrator shall bill the member agencies and the
member agencies shall deposit with the Operator/Administrator one
fourth of the ;?ctual estimated capital costs except as otherwise
specified in S :tion 18. Any capital funds remaining at the end
of the fiscal i--f1r shall be retained and credited toward the member
agencies for the following fiscal year.
Each member agency shall make quarterly contribution payments to
the Operator/Administrator promptly at the time they become due.
14.1.6
- 14 -
JEH/SYS \DMS\GVh4\0002409 WP September 6 1991
4 8 0
14.1.8 Actual Capital Contributions. The membl agencies agree to contribute their actual capital costs pursua to Section 18 of this Revised Basic Agreement. Such costs sha include the actual costs of (1) all materials and. supplies used purchased for capital improvement of the Joint System and (2) a contracts let by the Operator/Administrator for the performance capital improvement projects. Provided however, the failure of a member agency to pay the Operator/ Administrator shall not relie the other member agencies of their obligation to pay the proportionate shares of the capital expenses of the Joint Syste
Section 15 ASSISTANCE TO OPERATOR/ADMIMISTRATOR
When requested by the Operator/Administrator, the EWA sh( provide assistance, and make recommendations to s( Operator/Administrator relative to all services and duties it to perform under the terms of this Revised Basic Agreement.
Section 16 RIGHTS OF WAY AND LAND ACQUISITIONS
The Operator/Administrator and/or any of the member agenc
may, as agreed upon in writing by all the member agencies, act behalf of the member agencies in acquiring lands and rights of necessary for the operation, maintenance, ownership, and use of Joint System.
Section 17 PAYMENT OF OPERATION AND MAINTENANCE EXPEl
17.1 Allocation of Expenses. All operat.
maintenance, and administration expenses for Units I and J of
Joint System, hereafter referred to as 0 & M expenses, shall
paid by each member agency based on each member agency's perceni of ownership and usage in these units. For the purposes of *
section the following definitions shall apply: tlusagell shall 1
the costs for power, chemicals, maintenance, and other se'
treatment, solids handling and disposal processes which result wastewater entering Unit I or Unit J; I1ownershiplt shall mean costs for insurance, administration expenses, laboratory expen
plant operations, services, and maintenance, and other wastew
collection and treatment, solids handling and effluent disp
costs which are incurred irrespective of the amount of wastew which enters Unit I or Unit J.
17.2 Pawent Schedule. Each member agency c
pay its proportionate share of the operation, mainte1 and administration expenses in accordance with Section 13.1 of Revised Basic Agreement.
17.3 Revenue from By-products. Any revenue recc
from the sale of fertilizer or other by-products arising out o
- 15 - JEH/SYS.\DMS\GVW0002409 WP September 6, 1991
0 m
operation of the Joint System shall be apportioned to each member
agency in the same proportion as their share of the 0 & M expenses
for the Joint System in the year in which the revenue is received.
Section 18 PAYMENT OF CAPITAL EXPENSES
18.1 Allocation of Expenses. Unless otherwise
specified herein, capital expenses shall be allocated based on existing or projected Unit I or Unit J ownership as appropriate.
Exceptions are as follows:
18.1.1 Phase IV Expansion. Phase IV
capacity and costs are allocated according to the methodology shown in Exhibit B, attached hereto and made part of this Revised Basic
Agreement by reference.
18.1.2 Joint Flow Metering System. Each
member agency is responsible for the capital expenses of meters and monitors serving its respective service area. Capital expenses for the monitors serving the entire Exhibit A service area shall be
paid on the basis of Unit J flow.
18.1.3 Encina Sewage Solids Management
Program. All expenses shall be allocated in accordance with the terms of a separate agreement to be adopted unanimously by the member agencies.
18.1.4 Additional Land/Right of Way Acquisition. All expenses shall be allocated in accordance with the terms of a separate agreement to be adopted unanimously by the member agencies.
18.2 Payment Schedule. Unless otherwise
specified herein, capital expenses shall be prepaid on a quarterly basis. Exceptions are as follows:
18.2.1 Phase IV Expansion, Phase IV
contract expenses approved by EWA shall be paid once a month based
on invoices from the contractor, the design engineer, and the construction manager. The payments will vary over the duration
of the job. The Operator/Administrator shall notify the member
agency financial representatives of the amounts needed following receipt of each month's invoices. Final project payments shall be
adjusted as described in Exhibit B.
18.2.2 Encina Sewage Solids Management Program.
All expenses shall be paid in accordance with the terms of a separate agreement to be adopted unanimously by the member agencies.
- 16 - JEH/SYS \DMS\G\'M\0002409 WP September 6, 1991
0
18.2.3 Additional Land/Right of Way Acquisitic All expenses shall be paid in accordance with the terms of separate agreement to be adopted unanimously by the me& agencies.
18.2.4 Other Capital Expenses. On occasic
capital expenses may occur earlier in the fiscal year than woi
allow for regular quarterly billing. If regular quarterly billi do not provide needed capital early enough during the fiscal ye supplemental capital billings shall be sent to the member aqencit In such cases, the Operator/Administrator will notify the meml
agency financial representatives as far in advance as possible
Section 19 SETTLEMENT OF DISPUTE OR CONTROVERSY
19.1 Riqht to Arbitration. Should any dispute
controversy arise in connection with the books, records or accou
of any member agency or in connection with the acquisiti construction, maintenance, operation repair, reconstruction
enlargement of the Joint System or in connection with any of
affairs or operation thereof, or the execution of this agreeme
the governing bodies of member agencies that are affected by s
dispute may elect to arbitrate the dispute or controversy accordance with this section.
governing body of each member agency affected shall appoint S designate one disinterested person as an arbitrator. arbitrators so chosen, if an even number, shall designate
additional disinterested person to make an odd number
arbitrators. Said arbitrators so chosen shall act as a Board Arbitrators in connection with any such dispute or controversy.
findings of fact approved by a vote of the majority of the memk of the Board of Arbitrators shall be binding upon the affec
member agencies.
19.2 Riqht of Observation. The parties to
arbitration proceedings held under the provisions of this agreen
shall notify every other member agency not a party thereto of 5
arbitration proceedings and any other member agency shall have
right to be represented at such proceedings by a member agc
designated observer.
19.3 Riqht to Expert Arbitration. Any controvc
which can be determined by an engineer's or other expert's find
and which under this section could be submitted to arbitration. if the parties thereto agree in writing to do so, be submitte
a named engineer or expert who shall be the sole arbitrator.
such engineer shall be a member of the American Society of C Engineers. Any such engineer or expert shall be disinterestec
required of arbitrators on an arbitration board. He shall pro( in the same manner provided herein for an arbitration board.
In the event of such election,
- 17- - JEHISYS \DMS\GVM\0002409 WP September 6, 1991
w 0
Section 20 APPORTIONMENT OF LIABILITY
Any liability incurred by the member agencies, which liability arises out of or in connection with the operation and/or maintenance of the Joint System, except for costs of improvements to such facilities and operating and maintenance costs, shall be discharged by payment by each member hereof in proportion to their respective ownership in the facilities at the time of the incident which results in the liability.
Section 21 NOTICES
Notices required or permitted under this Revised Basic Agreement shall be sufficiently given if in writing and if either served personally or mailed by certified mail to the member
agencies.
Section 22 SEVERABILITY
If any one or more of the terms, provisions, promises, covenants or conditions of this agreement shall by any extent by adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants and conditions
of this agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law.
Section 23 MODIFICATION OF AGREEMENT
This agreement shall contain all the terms and conditions made between the parties hereto and shall not be amended except by an agreement in writing signed by all the member agencies.
Section 24 SUCCESSION
The provisions of this agreement shall be binding upon and
shall inure to the benefit of the successors of the parties hereto.
Section 25 APPROVAL
This agreement shall be approved as of the date that all of
the member agencies have approved this agreement and the Revised Establishment Document.
- 18 - JEH/SYS:\DMS\GvM\oOo2409.WP
September 6. 1991
0 .1
IN WITNESS WHEREOF, each party hereto has pursuant to resolut. duly passed and adopted by their respective governing bodies cau: this Revised Basic Agreement to be executed the day and year fii above written.
CITY OF VISTA,
BY Mayor
Attest:
City Clerk
Attest:
City Clerk /
LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS WATER DISTRICT
BY President
BUENA SANITATION DISTRICT
BY Chairperson
ENCINITAS SANITARY DISTRICT .
BY President - 19.- JEH/SYS \DMS\GVM\0002409 W September 6, 1991
w Approved as to form:
BY JAC Counsel
- 20 - JEHjSYS \DMS\GVw0002409 WP
September 6, 1991
0 EXHIBIT B a
PHASE IV COST ALLOCATION
1. Phase IV cost shall be allocated as follows:
a. All costs shall be allocated by unit process and am
flow, BOD, and suspended solids in the manner recommen for revenue programs by the State Water Resources Cont Board.
The replacement value of the existing Unit I and Uni
facilities at the mid-point of construction (projec
ENRLA of 6465) shall be determined. In determir
replacement value, grant funding shall be included exc
for the grant funding used to pay for the "oversiz
portion of "oversizedt1 items (i. e., items sized
undertaken for the ultimate site capacity, such as E
grading and paving, piping, etc.).
c. Dollar ownership of the existing facilities shall
determined by multiplying existing ownership percent; times the replacement values determined in step b.
midpoint of construction (projected ENRLA of 6465) SI be estimated by the design engineer.
e. The total value of the EWPCF following constructiol
Phase IV shall be estimated by adding the replace] value of the existing facilities (determined in ste] to the estimated cost of the Phase IV project (determ in step d).
f. Needed dollar ownership of the EWPCF follo construction of Phase IV shall be determined
multiplying the revised Unit I liquid and solids and
J ownerships (determined in Exhibit A of the Thirty-N Supplement) by the total value of the EWPCF follo construction of Phase IV (determined in step e).
g. Phase IV cost allocations shall be calculated
subtracting existing dollar ownerships (determinet step c) from needed dollar ownerships follo
construction of Phase IV (determined in step f) . Cre
and buyins for existing facilities are automatic
included in this calculation and need not be calcul separately: however, the dollar values of each
included below for background.
b.
d. The cost of the proposed Phase IV facilities at
- 21 - JEH/SYS \DMS\GVM\0002409 WP September 6, 1991
Estimated Phase IV a L st allocations in dollarswd percent of total
are as follows:
Effective €xi sting Projected Ownership Est i ma ted
Ownership, Following Phase IV Phase IV Cost Credit/Buying
Agency $- Construction, $ $ % $
Vista 22,739,000 28,938,000 6,199,000 11 -44 (5,455,000)
C a r l sbad 20,585,000 33,216,000 12,631,000 23.31 ( 745,000)
L eucad i a 13,314,000 27,297,000 13,983,000 25.81 2,916,000
San Marcos 14,099,000 27,105,000 13,006,000 24.01 2,091,000
Buena 4,436,000 11,020,500 6,584,500 12.15 2,023,000
Encini tas 4,694,000 6,470,500 1,776,500 3.28 ( 830,000)
Total 79,867,000 134,047,000 54,180,000 100.00 0
Final Phase IV cost allocations will be determined following completior
of Phase IV construction and will use the actual project costs spreac
according to the final engineer's estimate instead of the currenl
engineer's estimate in steps d through g above. Actual ENRLA a1
mid-point of construction will be substituted for the projected valuc
in step b.
- 22 - JEH/SYS:\DMS\GvM\Ooo2409.WP September 6. 1991
* 0 (I)
b * REVISED ESTABLISHMENT DOCUMENT
FOR THE
ENCINA WASTEWATER AUTHORITY
THIS AGREEMENT (hereinafter the Revised Establishment Document, llRED1l) is made and entered into this
day of I19-f by and among the CITY OF VI (hereafter VISTA), the CITY OF CARLSBAD (hereafter CARLSBAD), BUENA SANITATION DISTRICT (hereafter BUENA), the VALLECITOS 5 DISTRICT (hereafter LEUCADIA), and the ENCINITAS SANITARY DISTRICT (hereafter ENCINITAS), herein called the "member agencies", for the operation, maintenance, and administratior their jointly owned sewerage system.
RECITALS
WHEREAS, each of the member agencies is a public agency
authorized and empowered to contract for the joint exercise c
powers under the Government Code of the State of California;
WHEREAS, each of the member agencies has the authority a
power to collect, transmit, treat and dispose of wastewater a
to construct and operate facilities for such purposes; and
WHEREAS, the member agencies recognize the need to opera maintain and administer the Encina Joint System on a cooperat basis for the collection, transmission, treatment, and dispos of wastewater; and
WHEREAS, on August 1, 1988, the member agencies entered
a Joint Exercise of Powers Agreement, which this RED is to
replace, pursuant to the provisions of Article 1, Chapter 5,
division 7, Title 1 of the California Government Code, creati:
public agency then known as the Encina Administrative Agency
the Encina Wastewater Authority, ltEWA1l) to' serve as the
Operator/Administrator of the Encina Joint System; and
WHEREAS, the Joint Exercise of Powers Agreement establis1
the EWA was adopted as a supplement to the "Basic Agreementf1
establishing the Encina Joint Powers; and
WHEREAS, the member agencies desire to revise and condens the Basic Agreement and have drafted legal documents known collectively as the Revised Basic Agreement that are to be considered concurrently with this Agreement; and
WHEREAS, the member agencies desire to (a) retain the EWI the Operator/Administrator of the Encina Joint Powers and (b)
reestablish the organization, administration, rules, and speci
powers of the EWA by entering into a revised agreement, to be known as the "Revised Establishment Document" ("RED") , separat
- 1 ,- JEH/SYS \DMS\GVM\0002261 WP
September 9, 1991
W 0
from the Revised Basic Agreement (lRBA1l), pursuant to Article 1, Chapter 5, Division 7, Title 1 of the California Government Code
relating to the joint exercise of powers.
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHER
AS FOLLOWS:
Section 1. DEFINITIONS For the purposes of this RED and the RBA, the following terms shall have the meanings indicated below:
1.1 Basic Aqreement. That agreement by and among Vista, Carlsbad, Buena, Vallecitos, Leucadia, and Encinitas including all supplements and amendments thereto entered into beginning
July 13, 1961.
1.2 Joint Advisory Committee. The Joint Advisory Committee
(JAC) as defined in the Revised Basic Agreement.
1.3 Joint System. The Encina Joint System as defined in
1.4 Revised Basic Aareement. That agreement by and among
the Revised Basic Agreement.
Vista, Carlsbad, Buena, Vallecitos, Leucadia, and Encinitas including all amendments thereto entered into beginning December
17, 1990 and superseding the Basic Agreement.
Section 2. TERMS
2.1 Establishment of Aqency. There is hereby established a public agency known as the Encina Wastewater Authority, herein
called EWA (formerly known as the Encina Administrative Agency).
For the purposes of this agreement, EWA is a public agency separate from the parties hereto, but it is the intent of these
parties that EWA be subordinate to and dependent upon the member
agencies in all matters.
2.2 General Duties of the EWA. The EWA shall operate,
maintain, and administer the Encina Joint System utilizing funds contributed by the member agencies and grants received from the
Federal and State governments.
2.3 Powers. The EWA shall have the following powers as
needed to fulfill its duties:
2.3.1 To operate, maintain, administer and
manage the Joint System, including any buildings, works or
improvements comprising part of the Joint System and located
either inside or outside the boundaries of the member agencies,
in accordance with sound engineering and accounting practices with local, state and federal laws and regulations;
- 2 _-
JEH/SYS \DMS\GVM\0002261 WP (eptember 9, 1991
0 m
2.3.2 To make and enter contracts in connection with the administration, management, maintenance i operation of the Joint System;
2.3.3 To employ agents and employees to
operate, maintain, administer and manage the Joint System:
2.3.4 To incur debts, liabilities or obligations in connection with the operation, maintenance,
administration and management of the Joint System:
2.3.5 To sue and be sued in its own name,
provided that the EWA shall not commence or intervene in any lawsuit without the approval of all of its member agencies, except pursuant to paragraph 2.3.10 hereof:
equipment as may be reasonably necessary to the property operation, maintenance, administration and management of wastewater treatment and disposal facilities;
2.3.7 To file reports associated with the
operation, maintenance, administration and management of the
Joint System;
2.3.8 In an emergency, to reconstruct or (
to be reconstructed such portions of the Joint system when
reconstruction is immediately required to permit the Joint S’ to continue to function;
2.3.6 To acquire, hold, and dispose of SUI
2.3.9 To maintain at all times with a
responsible insurer or insurers sufficient insurance against or damage to the Joint System or portion thereof, workers’
compensation insurance, and insurance against public liabili.
and property damage:
2.3.10 To adopt industrial pretreatment regulat
that comply with federal and state pretreatment regulations.
regulations shall include technically based local limits, sh, be followed by each member agency, shall apply to industrial
connections and groundwater cleanup sites that discharge or I the potential to discharge into the Joint System, and shall <
EWA to take enforcement action against dischargers that viol( the regulation;
2.3.11 To review and amend the industrial
pretreatment regulations from time to time as the need arise:
2.3.12 To implement all requirements of the
pretreatment regulations and all aspects of the Encina servit
area pretreatment program, including permitting, inspection,
monitoring, reporting, and enforcement activities, except thi industrial pretreatment permits shall be jointly issued by tl
- 3- -
JEH/SYS \DMS\Gq0002261 WP
September 9, 1591
w w
member agency in whose jurisdiction the discharge is located and EWA;
2.3.13 To charge and bill the industrial dischargers for their respective share of the EWA's cost to implement the
pretreatment regulations, including application review, permit
issuance, sampling, monitoring, inspection and enforcement costs:
2.3.14 To purchase, lease or condemn real property
upon such terms and conditions as approved unanimously by the
member agencies:
2.3.15 To operate and maintain other facilities
outside the Joint System as recommended by JAC and in accordance
with EWA executed operation agreements, or as authorized in the
Revised Basic Agreement, which may include budgeting
responsibilities.
2.3.16 The powers enumerated herein shall be
exercised subject to the restrictions upon the manner of
exercising the powers of the Leucadia County Water District
pursuant to the County Water District Law (Water Code §30000 et
seq. ) .
2.4 Board of Directors. The EWA shall be administered by
the governing body of the EWA which shall be known as the Board of Directors of the EWA, herein called the Board. Members of the
JAC shall serve as the Board.
2.5 Officers of the Board. The Board shall elect its own
officers, which shall include a Chairman, Vice-chairman, Secretary, Treasurer, and Auditor. The Chairman and Vice-
Chairman shall be members of the Board and the Secretary may, but
need not, be a member of the Board.
2.5.1 Treasurer. The Treasurer shall be the treasurer of Vista and shall be the depositary and have custody
of all money of the EWA from whatever sources.
2.5.2 Auditor. The Auditor shall be the auditor of Vista and shall draw all warrants to pay demands against the EWA approved by the Board of Directors.
2.5.3 Other Officers. The General Manager and
Attorney for the EWA shall be appointed by the board. The Board
shall also have the power to appoint and employ such other
consultants, advisors, and independent contractors as it may deem necessary, and subject to the limits of the EWA's approved
budget. The public officer, officers, or persons who have charge
of, handle, or have access to any substantial property of the EWA
shall file an official bond in an amount to be fixed by the
Board. The General Manager shall have the power to appoint,
-4- JEH/SYS:\DMS\GvM\OOO226l.WP September 9, 1991
a e
promote, demote and remove employees of the EWA subject to th provisions of the personnel policy of the EWA and the EWA's approved budget.
2.6 Meetinss of the Board.
2.6.1 Regular Meetings. The Board shall provid for its regular meetings; provided, however, it shall hold at
least one regular meeting per month. The dates, hour, and pl of the regular meetings shall be fixed by resolution, and a c
of such resolution shall be furnished to each member agency.
2.6.2 Ralph M. Brown Act. All meetings of the Board, including, without limitations, regular, adjourned regular, and special meetings, shall be called, noticed, held and conducted in accordance with the provisions of the Ralph Brown Act (commencing with Section 54950 of the California
Government Code) .
2.6.3 Minutes. The Secretary of the EWA shall cause to be kept minutes of all meetings of the Board, and sh cause a copy of the minutes to be forwarded to each member of Board and to each of the parties hereto.
2.6.4 Quorum and Vote. A majority of the Board their alternates shall constitute a quorum for the transactic business; except that less than a quorum may adjourn from tin time, The affirmative vote of a majority of a quorum shall k
required for the approval of any action. However, when votir a matter involving the treatment plant (Unit I) or the ocean
outfall (Unit J), any member of the Board may call for a wei< vote. In such case, the affirmative vote of members represer
a majority of the capacity of the Unit involved shall be reqL
for the approval of any action, to be calculated as follows:
The total vote of all members of the Board shall be percent. Each regularly appointed member shall have a percer
of vote equal to one-half of the percentage of capacity of tt
member agency he represents in the Unit involved. Where on11
member is present, said member shall have a percentage of vot
equal to the total percentage of capacity of the agency he
represents. At any meeting where no regularly appointed memk
is represented, each alternative of such regularly appointed
member shall have a percentage of vote equal to one-half of t percentage of capacity of the agency he represents. Providec however, at any meeting where any agency is represented by ox
one alternate, said alternate shall have a percentage of votc
equal to the total percentage of the capacity of the agency 1
represents.
2.7 Rules. The Board shall adopt rules and regulation:
including a conflict of interest code and a purchasing procec
-5- SEH/SYS \D1MS\GVM\0002261 WP September 9. 1991
W 9
The Board may, from time to time, review and revise these rules and regulations as needed.
2.8 Budsetinq. Annually, the EWA shall prepare an
operation, maintenance, and administration budget (hereafter
referred to as the 0 & M budget) and a capital improvement
program budget (hereafter referred to as the capital budget).
The budgets shall be prepared in accordance with the RBA and
generally accepted accounting principles.
2.9 Accountins and Audits.
2.9.1 Fiscal Year. The fiscal year of the EWA shall be from July 1 to June 30.
2.9.2 Accounting Procedures and Audit. Full books and accounts shall be maintained for the EWA in accordance
with practices established by or consistent with those utilized
by the Controller of the State of California for like public
agencies. The Auditor of the EWA shall either make or contract
with a certified public accountant to make an annual audit of the
accounts and records of the EWA. The minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the California Government Code and the audit shall conform to generally accepted accounting principles. A report of the audit shall be filed as a
public record with each of the member agencies and with the San
Diego County Auditor within 30 days of its completion. Such report shall be filed within 12 months of the end of the fiscal year under examination.
2.10 Liabilities. Except as provided hereinabove, the debts, liabilities and obligations of the EWA shall be the debts,
liabilities and obligations of the EWA alone, and not the member
agencies.
2.11 Withdrawal or Dissolution. Upon withdrawal of a member
from the EWA or upon dissolution of the EWA, there shall be a
partial or complete distribution of assets and discharge of
liabilities as follows. The dlistribution of assets may be made in kind or assets may be sold and the proceeds thereof
distributed to a member agency at the time of withdrawal or to
the member agencies at the time of dissolution; provided that,
all property and rights in property assigned or transferred by any member agency to the EWA shall be reconveyed to said member
agency free and clear of all encumbrances and liens of any kind.
2.11.1 Withdrawal. Upon withdrawal of any member
agency from the EWA, the withdrawing member shall receive its
proportionate or otherwise defined share of any assets of the EWA
and shall contribute its proportionate or otherwise defined share
toward discharge of any enforceable liability incurred by the EWA.
c -6-
JEH/SYS \DMS\GVM\0002261 WP September 9, 1991
c 8
,
2.11.2 Dissolution. Upon dissolution of the EW each member agency shall receive its proportionate or otherw
defined share toward discharges of any enforceable liabiliti incurred by the EWA.
2.12 Rescission or Termination. The EWA shall con
as Operator/Administrator until such time as EWA is terminat
written consent of a majority of the member agencies, eviden by certified copies of resolutions by their governing bodies Upon termination of the EWA and replacement with another Operator/Administrator, employees of the EWA shall become thc employees of the new Operator/Administrator subject to exist employment contracts, seniority, retirement rights and any 0'
employee benefits or rights now enjoyed by those employees.
2.13 Notices. All notices, statements, demands,
requests, consents, approvals, authorizations, agreements,
appointments or designations hereunder shall be given in writ
and addressed to the principal office of the EWA.
2.14 Severabilitv. If any one or more of the term: ?revisions, promises, covenants or conditions of this agreemt
hall by any extent be adjudged invalid, unenforceable, void
voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions promises, covenants and conditions of this agreement shall nc affected thereby and shall be valid and enforceable to the
fullest extent permitted by law.
2.15 Modification of Aareement. This agreement sha
contain all of the terms and conditions made between the part
hereto and shall not be amended except by an agreement in wri
signed by all the member agencies.
2.16 Succession. The provisions of this agreement
shall be binding upon and shall inure to the benefit of the
SUC ?ssors of the parties thereto.
2.17 ApDroval. This agreement shall be approved a the Ate that all of the member agencies have approved this agreeaent and the Revised Basic Agreement.
-7- JEH/SYS \D,MS\GVM\0002261 WP
September 9. 1991
w w
IN WITNESS WHEREOF, each party hereto has pursuant to
resolution duly passed and adopted by their respective governing
bodies caused this Revised Establishment Document to be executed
effective as of the day and year first above written.
CITY OF VISTA
BY
Attest:
City Clerk
CI
BY
3 ttest:
CTky Clerk I
LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS WATER DISTRICT
BY President
BUENA SANITATION DISTRICT
BY President
ENCINITAS SANITARY DISTRICT Approved as to form:
BY BY President EWA Counsel
-8- JEH/SYS \DMS\GVM\0002261 WP
September 9 1991