HomeMy WebLinkAbout1992-11-03; City Council; 11945; APPROVAL AND AUTHORIZATION OF THE ENCINA WASTEWATER AUTHORITY CONSTRUCTION AGREEMENT AND AMENDMENTSm
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AB# i’!qyg TITLE: D APPROVAL AND AUTHORIZATION OF THE ENCINA WASTEWATER AUTHORITY C MTG. 11/03/92
DEPT.
RECOMMENDED ACTION:
CMWD CONSTRUCTION AGREEMENT AND AMENDMENTS c
Adopt Resolution No.Tk-3d2Y authorizing the Mayor to sign Wastewater Authority Construction Agreement for the Encina
Project and amendments to the Revised Basic Agreement for operation and maintenance of a joint sewer system and t Establishment Document for the Encina Wastewater Authorit
ITEM EXPLANATION:
In December 1989, the Encina member agencies executed an
authorizing the Encina Wastewater Authority to acquire a si1
behalf for the purpose of establishing a composting faci agreement included provisions that a separate agreement developed for the construction, operation, and maintenar
composting facility. Furthermore, the Revised Basic includes provisions that payment of capital expenses rela composting project will be in accordance with the terms of
agreement adopted unanimously by the member agencies.
It was determined by the Sludge Advisory Committee (SAC Technical Advisory Committee (TAC) and the Joint Committee(JAC) that the most efficient approach for establ necessary terms and conditions for the ownership and operat facility would be as follows:
Amend the Revised Basic Agreement to include the project as part of the joint system.
Amend the Revised Establishment Document to ii provisions necessary for the Encina Wastewater Au operate and administer the facility.
Establish a separate construction agreement t specific details associated with the construct:
Phase I project.
Based on this approach, the enclosed construction agrt amendments to the Revised Basic Agreement and Revised Est agreement were developed. Items proposed to be eliminat Revised Basic Agreement and Revised Establishment Agreement in a strikeout format. Items to be added are shown in bold
under1 ined .
The amendments to the Revised Basic Agreement identify the project as Unit K which will be based on the previously e
Phase IV Unit I solids capacities.
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# PAGE 2 OF AB# I/\ cIY5
We are also taking this opportunity to remove outdated langua Revised Basic Agreement primarily associated with the Plant Project.
FISCAL IMPACT:
The estimated total capital cost for the Phase I Compostinc is $17,800,000. The costs shall be apportioned to the member
based on the Unit K ownership percentages set forth in Secti the Revised Basic Agreement and as identified in Section 2 estimated Phase I cost for Carlsbad is $4,333,000.
Carlsbad has paid 1.3 Million Dollars toward this project past years. An additional 3 Million Dollars has been schedul
'92 - '93 To Build-Out Capital Improvements Program. FI
available in the Sewer Capital Improvement Funds.
Due to the previous payments made, no additional appropria necessary in the '92 - '93 fiscal year.
In addition, the Commission has reviewed this item and recom
Council authorize the Mayor to sign the documents.
EXHIBITS:
1. Encina Wastewater Authority Construction Agreement Encina Composting Project.
Revised Basic Agreement for Ownership, Operation and Ma of a Joint Sewage System. 2.
3. Revised Establishment Document for the Encina W
4. Resolution No. (?ad3j%? authorizing the Mayor to sign t
Wastewater Authority Construction Agreement for tk
Composting Project and amendments to the Revised Basic
for ownership, operation and maintenance of a joint sek and the Revised Establishment Document forthe Encina W
Authority.
Authority.
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RESOLUTION NO. 93 -324
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF CARLSBAD, CALIFORNIA, FOR APPROVAL AND AUTHORIZATION OF THE ENCINA WASTEWATER AUTHORITY CONSTRUCTION AGREEMENT AND
AMENDMENTS
WHEREAS, in December 1989, the Encina member
executed an agreement authorizing the Encina Wastewater
to acquire a site on their behalf for the purpose of est
a composting facility. The agreement included provisio
separate agreement would be developed for the cons
operation, and maintenance of the composting facility.
WHEREAS, the Revised Basic Agreement includes 1
that payment of capital expenses related to the compostii
will be in accordance with the terms of a separate
adopted unanimously by the member agencies, and:
WHEREAS, the costs shall be apportioned to t
agencies based on the Unit K ownership percentages set
Section 9.2 of the Revised Basic Agreement and as idel
Section 2.1.
and funds are presently available in the Capital I
The estimated Phase I cost for Carlsbad is
1 Projects Fund for this project; and
WHEREAS, it is recommended the agreement, amend
document, attached hereto and made a part hereof, be ap
the Mayor be authorized to sign the Encina Wastewater
Construction Agreement for the Encina Composting PI
amendments to the Revised Basic Agreement for ownership,
and maintenance of a joint sewer system and tl-
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Establishment Document for the Encina Wastewater Authori
NOW, THEREFORE, BE IT RESOLVED by the City Counc
City of Carlsbad, California, as follows:
1. That the above recitations are true and c
2. That the agreement, amendments, and docume
forth above, are incorporated herein by reference, are acc
the Mayor be authorized to sign the Encina Wastewater
Construction Agreement for the Encina Composting Prr
amendments to the Revised Basic Agreement for ownership, c
and maintenance of a joint sewer system and the
Establishment Document for the Encina Wastewater Author:
PASSED, APPROVED AND ADOPTED at a meeting of
Council of the City of Carlsbad, California held on 3
NOVEMBER , 19 92 , by the following vote, tc Of
AYES: Council Members Lewis, Kulchin, LarsOn, Stanto]
NOES: None
ABSENT: None
ATTEST:
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n, a&- ALETHA L. RAUTENKRANZ, Cityklerk
(SEAL)
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ENCINA WASTrnATER AUTHORITY
CONSTRUCTION AGREEMENT
ENCINA COWOSTIWO PROJECT
.. FOR TEE
Ref: 34
This Agreement (hereinafter the Construction Agreement) made and entered into this 6th day of NOVEMBER 19
by and among the CITY OF CARLSBAD (hereafter Carlsbad) , the CITY
VISTA (hereafter Vista), the VAUECITOS WATER DISTRICT, (hereaft Vallecitos) , the LEUCADIA COUNTY WATER DISTRICT (hereaft
Leucadia) , the BUENA SANITATION DISTRICT (hereafter Buena) , and t
ENCINITAS SANITARY DISTRICT (hereafter Encinitas), herein call the "member agencies" for the construction of their jointly own
composting facility.
RECITALS
WHEREAS, the member agencies own and operate the Encina Joi
Sewer System pursuant to the Revised Basic Agreement,
WHEREAS, the member agencies have adopted a Revi:
Establishment Document, establishing the Encina Wastewat Authority (EWA), a separate but subordinate public agency, operator and administrator of the Encina Joint Sewer System,
WHEREAS, the member agencies are planning to construct i
operate a biosolids composting facility (Unit K) as part of 1 Encina Joint System to provide a reliable, long-term managemc
option for the biosolids generated at the Encina Water Pollut Control Facility (Unit I), hereafter referred to as "Encina"; <
construction of the cornposting facility;
WHEREAS, the member agencies desire the EWA to administer
NOW THEREFORE, THE PARTXES BERET0 AGREE AS FOLLOWS:
section 1. Definitions
For the purposes of this agreement, the following terms sh
have the meanings listed below:
produced by wastewater treatment processes, that can
beneficially recycled.
section 2. Cornposting Project (Unit K) Phasing
2.1 Phase I Project Description and Capacity: The PI I Cornposting Facility shall be as described in the May 13, 195
1.1 Biosolids - Primarily organic solid material
EXHIBIT #1
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Conceptual cost Estimate Report by John Carollo Engineers. The project shall incorporate an in-vessel composting system sized tc
accommodate up to approximately 6 dry tons of biosolids per da:
with storage facilities oversized to accommodate ultimatc expansion.
The size of the Phase I facility may be modified at the discretio of the Operator/ Administrator. Any such modification must k within the approved capital budget. Budget procedures shall be a set forth in the Revised Basic Agreement.
Capacity rights shall be in the same percentage as the membe
agency's percentage of solids capacity rights in Unit IcIql of th
Joint System upon as described in Section 9.2 of the Revised Basi
Agreement.
Assuming the facility will process 4 to 6 dry tons of biosolids PE
day, the capacity per agency shall be as follows:
PHASE I CAPACITY (DRY TONS PER DAY)* OWNERSHIP (%)
VISTA: 0.85 to 1.27 21.18
24.32 CARLSBAD: 0.97 to 1.46
BUENA: 0.37 to 0.55 9.24
VALLEC IT0 S : 0.79 to 1.19 19.84
20.68 LEUCADIA : 0.83 to 1.24 ENCINITAS : 0.19 to 0.29 4.74
TOTAL 4 to 6 100.00
*The actual ownership capacity will be determined by multiplyi the percent ownership per agency by the actual rated capacity
the facility following final design and facility construction a
start-up.
2.2 Land Use Permits for the Phase I Facility: The Composti Facility site is presently located in an unincorporated area of t
County of San Diego,' and within the sphere of influence of the Ci of San Marcos. The Operator/Administrator shall pursue c' necessary approvals from the agency (s) responsible I
jurisdictional control, in order to obtain land use permits for 1 facility on behalf of the member agencies.
In order to facilitate future expansion, the Operator/Administral
may pursue permits for a facility sized to accommodate ' estimated biosolids production in the year 2010 (ultimate facil
capacity).
The permitting of a facility of any certain size shall not bind Member Agencies to any greater financial commitment than t identified in the approved capital budget.
2.3 Future Expansion of Phase 1 Cornposting Facility:
0 0 2.3 Future Expansion of Phase 1 Composting Facility:
Increased capacity resulting from any future enlargement of th Phase I facility shall belong to those member agencies paying th cost and expense thereof. Pending the availability of capacity, a described in Section 9 of the Revised Basic Agreement, no membe agency shall unreasonably withhold consent to such enlargement Any such enlargement shall be constructed in accordance with plar
and specifications approved by the Operator/Administrator.
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section 3. Phase I Cost Allocations
The estimated total cost of Phase I, including design, si-
acquisition, construction and other attendant costs, is nc expected to exceed $17,800,000. If this amount is expected to ' exceeded, the Operator/Administrator shall so note in presenti? the capital budget proposal under the RBA. The costs shall apportioned to the member agencies based on the Unit K ownersh percentages set forth in Section 9.2 of the Revised Basic Agreeme and as identified in Section 2.1 herein. The estimated Phase
costs shall be as follows (ownership percentages are listed Section 2.1) :
Aqency Estimated Phase I Cost
Vista $3,769,000
Carlsbad 4,333 , 000 Buena 1,643,000
Vallecitos 3 , 532 , 000 Leucadia 3 , 680,000
Encinitas 843,000
Total $17,800,000
section 4. Payment of Phase I Capital Expenses
Phase I contract expenses approved by the Operator/Administra
shall be paid in accordance with the provisions established in agreements with associated consultants, engineers, contract0 construction manager, and others. The payments will vary over
duration of the project implementation, construction, and start-
The Operator/Administrator shall notify the member agencies of amounts needed following receipt of invoices.
Section 5. Counterparts
This Agreement may be executed in counterparts and L execution thereof by all of the member agencies, each s counterpart shall be deemed to be an original.
IN WITNESS WHEREOF, eac
CONSTRUCTION AGREEMENT to by officials duly authorized by the
ATTEST : if 1
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REVISED BASIC AGREEMENT
FOR OWNERSHIP, OPERATION
AND MAINTENANCE OF A JOINT SEWAGE SYSTEM
SEPTEMBER 25, 1992 Ref: 43
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EXHIBIT #2
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TABLE OF CONTEhITS
Paqe
RECITALS ............ Section 1 DEFINITIONS ................. 1.1 Joint Advisory Committee (JAC] ........
1.2 Joint Svstem .................
1.3 Member Aqencies ...............
1.4 Operator/Administrator ............
Section 2 JOINT PARTICIPATION .............
Section 3 AREA TO BE SERVED BY THE JOINT SYSTEM ....
3.1 Existinq Service Area ............
3.3 Prohibition on Discharqes from Outside the
3.2 Revisions to the Service Area ........
Exhibit A Service Area ............ Section 4 ENLARGEMENT OF THE JOINT SYSTEM .......
Section 5 PROTECTION OF THE JOINT SYSTEM/SOURCE CONTROL ...................
5.1 Protection of the Joint Systeq ........ 5.2 Prohibitions .................
Section 6 CAPACITY AND USE OF CAPACITY (CAPACITY
INFRINGEMENT) ................ Section 7 CAPACITY MONITORING .............
Section 8 ACQUISITION/SALE OF EXCESS CAPACITY ..... Section 9 CAPACITY RIGHTS IN UNITS ...........
5- w- ..............
9.31 -= 1': !2- ' Unit I and Unit J Capacity. ..................
9.4 1;; ........
9.53 - Unit 1 CaDacity Infrinqement. . a. Flow Calculation .............
b. Monitorina of CaDacitv Demand ...... c. Excess Use a TresDass .......... d. Indemnitv and Hold Harmless ....... e. License Payments .............
Reserve.. ...............
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f. Restrictions on Use Over 40% of
g. Reserve Capacity ............. h. Sole Method of Allocation .......
11.1 Future Reclamation ............
11.2 Existins Reclamation ...........
Section 12 JOINT ADVISORY COMMITTEE . * 12.1 Powers ..................
12.2 ReDresentation on JAC ...........
12.3 Officers of JAC ..............
12.4 Meetinas of the JAC ............
12.6 Payment for Attendance ..........
12.7 Assistance from the Operator/Administrator
Section 10 DEFINITION OF PHASE IV COMPLETION Section 11 CAPACITY RIGHTS FOR RECLAMATION
12.5 Rules. ..................
Section 13 OPERATOR/ADMINISTRATOR 13.1 General Duties .............. 13.2 Desianation and Specific Powers ......
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Section 14 BUDGETING AND ACCOUNTING . . . . . . .
14.1 Annual Budaets . . e . . . . . . . . . . .
Section 15 ' ASSISTANCE TO OPERATOR/ADMINISTFtATOR .
Section 16 RIGHTS OF WAY AND LAND ACQUISITIONS 0
Section 17 PAYMENT OF OPERATION AND MAINTENANCE EXPENSES . . . . . . . . e . . . . . . . . . . .
17.1 Allocation of Expenses . . . . . . . . . .
17.2 Pavment Schedule . e . . . . . . . . . . . Section 18 PAYMENT OF CAPITAL EXPENSES . . . . . .
18.1 Allocation of Emenses . . . . . . . . .
18.2 Payment Schedule . . . . . . . . . . . . .
Section 19 SETTLEMENT OF DISPUTE OR CONTROVERSY .
19.1 Riaht to Arbitration . . . . . . . . . .
19.2 Riaht of Observation . . . . . . . . . .
19.3 Riaht to Expert Arbitration . . . . . . . . Section 20 APPORTIONMENT OF LIABILITY
Section 21 NOTICES. . . . .
Section 22 SEVERABILITY . . . . . . . . . . . . .
Section 23 MODIFICATION OF AGREEMENT .
Section 24 SUCCESSION . . . . . .
Section 25 APPROVAL
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REVISED BASIC AGREEMEW
FOR OWNERSHIP, OPERATION
AWI) DIWTENANCE OF A JOINT SEWAGE SYSTEM
THIS AGREEMENT (hereinafter referred to as the Revised Bas Agreement), is made and entered into this 17th day of Decembe
1990, by and among the CITY OF VISTA, a general law city (hereaft
VISTA), the CITY OF CARLSBAD, a general law city (hereaft
CARLSBAD) , the BUENA SANITATION DISTRICT, a County Sanitati District (hereafter BUENA) , the VALLECITOS WATER DISTRICT, a Cour Water District (hereafter VALLEcITOS) I the LEUCADIA COUNTY WA1
DISTRICT, a County Water District (hereafter LEUCADIA), and 1 Encinitas Sanitary District, a Sanitary District (hereaft
ENCINITAS) .
RECITALS
WEREAS, the parties hereto are responsible for provid. sewage collection, transmission, treatment and disposal services their respective service areas and are authorized to contract w other parties for the provision of such sewices: and
WHEREAS, on July 13, 1961, VISTA and CARLSBAD entered int
Basic Agreement pursuant to Chapter 5 of Division 7 of Title 1 the California Government Code to acquire, construct and operat
Joint Sewer System; and
WHEREAS, the Basic Agreement provided that other munici corporations and public districts or agencies may become partie: the Basic Agreement, thereby becoming members of the joint pow authority; and
WHEREAS, on January 6, 1964, BUENA became a member of joint powers authority and acquired certain interests and capac rights in the Joint System; and
WHEREAS, on March 22, 1965, VALLECITOS (then San Marc became a member of the joint powers authority and acquired cerl interests and capacity rights in the Joint System; and
WHEREAS, on August 17, 1971, LEUCADIA and ENCINITAS be( members of the joint powers authority and acquired cerl interests and capacity rights in the Joint System; and
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WHEREAS, it is the desire of the parties hereto (a) continue functioning through a joint powers authority a
(b) modify and condense the enabling legal documents for the joi powers authority by entering into a Revised Basic Agreeme pursuant to Article 1, Chapter 5, Division 7, Title 1
California Government Code relating to the joint exercise
powers, for the purposes of planning, designing, owning, operatin and maintaining a joint sewer system and concurrent establishing, by separate agreement, the Encina Wastewat Authority.
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHER
FOLLOWS :
Section 1 DEFINITIONS
For the purposes of this agreement the following terms sha have the meanings indicated:
composed of representatives of the member agencies that advis both the member agencies and the Operator/Administrator on issc relating to the Joint System.
1.2 Joint System. The Encina Water Pollution Contr Facility (Unit I), the Encina Ocean Outfall (Unit J), and t Encina Biosolids Compostinu Facility ( Unit X), including E
related land, rights of way, and appurtenances.
1.3 Member Agencies. The six members of the Encj Wastewater Authority: Vista, Carlsbad, Buena, Vallecitc
Leucadia, and Encinitas.
designated by the member agencies as being responsible 1 operating, maintaining, and administering the Encina Joint Systc Since August 1, 1988, the Operator/Administrator has been 1 Encina Wastewater Authority.
l.s Compostinu Facility. In-Vessel compost:
facilities to be used for the processinu of wastewater biosolic
- 1.6 Biosolids. Primarily oruanic solid produc
A comitt 1.1 Joint Advisorv Committee (JAC).
1.4 Operator/Administrator. The public agency
produced by the wastewater treatment Drocesses, that can
beneficially recycled.
Section 2 JOINT PARTICIPATION
The member agencies shall participate jointly in the plannil
design, acquisition, construction, ownership, operati( maintenance and use of the Joint System (including any fut'
expansions thereof), and shall pay for such activities hereinafter specified.
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Section 3 AREA TO BE SERVED BY THE JOINT SYSTEM
3.1 Existins Service Area. The area to be served by thc Joint System is shown on Exhibit A, which is attached hereto anc
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 membe:
agency, providing the member agency provides assurance in the fon of a legally binding agreement that these discharges will meet a1 applicable rules and regulations. Any wastewater or biosolid received from outside a member agency's legal boundary pursuant t such agreement shall be regarded as the wastewater or biosolids o
the member agency for the purposes of billing, capacity, and sourc control.
3-2 Revisions to the Service Area, Areas lying outsid
the Exhibit A service areas of the member agencies may be served provided such areas are annexed by a member agency. Notificatio
of such annexations must be made in writing to the Joint Advisor
Committee so that Exhibit A can be modified as appropriate. Membc
agencies can also request alteration of their Exhibit A servic
areas: such modifications must be approved in writing by all membc
agencies, as evidenced by receipt of resolutions from the governir
bodies of all member agencies. Member agencies whose Exhibit
service areas are enlarged shall be responsible for providii
adequate capacity.
3.3 Prohibition on Discharqes from Outside the Exhib
A Service Area, Each member agency agrees that it will neithc permit nor knowingly countenance the use of the Joint Syste directly or indirectly, for the disposal of wastewater
compostinq of biosolids originating outside of its legal bounda except in the above manner, extent and conditions.
3.4 Wastewater Treatment Plants To Be Served BY The
Compostinu Facility, (Unit X). Only wastewater treatment PlaE located within the Encina Service Area as identified in the RBA H
be served bv the Compostinu Facility.
3.4.1 Encina Water Pollution Control Facility 2
Satellite Plants. Pendinu the availability of capacity,
described in Section 9 herein, the Compostinq Facility shall accc
biosolids from the Encina Water Pollution Control Facility (EIPt
and those Member Aqencv wastewater treatment plants which discha:
biosolids to the EWPCF in accordance with the conditic
established in the RBA and the terms and conditions identif herein.
3.4.2 Other Plants. The Compostinq Facility may acc
biosolids from other Member Aqencv wastewater treatment Pla
located within the Encina Service Area but not discharq
biosolids to the EWPCF. Conditions and terms of aCCePtinq tp
biosolids shall be identified in a separate aqreement or amendm€
to this aqreement. Acceptance of biosolids from other Member AqE
plants shall not be unreasonably withheld and shall be continc
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upon available capacity,
Section 4 ENLARGEXENT OF THE JOINT SYSTEM
Any member agency having first obtained the consent Carlsbad and Vista, may at its sole cost and expense enlarge i portion of Unit I or J of the Joint System in which it is the ow1
of capacity rights and any increased capacity in such unit
portion resulting from such enlargement shall belong to the meml
agency paying the cost and expense thereof. No member agency shi unreasonably withhold consent to such enlargement. Any s
enlargement shall be constructed in accordance with plans specifications approved by Carlsbad and Vista.
Section 5 PROTECTION OF THE JOINT SYSTEM/SOURCE
CONTROL
5.1 Protection of the Joint System, The Joint Sys
shall not be used by any member agency for any purpose other t
the conveyance, treatment, reuseL or disposal of wastewater ut and its by-products. Wastewater shall be construed to n
domestic sewage and trade wastewaters. Each member agency si adopt and enforce ordinances, resolutions, rules and regulatic
concerning the type and condition of wastewater permitted tc
discharged into the sewers under its control and shall prohibit discharge of any wastewater which would be detrimental to the J( System, or to the use of by-products senerated by the Joint Svs Such ordinances, resolutions, rules and regulations shall ref
the applicable federal and state statutes and regulations and s
be consistent with the Operator/Administrator's industri pretreatment regulations.
5.2 Prohibitions, No member agency shall a
excessive infiltration of any surface or storm waters to be discharged directly or indirectly into the Joint System. NO me
agency shall allow cooling water or other unpolluted indust wastewater to be discharged directly or indirectly into the 2 System without the consent of all other member agencies. No mc
agency shall authorize a discharge from any groundwater clc site unless the discharge is authorized in advance by Operator/Administrator.
Section 6 CAPACITY AND USE OF CAPACITY (CAPACITY
Each member agency shall own and enjoy a perpetual rig
use its Joint System capacity in the proportions set immediately below herein. No member agency shall in any way g encumber, limit or restrict its interest in any part of the J
INFRINGEMEN")
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System for any purpose other than the treatment and disposal or
reuse of wastewater and the manaqement of wastewater treatment bwroducts, or use the Joint System or any part thereof to a
greater percentage than its capacity rights, except as set forth in Section- 9 herein, without the prior written consent of the other member agencies, provided that no such excessive use without written consent shall be construed as a waiver of capacity
rights by any member agency.
Section 7 CAPACITY MONITORING
Each member agency shall participate in a joint flow metering system, operated and administered by the Operator/Administrator, and facilitate such measurements of flow into the Joint System as needed for billing purposes and to verify that each agency is within its capacity rights. This metering system shall bc
maintained according to a separate agreement executed by thc Operator/Administrator and the member agencies,
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Section 8 ACQUISITION/SALE OF EXCESS CAPACITY
In the event that any member agency hereafter require: additional capacity in the Joint System and capacity is availabli from another member agency, the capacity may be licensed, leased o purchased as necessary. Such lease or purchase shall be on term as are hereafter agreed upon by the member agencies involved. I the event an inter-agency capacity agreement is adopted, the Join
Advisory Committee shall be notified in writing. Licensing, leas or purchase shall be subject to the terms and condition established in Sections 9 .- 9 herein.
Section 9 CAPACITY RIGHTS IN UNITS
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Unit I and Unit - ” p Capaci
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Capacitv.
rights shall be as follows:
Unit I Unit J
Liquid solids Disposal
MGD -- % MGD -- % MGD -- %
VISTA: 8.05 22.36 8.05 21.18 8.05 21.
BUENA: 2.26 6.28 3.51 9.24 3.51 9
VALLECITOS: 7.54 20.94 7.54 19.84 7.54 19
LEUCADIA : 7.11 19.75 7.86 20.68 7.86 20
ENCINITAS: 1.80 5.00 1.80 4.74 1.80 4
TOTAL 36.0 100.00 38.0 100.00 38.0 100
CARLSBAD: 9.24 25.67 9.24 24.32 9.24 24 a
The total disposal capacity of Unit J shall be 38.0 MGD aver
daily flow. This capacity rating assumes that the wet weat
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peaking factor on the flows to Unit J shall continue to be le: than 2.13, and all the parties hereto agree to make good fail
efforts to ensure that the wet weather peaking factor on the flol to Unit J remains below 2.13.
9.2 Unit K (Compostinu Facility) Capacity Riqhts. CaPaci ricrhts shall be in the same percentaqe as the Member Aaency
percentaqe of solids caDacitY riqhts in Unit **I~~ (Treatment Plan
of the Joint System.
Unit K capacity riqhts shall be as follows:
OWNERSHIP (%)
VISTA: 21.18
CARLSBAD: 24.32 BUENA: 9.24
LEUCADIA: 20.68
ENCINITAS: 4.74
TOTAL 100.00
VALLECITOS: 19.84
The specific capacity (Qry tons per day) - will be directly rela4
to the actual rated capacity of the facility. The rated capac:
will be multiplied by the percent ownership in order to establ: member aclencv capacity.
9.4 TZZ't. -
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W-dV Unit I Capacitv Infrinuemt
make available up to 5 percent of their respective shares
Eiw&na% total capacities, as set forth in Sections 9.31 and I
through a reserve capacity pool, in accordance with the follol terms and conditions:
c T - ryr *b A * *. - The member agencies agrec 9.§3
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a. Flow 0 Calculation. For the pur 9 ses of calculat
payments due for licensing under this section, flows shall be ha on measured (ADS) flows, to the maximum extent feasible. Sol loading flows shall be based on the total flow originating wit each member agency. Voting rights, as described in Section
shall be in no way affected by temporary use of resewe capac under this section. Total Reserve Capacity is the total capac
shown in paragraph (g), below.
b. Monitorincr of Capacity Demand. Each agency sl
provide monthly reports to EWA regarding future capacity commit1
based upon its acceptance of applications for or issuance of building permits, letters of availability, certificates or 01 entitlements for use which represent that sewer capacity available to the applicant or project, or which enforceabll practically commit the agency to provide future sewer sew Reports shall be submitted in such form as the Board of EWA require. Before the measured and committed flows reach 759 Encina's total capacity (per Sections 9.31and 9.2), the EWA SI initiate a program to ensure adequate capacity to meet projei needs .
Any use of capacity in ex of 95% of their respective share of Encina's total capacity Sections 9.31 and 9.2) plus 50% of the Total Reserve Capacity otherwise in violation of this section, shall be considerc
trespass. At the request of any member agency, EWA shall, an hereby authorized to specifically enforce the terms of this sec
(Section 9.53) against a member agency or agencies on behalf of
remaining member agencies, including through commencement t
proceeding at law or equity. The parties agree that spec enforcement is a proper remedy in that payment of damages is nc adequate remedy for the potential losses to any member ag
resulting from the loss of capacity. For example, replacemen capacity may be impractical and the consequences for the econ development of the members are not readily subject
quantification. Each member agency hereby consents to
commencement of such action or actions by EWA, and waives any I
it may have to further approval of such actions under the j
powers agreement creating and establishing EWA. In addition tc injunctive relief, EWA may seek consequential damages on behal
the remaining member agencies. In any such action, the prevaj party shall be entitled to attorney's fees and costs.
d. Indemnity and Hold Harmless. In addition to pal of the amount specified herein, each agency agrees to indemr defend and hold harmless the EWA and the other member agencie! any claim, demand, cost, penalty, fine or damage (incll
reasonable attorney's fees and costs of investigation) , arisinl of its violation of this section, whether resulting from agency's active or passive, negligent or intentional act or fa. to act to prevent a violation, and notwithstanding the actil passive negligence of those member agencies which are in compl with the provisions of this section.
c. Excess Use a TresDass.
e. License Pavments. When any member agency's
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0 0 exceed 100% of its capacity allocation for the treatment of sol (for both Units I and K) , and/or treatment and/or disposal liquids, for any continuous three-month period, such member age shall pay for the use of such capacity from the reserve capac pool in accord with the schedule of values, as adjusted each J
1 (commencing in July 1991) by updating the facility spreadsheet include any additional and changed capital project costs, and reflect the current ENRLA construction cost index, as follows:
Capacity:
(1) Any portion of reserve up to 50% of Total Reserve
$ 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 resene amounts over 50% of Total Res4 Capacity shall be a violation of this seetion. In addition to
other remedy provided herein, or available to EWA or the me] 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 annually. Payments from member agencies shall be made quarter1 the EWA and held in a special account.
f. Restrictions on Use Over 40% of Reserve. I
any time any agency shall have enforceably or practically COmi to provide future sewer service which, when added to its existing actual flows, equals 95% of its allocated capacity Sections 9.31 and 9.2) plus 40% of the Total Reserve Capacity, agency shall:
1. Immediately halt the acceptance or issuance of building permits, letters of availability, certificates or c
entitlements for use which represent that sewer capacity is agency to provide future sewer service.
2. Immediately inform EWA, in writing, that it reached this threshold, of the actions it has taken to imp11
(e) (1) above, and of its intention to present a plan to within 30 days, for capacity management to prevent the agency
exceeding use of 50% of the Total Reserve Capacity.
F Reserve capacity shall be as follows:
g. Reserve CaDacitv.
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0 Unit I e Unit J Liquid Solids Disposal
MGD -- % MGD -- g MGD -- %
VISTA: .40 22.36 .40 21.18 .40 21.18
.46 24.32 CARLSBAD: .46 25.67 .46 24.32
BUENA: .11 6.28 .18 9.24 .18 9.24
VALLEXITOS : .3 8 20.94 .38 19.84 .38 19.84
LEUCADIA : .36 19.75 .39 20.68 .39 20.68
ENCINITAS: .09 5.00 .09 4.74 .09 4.74
TOTAL RESERVE 1.8 100.00 1.9 100.00 1.9 100.00
The reserve capacitv for each member aqency for Unit K shall b
percent of each member aqency's total capacitv as determined Section 9.2 herein.
h. Sole Method of Allocation. No agency shall prot capacity to any other member agency except pursuant to this sect without the unanimous consent of the member agencies; provided t an agency may agree to provide additional capacity on a tempor
basis to an agency which has used the maximum resewe capac
authorized by this section if: (1) such arrangement provides
payments at rates not less that the maximum reserve capacity :
per paragraph (e) (2), above; and (2) the capacity so provided ( not reduce the Total Reserve Capacity available.
n "
section la2 CAPACITY RIGHTS FOR RECLAMATION
1aO.l Future Reclamation. Any member agency, at its expense, may, and shall have the right to, reclaim water fron wastewater in the Joint System which emanates within
jurisdiction of the respective member agency. And, subject tr following limitations, each member agency shall have the rig1
install facilities for the reclamation of water from wastewi
Any proposed reclamation shall require the approval of a11 member agencies in the event that the proposed reclamation fac is designed and/or constructed such that (i) any solids or treated effluent from any such facility may be discharged intc I of the Joint System and/or (ii) any reclaimed water mi
discharged into Unit J of the Joint System. Such approval not be withheld unless the use of the proposed reclamation faC would adversely affect one or more of the member agencies an reclaimer cannot reasonably mitigate the adverse impact. NO
in this section shall be construed so as to require approval 1 member agencies as to the geographic location of a reclan facility constructed solely within the boundaries of any n . agency.
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1Sg.2 Existins e Reclamation. Sectio i) 11.1 above perta to all future reclamation facilities. Currently construc facilities may be operated to their capacity without further act
by owners. The current reclamation facilities and capacities as follows:
RECLAMATION
ENTITY FACILITY CAPACITY
CARLS BAD Calavera Hills 1.20 MGD LEUCADIA Gafner 0.75 MGD VALLEC ITOS Meadowlark 2.00 MGD BUENA Shadowridge 1.16 MGD
Section 121 JOINT ADVISORY COMMITTEE
The member agencies have created a Joint Advisory Commit (JAC) to advise the member agencies and the Operat Administrator. JAC shall continue in this advisory role.
121.1 Powers. Recommendations of JAC shall be advis only. The JAC shall have the following responsibilities:
12L.1.1 To review the operation and maintenance of Joint System, including the cost thereof, and make reports
recommendations to the governing bodies of the member agencies
121. 1.2 To review and make recommendations regarc
proposed expansion, enlargements or modifications of the Jc System to the governing bodies of the member agencies: and
1G.1.3 To review and make recommendations regarc contracts, budget matters, regulations, policies, permits and 01
documents and issues as appropriate to the Operator/Administrat
Each report and recommendation of the JAC permitted by this Sect
shall be considered as having been made by all the member agenc
when made to the Operator/ Administrator and made in accord: with the voting rights and percentages set forth below in Sect
12.4.4.
121.2 ReDresentation on JAC. JAC shall be constit1 by two appointed representatives from each member agency, with
alternate for each appointed representative. JAC representat:
may, but need not, be members of the governing bodies of the mer agencies.
121.3 Officers of JAC. JAC shall elect its officers, which shall include a Chairman, Vice-chairman,
Secretary. The Chairman and Vice-chairman shall be representatives and the Secretary may, but need not, be a representative.
12f.4 Meetinqs of the JAC.
121.4.1 Regular Meetings. The JAC shall pro
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for its regular meetings; 0 provided, however, i @ hall hold at le?
one regular meeting per month. The dates, hour, and place of t regular meetings shall be established by JAc.
121.4.2 Ralph M. Brown Act. All meetings of t
JAC, including, without limitations, regular, adjourned regulz and special meetings, shall be called, noticed, held, and conduct in accordance with the provisions of the Ralph M. Brown E (commencing with Section 54950 of the California Government Cod€
121. 4.3 Minutes. The JAC Secretary shall cause
be kept minutes of all meetings of the JAC, and shall cause a c( of the minutes to be forwarded to each JAC representative.
121.4.4 Vote. The total vote of all members of 1
JAC shall equal 100%. When voting on a matter involving 1 Treatment Plant (Unit I) or Unit J, or Unit K each t
representative's percentage vote shall equal one-half of 1 percentage of that unit's capacity owned by the representativc agency. If only one of an agency's representatives is presei this representative's percentage vote shall equal the to' percentage of that unit' s capacity owned by the representativc
agency. If both representatives are absent, each alternate sh<
have a percentage vote equal to one-half of the percentage capac
of the alternate's member agency; provided, however, at any l
meeting where any member agency is represented by only 1 alternate, the alternate shall have a percentage of vote equal
the total percentage of the capacity of the agency he/
represents,
121.5 Rules. JAC shall adopt rules and regulations for the place, time and conduct of JAC meetings.
121.6 Payment for Attendance. The Operator/
Administrator (or, if requested by the appointing member agen
that member agency as to its representatives) shall pay e representative (or alternate who attends a meeting by reason of 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 f shall be paid monthly.
Operator/Administrator shall provide supplies and clerical secretarial help for JAC.
shall be considered part of the expense of operating maintaining the Joint System.
121.7 Assistance from the ODerator/Administrator.
The cost of such supplies and assista
Section 132 OPERATOR/ADMINISTRATOR
The Joint System shall be maintained and operated by any
of the parties hereto, or by another Public Agency, which part4 other public agency shall be known as the Operator/ Administrat
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132.1 General Duties.
132.1.1 Joint System. The Operator/ Administrat shall maintain and operate the Joint System, and shall preserve
in good repair and working order, all in accordance with recogniz sound engineering and accounting practices and local, state, i federal laws and regulations.
Administrator also shall operate and maintain, at the expense the Cities of Vista and Carlsbad, the Agua Hedionda and Buena Vi: Pump Stations (formerly Units B and C of the Joint System) wit an annual budget prepared by the Operator/Administrator approved by Vista and Carlsbad.
Administrator shall have the authority to operate and maint other facilities outside the Joint System as recommer unanimously by JAC and in accordance with Operator/Administra executed operation agreements, which may include budget responsibilities.
132.2 Desisnation and Specific Powers. Effect
August 1, 1988, the member agencies created a public agency )u
as the Encina Wastewater Authority (EWA) to serve as
Operator/Administrator of the Encina Joint System, The EWA sl
continue to serve as the Operator/Administrator until such timi
EWA is terminated by written consent of a majority of the me1 agencies, evidenced by certified copies of resolutions by tl
governing bodies. The organization, administration, rules, specific powers of the EWA shall be as set forth in the Rev Establishment Document establishing the EWA. Upon terminatio
the EWA and replacement with another Operator/Administra
employees of the EWA shall become the employees of the
Operator/Administrator subject to existing employment Contra seniority, retirement rights and any other employee benefit rights now enjoyed by those employees,
132.1.2 Pump Stations. The Operator/
- 132.1.3 Other Facilities, The Operators
section 1-42 BUDGETING AND ACCOUNTING
143.1 Annual Budqets. Annually, the Operi
Administrator shall prepare an operation, maintenance,
administration budget (hereafter referred to as the 0 & M bu(
and a capital improvement program budget (hereafter referred '
the capital budget.) The budgets shall be prepared in accorc
with generally accepted accounting principles.
Preparation of Estimated 0 & M Budge
later than May 1 of each year, the Operator/Administrator
prepare an estimated budget of the (a) amount of money re@r operate, maintain and administer the Joint System durinc ensuing fiscal year, and (b) the proportionate amount to be pa
each member agency, Such estimate shall be based on the operation, maintenance, and administration costs during the C\. fiscal year as such costs are set forth in the current ap€ budget for the Joint System.
143.1.1
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142. i), Approval of Estimated d & M Budget. Ea
.- estimated 0 & M budget adopted by the Operator/Administrator sha be forwarded to the JAC for consideration and for submission to t member agencies for approval. The Operator/ Administrator
estimated 0 61 M budget shall be deemed effective upon unanimo
approval by the member agencies and upon the receipt by t Operator/Administrator of certified copies of approving resolutio
or minute orders from the governing bodies of each of the me&
agencies. Until such time as formal approval has been receii
from each member agency, the estimated 0 & M budget shz constitute merely a proposed budget, subject to consideration
revisions. The 0 & M budget shall be considered separately fi
the capital budget and may be approved independently. In the evc a proposed budget is not approved, the Operator/Administrator sh: continue to operate using the 0 & M budget figures from 1 previous fiscal year.
143.1.3 Prepaid 0 & M Contributions. Each men
agency shall prepay its estimated portion of the budge operation, maintenance, and administration costs and shall pay 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 operati maintenance, and administration for the following quarter : as described herein. Provided, howev the last invoice for each fiscal year may be increased or decrea
to adjust the estimated amount payable based upon the estima total expenses for the full year and the estimated total amount strength of wastewater received from each member agency, and volume of biosolids processed at the comDostinq facility. In event that at the end of any fiscal year the amount paid k member agency exceeds the amount that should have been charged, excess shall be credited to the member agency the following fir
year. In case of an underpayment, the member agency shall billed by the Operator/Administrator and shall pay for deficiency within 15 days.
Each member agency shall make quarterly contribution payment:
the Operator/Administrator promptly at the time they become d
143.1.4 Actual 0 & M Contributions. The me agencies agree to contribute from their treasuries the ac
annual costs of the Joint System as divided among the me agencies pursuant to Section 17 of this Revised Basic Agreem Such costs shall include the actual costs of (1) all materials
supplies used or purchased for the operation, maintenance administration of the Joint System, (2) all contracts let by Operator/Administrator for the performance of budgeted 0 & M 0
and (3) the salaries and wages of all Operator/ Administr employees providing such services, including vacations and leave benefits, workers' compensation, social security
retirement payments, and health insurance. Such costs shal paid out of the funds deposited with the Operator/Administrat( the member agencies; provided however, the failure of any mi-
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agency to pay the operator/ Administrator sh a 1 not relieve 1 other member agencies of their obligation to pay thc proportionate shares of operation, maintenance, and administrat
of the Joint System.
142.1.5 Preparation of Estimated Capital Budget. later than May 1 of each year, the Operator/Administrator sh prepare an estimated budget of the amount of money required capital improvement projects during each of the next five fis
years and over the next twenty years. The estimated capital bud shall show the estimated amount to be paid by each member agen Such estimate shall be based on existing and/or projected owners
as appropriate.
142.1.6 Approval of Estimated Capital Budget, I estimated capital budget adopted by the Operator/ Administrz shall be forwarded to the JAC for consideration and for submit to the member agencies for approval. The Operator/ Administrate estimated capital budget shall be deemed effective upon unanir
approval by the member agencies and upon the receipt by Operator/Administrator of certified copies of approving resolut: or minute orders from the governing bodies of each of the me: agencies. Until such time as formal approval has been rece from each member agency, the estimated capital budget SI
constitute merely a proposed budget, subject to consideratioi
revisions. the 0 & M budget and may be approved independently.
member agency shall prepay its actual portion of the capital c except as noted in Section 18 of this Revised Basic Agreem Quarterly on July 1, October 1, January 1, and April 1, Operator/Administrator shall bill the member agencies and member agencies shall deposit with the Operator/Administrator fourth of the actual estimated capital costs except as other specified in Section 18. Any capital funds remaining at the el
the fiscal year shall be retained and credited toward the me agencies for the following fiscal year.
Each member agency shall make quarterly contribution payment the Operator/Administrator promptly at the time they become c
142.1.8 Actual Capital Contributions. The rnj
agencies agree to contribute their actual capital costs pursua Section 18 of this Revised Basic Agreement. Such costs : include the actual costs of (I) all materials and supplies us
purchased for capital improvenent of the Joint System and (2 contracts let by the Operator/Administrator for the performan capital improvement projects. Provided however, the failure o
member agency to pay the Operator/ Administrator shall not re the other member agencies of their obligation to pay
proportionate shares of the capital expenses of the Joint SY
143.1.9 Audit. Annually the Operator/Abministrator 9
cause the preparation of an indeDenUent accountant audit 0
financial statements.
The capital budget shall be considered separately
143.1.7 Prepaid Capital Contributions.
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Section 155 A8818TANCE TO OPERATOR/ a INIBTRATOR
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 is perform under the terms of this Revised Basic Agreement.
Section l6l. RIGHTS OF UAY 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 176 PAYMENT OF OPERATION AND MAINTENANCE EXPET
ITS. 1 Allocation of Expenses. All operat
maintenance and administration expenses for Units I, a-& J& of the Joint System, hereafter referred to as O&M expenses, s, be paid by each member agency based on each member ageni
percentage of ownership and usage in these units. For the pur of this section, the following definitions shall apply: "us
shall mean the costs for power, chemicals, maintenance, and u
sewage treatment, solids handling, and disposal processes w result from wastewater entering Unit I or Unit J, or Unil
Itownershiptf shall mean the costs for insurance, administra expenses, laboratory expenses, plant operations, services
maintenance, and other wastewater collection and treatment, so
handling and effluent disposal costs which are incu irrespective of the amount of wastewater which enters Unit I Unit J, or biosolids that enter Unit X.
its proportionate share of the operation, maintenance administration expenses in accordance with Section 13.1 of Revised Basic Agreement.
135.2 Pavment Schedule. Each member agency shall
135.3 Revenue from Bv-Products. Any revenue rea compost or other by-products ar' from the sale of fert:.f.im out of the operation of the Joint System shall be apportion1
each member agency in the same proportion as their share of
& M expenses for the Joint System in the year in which the re is received,
9.
section 187 PAYMENT OF CAPITAL EXPENSES
187.1 Allocation of Emenses. Unless othe specified herein, capital expenses shall be allocated bas existing or projected Unit I, Unit J or Unit K ownersh appropriate. Exceptions are as follows:
181.1.1 Phase IV Expansion. Phase IV capacit costs are allocated according to the methodology shown in.E>
B, attached hereto and made part of this Revised Basic Agreement by reference.
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187.1.2 m Joint Flow Metering @!tern. Each med agency is responsible for the capital expenses of meters # monitors serving its respective service area. capital expenses the monitors serving the entire Exhibit A service area shall paid on the basis of Unit J flow.
19,:,3 pPRt - - .I-
+-A LA
187.1.4 3 Additional Land/Right of Way Acquisitj All expenses shall be allocated in accordance with the terms c separate agreement to be adopted unanimously by the mer agencies.
187.2 Payment Schedule. Unless otherwise specil
herein, capital expenses shall be prepaid on a quarterly ba Exceptions are as follows:
187.2.1 Phase IV Expansion, Phase IV cont
expenses approved by the OPerator/Administrator shall be paid 1
a month based on invoices from the contractor, the de engineer, and the construction manager. The payments will over the duration of the job. The Operator/Administrator s notify the member agency financial representatives of the amo
needed following receipt of each month's invoices. In addit
Operator/Administrator of each of; (a) the Western Summit
construction contract project, and (b) the Phase IV odor cor
and associated facilities, and (c) again, upon completion acceptance of the Avenida Encinas street widening project bl City of Carlsbad per its contract with 43AA m, adjustments E
be calculated and paid in the manner set forth in Exhibi considering all Phase IV Expansion work completed to dat invoiced to the member agencies. Upon completion and acceptan
all work authorized by EAA the Operator/Administrator as pal the Phase IV Expansion, a final adjustment shall be calculate paid in accordance with Exhibit B.
-
upon the completion and acceptance by EM4
-
1437.2.32- Additional Land/Right of Way Acqisi All expenses shall be paid in accordance with the terms separate agreement to be adopted unanimously by the n agencies.
lel.2.43 Other Capital Expenses. On occe
capital expenses may occur earlier in the fiscal year than allow for regular quarterly billing. If regular quarterly bi do not provide needed capital early enough during the fiscal supplemental capital billings shall be sent to the member age In such cases, the Operator/Administrator will notify the '
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agency financial re resentatives as far in ad a ce as possible
SETTLEMENT OF DISPUTE OR CONTROVERSY
T
Section 148 -.
148.1 Risht to Arbitration. Should any dispute
controversy arise in connection with the books, records or accoc 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 agreemc
the governing bodies of member agencies that are affected by I dispute may elect to arbitrate the dispute or controversy accordance with this section. In the event of such election, governing body of each member agency affected shall appoint designate one disinterested person as an arbitrator. L 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 Boarc
Arbitrators in connection with any such dispute or controversy. findings of fact approved by a vote of the majority of the me&
of the Board of Arbitrators shall be binding upon the affec member agencies.
198.2 Risht of Observation. The parties to
arbitration proceedings held under the provisions of this agree]
shall notify every other member agency not a party thereto of : arbitration proceedings and any other member agency shall have
right to be represented at such proceedings by a member agc designated observer.
198.3 Risht 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 1
if the parties thereto agree in writing to do so, be submittel a named engineer or expert who shall be the sole arbitrator. such engineer shall be 1 .IsrteF-i-rteers a Resistered Enqineer in the State of California.
such engineer or expert shall be disinterested as requirec arbitrators on an arbitration board. manner provided herein for an arbitration board.
Section Nu APPORTIONMEN!I OF LIABILITY
Any liability incurred by the member agencies, which liabi arises out of or in connection with the operation an maintenance of the Joint System, except for costs of improvem to such facilities and operating and maintenance costs, shal
discharged by payment by each member hereof in proportion to t respective ownership in the facilities at the time of the inci which results in the liability.
c
He shall proceed in the
Section es NOTICES
Notices required or permitted under this Revised E Agreement shall be sufficiently given if in writing and if ei
served personally or mailed by certified mail to the me
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e 0 -. .
agencies.
Section &2a SEVERABILITY
If any one or more of .the terms, provisions, promisc covenants or conditions of this agreement shall by any extent
adjudged invalid, unenforceable, void or voidable for any rea
whatsoever by a court of competent jurisdiction, each and all the remaining terms, provisions, promises, covenants and conditi
of this agreement shall not be affected thereby and shall be va and enforceable to the fullest extent permitted by law.
section ~a MODIFICATION OF AGREEMENT
This agreement shall contain all the terms and conditions m between the parties hereto and shall not be amended except by agreement in writing signed by all the member agencies.
Section Ha SUCCESSION
The provisions of this agreement shall be binding upon shall inure to the benefit of the successors of the parties here
Section -2f. APPROVAL
This agreement shall be approved as of the date that all
the member agencies have approved this agreement and the Revj Establishment Document.
IN WITNESS WHEREOF, each party hereto has pursuant to resolul duly passed and adopted by their respective governing bodieS cal
this Revised Basic Agreement to be executed the day and year f.
above written.
CITY OF VISTA,
BY Mayor Attest:
City Clerk
Attest:
!’ :21,>7& o! . paZf.+lL<a-7
City Clerk
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0 0
.- LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS WATER DISTRICT
BY President
BUENA SANITATION DISTRICT
BY Chairperson
ENCINITAS SANITARY DISTRICT Approved as to form:
JAC Counsel BY BY President
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F 0
EXHIBIT B
PHASE IV COST ALWCATION
* ..
-*
1. Phase IV cost shall be allocated as follows:
a. All costs shall be allocated by unit process and amc
flow, BOD, and suspended solids in the manner recommenc for revenue programs by the State Water Resources Conti Board.
The replacement value of the existing Unit I and Unil facilities at the mid-point of construction (projecl ENRLA of 6465) shall be determined. In determin replacement value, grant funding shall be included exc for the grant funding used to pay for the Iloversiz portion of lloversizedll items (i.e,, items sized undertaken for the ultimate site capacity, such as s grading and paving, piping, etc,).
c. Dollar ownership of the existing facilities shall determined by multiplying existing ownership percenta times the replacement values determined in step b.
midpoint of construction (projected ENRLA of 6465) sh be estimated by the design engineer.
The total value of the EWPCF following construction Phase IV shall be estimated by adding the replacer
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 (determine( step c) from needed dollar ownerships follo
construction of Phase IV (determined in step f) . Cre and buyings 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
e.
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Estimated Phase IV c st allocations in dollars @i percent of tot
are as follows: I 9
.-
Existing Projected Smrship Estimated Effective
Oune r sh i p, Follouing Phase IV Phase IV Cost Credi t/Bu
Agency f- Construction. f t x s
Vista 22,739,000 28,938,000 6,1W,OOO 11.44 (5,455 ,'
Car Lsbad 20,585,000 33,216,000 12,431,000 23.31 ( 745,
San Harcos 14,099,000 27,105,000 13,006,000 24.01 2,091,
Buena 4,436,000 11,020,500 6,584,500 12.15 2,023,
Total T9,867,000 134,047,000 54,180,000 100.00 0
Final Phase IV cost allocations will be determined following complc
of Phase IV construction and will use the actual project costs st
according to the final engineer's estimate instead of the cu
engineer's estimate in steps d through g above. Actual ENRI mid-point of construction will be substituted for the projected
in step b.
Leucadi a 13,314,000 27,297,000 13,983,000 25.81 2,916,
Encini tas 4.694.000 6.470.500 1.n6.500 3.28 ( 830,
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0 0
f
REVISED ESTABLISHMENT DOCUMENT
FOR THE
ENCINA WASTEWATER AUTHORITY
DRAFT JULY 28, 1992 AMENDMENTS
Ref: 31
THIS AGREEMENT (hereinafter the Revised Establishment Document, ''REDV1) is made and entered into this 17th day of December, 1990, by and among the CITY OF VISTA (hereafter VIST the CITY OF CARLSBAD (hereafter CARLSBAD), the BUENA SANITATIO DISTRICT (hereafter BUENA), the VALLECITOS WATER DISTRICT (hereafter LEUCADIA), and the ENCINITAS SANITARY DISTRICT (hereafter ENCINITAS) , herein called the Ifmember agenciestt, fo
the operation, maintenance, and administration of their joint1 owned sewerage system.
RECITALS
WHEREAS, each of the member agencies is a public agency authorized and empowered to contract for the joint exercise of powers under the Government Code of the State of California; a
WHEREAS, each of the member agencies has the authority ar power to collect, transmit, treat and dispose or reuse wastewa
and wastewater treatment byproducts, and to construct and oper
facilities for such purposes; and
WHEREAS, the member agencies recognize the need to operat
maintain and administer the Encina Joint System on a Cooperati basis for the collection, transmission, treatment, and disposz of wastewater, and the manaqement of wastewater treatment
bmroducts; and
WHEREAS, on August 1, 1988, the member agencies entered j 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, creatir
public agency then known as the Encina Administrative Agency the Encina Wastewater Authority, ItEWAtl) to serve as the Operator/Administrator of the Encina Joint System; and
the EWA was adopted as a supplement to the "Basic Agreement" establishing the Encina Joint Powers: and
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 Joint Exercise of Powers Agreement establisl
WHEREAS, the member agencies desire to revise and conden
EXHIBIT f3
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WHEREAS, the member agencies desire to (a) retain the EWA
the Operator/Administrator of the Encina Joint Powers and (b) reestablish the organization, administration, rules, and specii powers of the EWA by entering into a revised agreement, to be known as the "Revised Establishment Document" ( llRED'*) f separatt
from the Revised Basic Agreement (vlRBAfl), pursuant to Article Chapter 5, Division 7, Title 1 of the California Government Coc relating to the joint exercise of powers.
AS FOLLOWS:
NOW THEREFORE, THE PARTIES HERETO COVENANT WITH EACH OTHEl
Section 1. DEFINITIONS
For the purposes of this RED and the RBA, the following terms shall have the meanings indicated below:
1.1 Basic Asreement. That agreement by and among Vista, Carlsbad, Buena, Vallecitos, Leucadia, and Encinitas including all supplements and amendments thereto entered into beginning
July 13, 1961.
(JAC) as defined in the Revised Basic Agreement.
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.
1.2 Joint Advisory Committee. The Joint Advisory Commit
1.3 Joint System. The Encina Joint System as defined in
1.4 Revised Basic Asreement. That agreement by and amon
Section 2. TERMS
2.1 Establishment of Asency. There is hereby establishe 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 thes
parties that EWA be subordinate to and dependent upon the memb agencies in all matters.
maintain, and administer the Encina Joint System utilizing fun contributed by the member agencies and grants received from th
Federal and State governments.
needed to fulfill its duties:
2.2 General Duties of the EWA. The EWA shall operate,
2.3 Powers. The EWA shall have the following powers as
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2.3.1 To operate, maintain, administer and maria{ the Joint System, including any buildings, works or improvemer
comprising part of the Joint System and located either inside outside the boundaries of the member agencies, in accordance P sound engineering and accounting practices with local, state i federal laws and regulations;
2.3.2 To make and enter contracts in connection with the administration, management, maintenance and operatio] 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 obligation: connection with the operation, maintenance, administration an( management of the Joint System:
2.3.5 To sue and be sued in its own name, provic 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;
operation, maintenance, administration and management of the Joint System:
2.3.6 To acquire, hold, and dispose of such
2.3.7 To file reports associated with the
2.3.8 In an emergency, to reconstruct or cause be reconstructed such portions of the Joint system when reconstruction is immediately required to permit the Joint SY to continue to function;
2.3.9 To maintain at all times with a responsib insurer or insurers sufficient insurance against loss or dama to the Joint System or portion thereof, workers' compensation insurance, and insurance against public liability and propert damage :
To adopt industrial pretreatment regulati
that comply with federal and state pretreatment regulations.
regulations shall include technically based local limits, sha be followed by each member agency, shall apply to industrial
connections and groundwater cleanup sites that discharge or h the potential to discharge into the Joint System, and shall a
EWA to take enforcement action against dischargers that Viola the regulation:
2.3.10
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2.3.11 To review and amend the industrial pretreatment regulations from time to time as the need arises
pretreatment regulations and all aspects of the Encina servic area pretreatment program, including permitting, inspection,
monitoring, reporting, and enforcement activities, except thz
industrial pretreatment permits shall be jointly issued by tk member agency in whose jurisdiction the discharge is located EWA :
2.3.121 To implement all requirements of the
2.3.13 To charge and bill the industrial dischai for their respective share of the EWA's cost to implement thc pretreatment regulations, including application review, permj issuance, sampling, monitoring, inspection and enforcement cc
2.3.14 To purchase, lease or condemn real propel upon such terms and conditions as approved unanimously by tht member agencies:
2.3.15 To operate and maintain other facilities outside the Joint System as recommended by JAC and in accord: with EWA executed operation agreements, or as authorized in 1
Revised Basic Agreement, which may include budgeting responsibilities.
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 930000 seq. ) -
2.3.16 The powers enumerated herein shall be
2.4 Board of Directors. The EWA shall be administered
the governing body of the EWA which shall be known as the Bo( of Directors of the EWA, herein called the Board. Members 0 JAC shall serve as the Board.
2.5 Officers of the Board. The Board shall elect its 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
need not, be a member of the Board.
treasurer of Vista and shall be the depositary and have cUSt of all money of the EWA from whatever sources.
2.5.2 Auditor. The Auditor shall be the audit
Vista and shall draw all warrants to pay demands against the approved by the Board of Directors.
2-5.1 Treasurer. The Treasurer shall be the
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2.5-3 Other Officers. The General Manager and
Attorney for the EWA shall be appointed by the board. The Boa shall also have the power to appoint and employ such other consultants, advisors, and independent contractors as it may d necessary, and subject to the limits of the EWA's approved budget. The public officer, officers, or persons who have cha
of, handle, or have access to any substantial property of the shall file an official bond in an amount to be fixed by the Board. The General Manager shall have the power to appoint, promote, demote and remove employees of the EWA subject to the
PrOViSiOnS of the personnel policy of the EWA and the EWA's approved budget.
2.6 Meetinss of the Board.
2.6.1 Regular Meetings, The Board shall provide for its regular meetings; provided, however, it shall hold at
least one regular meeting per month. The dates, hour, and pla of the regular meetings shall be fixed by resolution, and a cc 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 E 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 sha 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 transactior business; except that less than a quorum may adjourn from timc time, The affirmative vote of a majority of a quorum shall bc
required for the approval of any action. However, when votinc a matter involving the treatment plant (Unit I) or the ocean outfall (Unit J), or the compostincr facility (Unit K), any men of the Board may call for a weighted vote. In such case, the affirmative vote gf members representing a majority of the
capacity of the Unit involved shall be required for the appro\ of any action, to be calculated as follows:
percent, Each regularly appointed member shall have a perceni of vote equal to one-half of the percentage of capacity of tht
member agency he represents in the Unit involved. Where only member is present, said member shall have a percentage of vott
The total vote of all members of the Board shall be 100
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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 or 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 regulations including a conflict of interest code and a purchasing procec The Board may, from time to time, review and revise these rul
and regulations as needed.
2.8 Budsetinq. Annually, the EWA shall prepare an
operation, maintenance, and administration budget (hereafter referred to as the 0 61 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 bC and accounts shall be maintained for the EWA in accordance Wj practices established by or consistent with those utilized b] Controller of the State of California for like public agenci€ 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 01
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 accc accounting principles. A report of the audit shall be filed
public record with each of the member agencies and with the 3 Diego County Auditor within 30 days of its completion. Such
report shall be filed within 12 months of the end of the fisc
year under examination.
2.10 Liabilities. Except as provided hereinabove, the debts, liabilities and obligations of the EWA shall be the df liabilities and obligations of the EWA alone, and not the me1
agencies.
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2.11 Withdrawal or Dissolution. Upon withdrawal of a member from the EWA or upon dissolution of the EWA, there sha. be a partial or complete distribution of assets and discharge liabilities as follows. The distribution of assets may be mal in kind or assets may be sold and the proceeds thereof
distributed to a member agency at the time of withdrawal or ti the member agencies at the time of dissolution; provided that all property and rights in property assigned or transferred b any member agency to the EWA shall be reconveyed to said memb agency free and clear of all encumbrances and liens of any ki
2.11.1 Withdrawal. Upon withdrawal of any membe agency from the EWA, the withdrawing member shall receive its proportionate or otherwise defined share of any assets of the and shall contribute its proportionate or otherwise defined s toward discharge of any enforceable liability incurred by the EWA.
2.11.2 Dissolution. Upon dissolution of the EWA each member agency shall receive its proportionate or otherwi defined share toward discharges of any enforceable liabilitie incurred by the EWA.
2.12 Rescission or Termination. The EWA shall continue Operator/Administrator until such time as EWA is terminated b written consent of a majority of the member agencies, evidenc
by certified copies of resolutions by their governing bodies. Upon termination of the EWA and replacement with another Operator/Administrator, employees of the EWA shall become the employees of the new Operator/Administrator subject to existi
employment contracts, seniority, retirement rights and any ot
employee benefits or rights now enjoyed by those employees.
2.13 Notices. All notices, statements, demands, reques consents, approvals, authorizations, agreements, appointments designations hereunder shall be given in writing and address€ the principal office of the EWA.
2.14 Severability. If any one or more of the terms, provisions, promises, covenants or conditions of this agreemc shall 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 n<
affected thereby and shall be valid and enforceable to the
fullest extent permitted by law.
contain all of the terms and conditions made between the pard hereto and shall not be amended except by an agreement in Wr. signed by all the member agencies.
2.15 Modification of Aqreement. This agreement shall
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2.16 Succession. The provisions of this agreement shall
e a .
binding upon and shall inure to the benefit of the successors the parties thereto.
2.17 Atmroval. This agreement shall be approved as of date that all of the member agencies have approved this aqreen and the Revised Basic Agreement.
resolution duly passed and adopted by their respective govern1 bodies caused this Revised Establishment Document to be execul effective as of the day and year first above written.
IN WITNESS WHEREOF, each party hereto has pursuant to
CITY OF VISTA
BY
Attest:
City Clerk CI
BY
Attest: Mayor b?zclJ City Clerk 1
LEUCADIA COUNTY WATER DISTRICT
BY President
VALLECITOS WATER DISTRICT
BY President
BUENA SANITATION DISTRICT
BY President
ENCINITAS SANITARY DISTRICT
BY President
Approved as to Form:
BY EWA Counsel
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