The STRGBA GSA member agencies are as follows:
City of Modesto
City of Oakdale
City of Riverbank
City of Waterford
Stanislaus County
Tuolumne County
Modesto Irrigation District
Oakdale Irrigation District
DISCUSSION:
The 2017 STRGBA GSA MOU established an initial means of cooperation amongst the member agencies to ensure that the Modesto Sub-basin remains locally and sustainably managed; The 2025 STRGBA GSA MOU is meant to supplement the 2017 STRGBA GSA MOU with language formalizing the process by which to allow member agencies to reimburse another member agency designated as a budget or consultant agreement administrator for their equitable share.
Any member agency that proposes hiring a consultant will be required to obtain the other participating agencies’ written approval of the proposed agreement, scope of work and budget before a consultant can be hired to preform work on behalf of the STRGBA GSA. It will be the responsibility of the hiring member agency to execute and administer the agreement for consultant services and serve as the project manager.
Consulting services may consist of research activities concerning subjects such as groundwater pumping and usage, evaluation of the sub-basin’s need for additional or improved water extraction, storage, delivery, conservation and recharge facilities, groundwater recharge, hydrology, climatology, land usage and landscape processes.
The 2025 STRGBA GSA MOU also makes provisions for member agencies to provide direct services to another member agency or agencies. The member agency providing the direct services will prepare a task order for written approval that describes the scope of work, schedule of completion, names and hourly rates of staff involved and the total budget associated with the direct services to be performed.
FISCAL IMPACT:
A budget adjustment in the amount of $150,000 from Water Fund Reserves will be necessary to fund the City’s share of the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency’s activities within the Modesto Sub-basin for the remainder of the Fiscal Year.
Expenses associated with STRGBA GSA will be housed in the following Water Fund Cost Center:
43010 - Groundwater Management Plan
COMMITTEE RECOMMENDATION
This item was considered by the Economic Development Committee at the meeting held on December 2, 2024, where it was recommended that it be forwarded to Council for approval. #25..
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City Council Meeting, January 14, 2025
Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency 2025 Memorandum of Understanding
CEQA/NEPA REQUIREMENTS:
The approval of the 2025 STRGBA GSA MOU does not constitute a Project for the purposes of the California Environmental Quality Act.
RECOMMENDED COMMITTEE ACTION:
Staff Recommendations:
Resolution approving the 2025 Memorandum of Understanding with the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency for undertaking groundwater sustainability planning, reporting, studies, mutual aid and support services within the Modesto Sub-basin and authorizing the City Manager, or his designee, to execute the Memorandum of Understanding.
Resolution approving an Amendment to the Fiscal Year 2024-25 Operating Budget in the amount of $150,000 from Water Fund Reserves to fund the City of Modesto’s share of the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency’s activities within the Modesto Sub-basin.
Approved by:
William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:
1. Resolutions (2)
2. 2017 STRGBA GSA MOU
3. 2025 STRGBA GSA MOU
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01/14/2025/Utilities/TBarahona/Item X 1 2025-XX
MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION APPROVING THE 2025 MEMORANDUM OF
UNDERSTANDING WITH THE STANISLAUS AND TUOLUMNE RIVERS
GROUNDWATER BASIN ASSOCIATION GROUNDWATER
SUSTAINABILITY AGENCY FOR UNDERTAKING GROUNDWATER
SUSTAINABILITY PLANNING, REPORTING, STUDIES, MUTUAL AID AND
SUPPORT SERVICES WITHIN THE MODESTO SUB-BASIN AND
AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE
THE MEMORANDUM OF UNDERSTANDING
WHEREAS, in September of 2014, Governor Edmund G. Brown signed into law the Sustainable Groundwater Management Act of 2014 (SMGA) which required, among other items, the formation of Groundwater Sustainability Agencies with a focus on longterm groundwater management, and WHEREAS, on January 24, 2017, by Resolution No. 2017-30, Council authorized entering into a Memorandum of Understanding (MOU) to form the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency (STRGBA GSA), and
WHEREAS, the 2017 STRGBA GSA MOU established an initial means of cooperation amongst the member agencies to ensure that the Modesto Sub-basin remains locally and sustainably managed, and
WHEREAS, the 2025 STRGBA GSA MOU is meant to supplement the 2017 STRGBA GSA MOU with language formalizing the process by which to allow member agencies to reimburse another member agency designated as a budget or consultant agreement administrator for their equitable share, and
WHEREAS, the 2025 STRGBA GSA MOU also makes provisions for member agencies to provide direct services to another member agency or agencies. #25..
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01/14/2025/Utilities/TBarahona/Item X 2 2025-XX
NOW, THEREFORE BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency 2025 Memorandum of Understanding for undertaking groundwater sustainability planning, reporting, studies, mutual aid and support services within the Modesto Sub-basin.
BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Memorandum of Understanding in a form approved by the City Attorney.
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 14th day of January 2025, by _______________, who moved its adoption, which motion being duly seconded by _______________, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST:
DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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01/14/2025/Utilities/TBarahona /Item X 1 2025-XX
MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION APPROVING AN AMENDMENT TO THE FISCAL YEAR 2024- 25 OPERATING BUDGET IN THE AMOUNT OF $150,000 FROM WATER FUND RESERVES TO FUND THE CITY OF MODESTO’S SHARE OF THE
STANISLAUS AND TUOLUMNE RIVERS GROUNDWATER BASIN
ASSOCIATION GROUNDWATER SUSTAINABILITY AGENCY’S ACTIVITIES
WITHIN THE MODESTO SUB-BASIN
WHEREAS, certain budgetary transactions are necessary in the amount of $150,000, in order to fund the City of Modesto’s share of the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency’s activities within the Modesto Sub-basin, and
WHEREAS, the Fiscal Year 2024-25 Operating Budget must be amended.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the amendment of the Fiscal Year 2024-25 Operating Budget in the amount of $150,000.
BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to implement the provisions of this resolution. #25..
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01/14/2025/Utilities/TBarahona /Item X 2 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 14th day of January 2025, by _______________, who moved its adoption, which motion being duly seconded by _______________, was upon roll call carried and the resolution adopted by the following vote:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
ATTEST:
DIANA NAYARES-PEREZ, CMC
City Clerk
(SEAL)
APPROVED AS TO FORM:
BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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MEMORANDUM OF UNDERSTANDING FORMING THE STANISLAUS
AND TUOLUMNE RIVERS GROUNDWATER BASIN ASSOCIATION
GROUNDWATER SUSTAINABILITY AGENCY
J_oo_~----~-• ____ _.2017
1. PARTIES. The Parties to this Memorandum of Understanding (MOU} are: the County of Stanislaus, a political subdivision of the State of California; the Oakdale Irrigation District, a California irrigation district; the City of Oakdale, a California public agency; the City of Riverbank, a California public agency; the City of Modesto, a California public agency; the City of Waterford, a California public agency; and the Modesto Irrigation District, a Calffornia irrigation district (each referred to individually as a "Party• or collectively as the "Parties·}.
2. RECITALS. This MOU is entered into with regard to the following facts and circumstances, among others:
2.1 Groundwater and surface water resources within the Modesto Sub-basin of the San Joaquin Valley Groundwater Basin (DWR Bulletin 118 No. 5-22.02) ("Subbasin") are vitally important resources, in that they provide the foundation to maintain and fulfill current and future environmental, agricultural, domestic, municipal and industrial needs, and to maintain the economic viability, prosperity, and sustainable management of the Sub-basin.
2.2 Agriculture has been prominent in making Stanislaus County one of the world's foremost agricultural areas, and has played a major role In the development of the economy of Stanislaus County; in an era of increasing competition for the area's finite water resources, it is important to understand and plan for the local area's economic well-being.
2.3 Although each of the Parties overlies and has rights to extract groundwater from the Sub-basin, each Party's. individual surface and groundwater rights, historical groundwater production, and groundwater recharge and conveyance activities vary greatly from one another. .
2.4 The California Legislature has adopted, and the Governor has signed into law, the Sustainable Groundwater Management Act ("SGMA"), which authorizes local agencies to manage groundwater in a sustainable fashion.
2.5 The Parties intend to enter into this MOU in order to ensure that the Sub-basin remains locally and sustainably managed.
2.6 SGMA requires groundwater basins designated as either medium or high-priority to be managed by one or more Groundwater Sustainability Agencies (uGSA") by June 30, 2017 and that GSAs adopt a groundwater sustainability plan ("Plan") by January 31, 2022.
2. 7 The Sub-basin is currently designated as a high-priority basin, and thus must comply with the deadlines in the previous recital.
2.8 Pursuant to SGMA, a combination of local agencies may form a GSA through a memorandum of understanding or other legal agreement.
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2.9 Each of the Parties overlies a portion of the Sub-basin and is a local agency as defined by SGMA.
2.10 In order to coordinate groundwater management activities and to comply with SGMA, the Parties desire to form a GSA for the portion of the Sub-basin that lies within their coilective jurisdictions.
2.11 This MOU is intended to be an agreement for formation of a GSA as authorized by section 1 0723.6( a }(2) of the Water Code.
2.12 The Parties further intend and will work cooperatively to develop a separate operating agreement for the Stanislaus and Tuolumne River Groundwater Basin Association ("STRGBg) GSA ("STRGBA GSA").
2.13 The Parties believe that cooperative and coordinated actions by local agencies and users within the Sub-basin wilt resutt in the continued sustainable use of the groundwater within the Sub-basin.
3. DEFINITIONS. The following terms, whether in the singular or the plural, and when used herein with initial capitalization, shall have the meanings specified below:
3.1 Annual Budget. The GSA budget developed annually, pursuant to Section 6.2, to fund certain project(s) to advance the goals and objectives of this MOU.
3.2 Committee. That body, consisting of one representative from each of the Parties, which governs the GSA, as established pursuant to Section 4.3 of this MOU.
3.3 Coordinator. The individual appointed by the Committee pursuant to Section 5.
3.4 Funding Percentage. A Party's Funding Percentage as set forth in Section 7.1 of this MOU.
3.5 Governing Bodies. The governing entities of the Parties to this MOU.
3.6 GSA. A Groundwater Sustainability Agency created pursuant to SGMA.
3.7 MOU. This Memorandum of Understanding creating the STRGBA GSA
3.8 Parties. Each of those entities named in Section 1 of this MOU, or those Parties added pursuant to Section 4.5 of this MOU.
3.9 Plan. A Groundwater Sustainability Plan developed and adopted pursuant to SGMA.
3.10 SGMA. The Sustainable Groundwater Management Act of 2014.
3.11 Stanislaus and Tuolumne River Groundwater Basin Association GSA or STRGBA GSA. The GSA created pursuant to this MOU to manage the Subbasin. 2 #25..
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3.12 Sub-basin. The Modesto Sub-basin of the San Joaquin Valley Groundwater Basin (DWR Bulletin 118 No. 5-22.02), which is geographically defined as that area in the State of California bounded on the west by the San Joaquin River; on the north by the Stanislaus River, on the east by the base of the Sierra Nevada foothills; and on the south by the Tuolumne River, and includes the area of land overlying that Sub-basin and all tributaries therein as defined by the then-current Department of Water Resources Bulletin 118.
3.13 Voting Percentage. A Party's Voting Percentage as set forth in Section 7.3 of this MOU.
4. THEGSA.
4.1 Creation of GSA. The Parties hereby establish the STRGBA GSA to manage the portion of the Sub-basin within the Parties' collective jurisdictions.
4.2 Purposes and Powers. The purposes and powers of the STRGBA GSA are as foJ.Iows:
4.2.1 This MOU is entered into by and between the Parties to, consistent with SGMA, exert local control over the management of the Sub-basin and to facilitate a cooperative and ongoing working relationship that will allow compliance with SGMA and state law, as amended from time to time.
4.2.2 The STRGBA GSA shall act on behalf of its members to coordinate the Parties' activities and actions to further the sustainable management of the Sub-basin and facilitate compliance with SGMA. It shall in no way determine or modify the surface water rights or groundwater rights, if any, of any Party.
4.2.3 The STRGBA GSA shall determine and evaluate the Sub-basin's existing groundwater supply;
4.2.4 The STRGBA GSA shall promote co_ordination of groundwater management planning activities within the Sub-basin;
4.2.5 The STRGBA GSA shall evaluate the Sub-basin's need for additional or improved water extraction, storage, delivery, conservation, and recharge facilities;
4.2.6 The STRGBA GSA shall provide and share information and guidance for the management, preservation, protection and enhancement of groundwater quality and quantity in the Sub-basin; and
4.2.7 The STRGBA GSA shall have the powers and authorities granted to GSAs under SGMA.
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4.3 Committee. The STRGBA GSA shall be governed by a Committee whose membership and responsibilities are set forth herein.
4.3.1 Each Party shall designate one staff person to serve as a member of the Committee, and one or more alternates. The names of the member and alternates will be submitted to the Coordinator. Each member of the Committee, and each alternate, shall serve at the pleasure of the Party appointing such member. A Party's alternate may serve in the place of that Party's member in the absence of such member and, in such case, the alternate shall have the powers of the member.
4.3.2 The Committee shall elect a chair and vice chair from its members at the first meeting of each calendar year. The chair shall be responsible for presiding over meetings of the Committee, and shall notify members and the Coordinator of meetings of the Committee. The Committee shall establish a date, time and place for its regular meetings, and may hold special meetings when required for the proper transaction of business. All meetings of the Committee will be held in accordance with the provisions of the Brown Act, California Government Code Section 54950 et seq. The Committee shall prescribe such procedures for the conduct of its business as it deems appropriate.
4.3.3 A quorum will consist of a simple majority of the Parties, subject to the provisions of section 6.5, except that Jess than a quorum may adjourn meetings of the Committee from time to time. Alternatively, the Coordinator may adjourn a meeting of the Committee to a specified time, date and place if there is less than a quorum of members present for a meeting.
4.3.4 The Committee shall have the following duties and responsibilities:
a. Develop and implement activities designed to achieve the objectives of SGMA.
b. Designate a Party that will enter into contracts, and approve all amendments thereto, for and on behalf of the STRGBA GSA, necessary to carry out the powers and duties of the STRGBA GSA.
c. Establish an Annual Budget for the STRGBA GSA, and approve proposed revisions to such budget, provided that no action of the STRGBA GSA shall be deemed to bind any party to contribute such funds absent approval of each Party's Governing Body. d. Recommend for approval by each Party's Governing Body's Annual Budget(s} necessary to carry out proposed project(s). e. Establish such committees as may be necessary or desirable to carry out the purposes of the STRGBA GSA, and to exercise general supervision over such committees.
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4.3.5 Except for actions for which a different approval standard is set forth in this MOU, all actions of the Committee will be approved by a majority of the members present.
4.4 Staff. The staff of the STRGBA GSA shall be composed of staff from each Party.
The STRGBA GSA shall also have the authority to hire or retain agents, contractors and consultants as the Committee shall determine necessary and appropriate.
4.5 New Parties. New parties may join the STRGBA GSA, provided that they meet the requirements set forth below:
4.5.1 Any county or local public agency that meets the definition of "local agency" as set forth in Sc;3MA.
4.5.2 Application for membership will be subject to simple majority approval by the Committee.
4.5.3 As a condition of admission to the STRGBA GSA, any new Party to this MOU shall agree to be subject to the terms of this MOU and shall be required to first pay its proportionate share of back contributions or as otherwise determined appropriate by the Committee.
5. COORQ!NATOR.
5.1 Appointment. The Committee shall appoint a one of the Committee members as the Coordinator, who shall have the duties and responsibilities set forth in this Section 5.
5.2 Duties and Responsibilities. The Coordinator will have the following duties and responsibilities:
5.2.1 Develop and submit for review and approval by the Committee a work plan and schedule of activities designed to comply with the requirements of SGMA, or as may be otherwise directed by the Committee.
5.2.2 Propose an Annual Budget, and from time to time such revisions as the Coordinator may feel necessary or desirable, to the Committee for its review and approval.
5.2.3 Submit to the Committee, as directed by the Committee, a progress report as to the STRGBA GSA's activities and a report which compares actual expenditures with the Annual Budget, as adopted.
5.2.4 Execute and administer contracts as directed by the Committee.
5.2.5 Maintain proper records and accounts of work performed by the Committee.
5.2.6 Receive and disburse funds at or under the direction of the Committee. 5 #25..
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5.2.7 Act as secretary/treasurer to the STRGBA GSA, and acting in that capacity, prepare, record and distribute minutes of all Committee meetings.
5.2.8 Perform such other actions as may be necessary or desirable to promote the work of the Committee and the STRGBA GSA
6. GSA BUDGET AND COSTS.
6.1 Budget Cycle. The budget cycle of the STRGBA GSA shall be on a calendar year basis.
6.2 Annual Budget The Coordinator shall prepare an Annual Budget for each calendar year that the Committee determines certain projects are necessary.
The Coordinator's draft Annual Budget for the following year shall be delivered to the Committee members no later than June 1 of each year. The Committee shall approve or revise the draft Annual Budget and distribute the draft Annual Budget to each Party no later than July 1 of each year. The Committee shall meet to review input from the Parties' Governing Bodies no later than August 1 of each year, and shall approve a final budget no later than September 1 of each year for the following year. The respective Governing Bodies of the Parties shall review the Annual Budget no later than October 1 of each year and notify the Coordinator that it has allocated or appropriated its respective contribution to the Annual Budget no later than October 15 of each year. The Committee shall adopt and approve the Annual Budget and have it in place and effect by January 1 of each year, or as approved by the Parties.
6.3 Allocation of Funds. Within the Annual Budget adopted pursuant to Section
6.2, the Committee shall have the authority to make minor adjustments in the allocation of funds between budget categories; provided, however, that the cumulative change in the budget category does not exceed ten percent (10%) of the amount authorized in the Annual Budget and the total amount of the Annual Budget is not increased. Other budget adjustments require approval of the Governing Bodies.
6.4 Budget Increases. Increases in the total amount of a budget must be approved by the Goveming Bodies of a simple majority of the Parties.
6.5 Failure to Pay. If any Party fails to pay its respective share of any Annual Budget or budget increase when due, whether or not that Party's Goveming Body approved the Annual Budget or the budget increase, then that Party shall be ineligible to vote on any subject or issue unless such failure is excused by the Committee through formal action and majority approval of the Committee. During any period of time during which a Party is Ineligible to vote on a matter by reason of the application of this Section 6.5, such Party shall not be counted as a Party in determining a quorum, or in determining a "majority" with regard to the approval of any action. In order to restore its eligibility to vote, a Party must be current on all amounts due, including any expenditures approved by the Committee while such Party was ineligible to vote.
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6.6 Expenditures. STRGBA GSA funds may be properly expended for all costs approved by the Committee and properly incurred in the performance of the work approved by the Committee, or under such authority as may be delegated to the Coordinator by the Committee.
6.7 Non Reimbursable Costs. Costs incurred by any Party in connection with any functions of the STRGBA GSA, or any committee established by the Committee, and expenses of a Party's personnel including, without limitation, the regular and alternate members appointed by a Party to any committee while performing such functions, shall not be reimbursed by the STRGBA GSA except through formal action and majority approval of the Committee provided that a Party shall be reimbursed for the services performed ·by such Party's employees while serving as ~taff to the STRGBA GSA as approved through the Annual Budget process.
7. FUNDING AND VOTING PERCENTAGES.
7.1 ·Funding Percentage. Each Party shall be responsible for its proportionate share of the funding requirements of the STRGBA GSA. The proportionate shares of each Party shall be determined by dividing the funding requirements of the STRGBA GSA by the number of Parties. During Committee approval of certain projects that beneficially affect the Parties disproportionately, equitable project funding shall be determined through formal action and majority approval of the Committee.
The Parties shall provide funding consistent with the Annual Budget adopted by the Committee on the schedule set forth in such budgets, or pursuant to the Coordinator's discretion. Funding needs of the STRGBA GSA payable by the Parties shall be determined by the Committee, and such funds shall be transmitted by the Party to the Coordinator within sixty (60) days of project approval. Upon receipt, the Coordinator will immediately deposit funds in an interest-bearing bank account, separate from other acc_punts of the Parties. The funds in such account shall remain the property of each contributing Party until spent, and interest earned thereon shall belong to each contributing Party.
7.2 Payment Reduction. Each Party agrees that the Parties' respective obligations to make payments hereunder shall not be subject to any reduction, whether by offset, counter claim, recoupment or otherwise. A Party's funding contributions to the STRGBA GSA, or a portion thereof, may be reimbursed upon termination of that Party's participation in the STRGBA GSA and approval by a simple majority vote of the Committee.
7.3 Voting Percentage. Each Party's representative on the Committee shall be entitled to one vote; provided however, that if a matter being decided by the Committee will have a disproportionate effect on the financial obligations of one or more Parties, as contemplated in Section 7.1, each Party shall be entitled to a weighted vote proportionate to the financial obligation or benefit of the Parties.
The Voting Percentages set forth in this Section shall remain in effect only until voting percentages are established in the operating agreement for the STRGBA GSA.
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7.4 Modification by Party. Funding Percentages and/or Voting Percentages m'ay be changed only upon simple majority approval of the Committee.
8. BELAT!ONSHIPOFPABTICIPANTS.
8.1 Each Party's Action Independent. The obligation of each Party to make payments under Section 7.1 of this MOU is an individual and several obligation and not a joint obligation of the Parties. Each Party shall be individually responsible for its own covenants, obligations and liabilities under this MOU. No Party shall be under the control of or shall be deemed to control any other Party or the Parties collectively. No Party shall be the agent of or have the right or power to bind any other Party without such . Party's express written consent, except as expressly provided in this MOU. ·
8.2 Indemnity. No Party, nor any officer or employee of a Party, shall be responsible for any damage or liability occurring by reason of anything done or omitted to be done by another Party under or in connection with this MOU. The Parties further agree, pursuant to Government Code Section 895.4, that each Party shall fully indemnify and hold harmless each other Party and its agents, officers, employees and contractors from and against all claims, damages, · losses, judgments, liabilities, expenses and other -costs, including litigation costs and attorney fees, arising out of, resulting from, or in connection with any work delegated to or action taken or omitted to be taken by such Party under this MOU.
In no event, except for any claim, demand, liability, loss or damage arising out of or resulting from any action taken or not taken by one Party at the direction of its directors, officers, or employees of management or administrative responsibility, which is knowingly or intentionally taken or not taken with conscious indifference to the consequences thereof or with the intent that injury or damage would result or wouid probably result therefrom, shall a Party be liable to any other Party for any indirect or consequential damage claim, demand, liability, loss, expense (including attorney's fees}, or damage arising out of or in any way connected with this MOU, including any negligence in connection therewith.
8.3 No Creation of a Joint Powers Authority. The Parties agree that by this MOU they do not intend to provide for the creation of an agency or entity which is separate from the Parties pursuant to Chapter 5 (commencing with Section 6500) of Division 7 of Title 1 of the Government Code, relating to the joint exercise of powers.
9. IEBMOETHISMOU. The term of this MOU shall commence once all named parties have executed this MOU and shall remain in effect unless terminated by the mutual written consent of all Parties. Upon termination of this MOU, the Committee shall determine the assets and liabilities of the STRGBA GSA, make every effort to satisfy all obligations within sixty (60) days of the termination of this MOU, and equitably distribute any remaining fund balance to each Party in proportion to each Party's Funding Percentage.
10. GENERALPROV!S!ONGOVERN!NGMOU.
10.1 Severability. In the event that any of the terms, covenants or conditions of this MOU or the application of any such term, covenant or condition shall be held 8 #25..
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invalid as to any Party, person or circumstance by any court of competent jurisdiction, all other terms, covenants or conditions of this MOU and their application shall not be affected thereby, but shall remain in full force and effect unless any such court holds that those provisions are not separable from all other provisions of this MOU.
10.2 No Third Party Beneficiaries. This MOU is for the sole benefit of the Parties and shall not be construed as granting rights to any person other than the Parties or imposing obligations on any person other than another Party.
10.3 Good Faith. Subject to the right of a Party to withdraw or terminate its membership in the STRGBA GSA, each Party shall use its best efforts and work wholeheartedly and in good faith for the expeditious completion of the objectives of this MOU and the satisfactory performance of the terms and provisions contained herein. ·
10.4 Withdrawal or Termination of Membership. Except in the event of the termination of this MOU pursuant to Section 9, a Party who withdraws or terminates its membership in the STRGBA GSA shall not be entitled to a refund of its funding contributions. Any Party may terminate membership and withdraw from the STRGBA GSA upon thirty (30) days written notice of termination to the STRGBA GSA If a Party withdraws from the STRGBA GSA when the Party is in arrears as to complying with its Funding Percentage, that Party's entitlement to use any groundwater model or other work product of the STRGBA GSA as provided for herein shall be determined by the Committee. Whenever a Party withdraws from the STRGBA GSA, it is the intent of the Parties and of the STRGBA GSA that the withdrawal shall remove the area within the Party's water service area from further management by the STRGBA GSA, provided that the withdrawal shall be in accordance with the requirements of SGMA and shall leave no area within the Basin unmanaged.
10.5 Amendment. Unl.ess provided otherwise, this MOU may be amended upon the affirmative vote of the Governing Bodies of a simple majority of the Parties.
10.6 Counterpart Execution. This MOU may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
10.7 Governance. This MOU is made under and shall be governed by the laws of the State of California. Venue of any action arising from this MOU shall be in the County of Stanislaus.
10.8 Reasonable Delivery of Documents. The Parties agree to act in good faith to promptly execute any documents that are necessary, or may become necessary, to implement activities approved by the Governing Bodies in the Annual Budget, subject to the authority and the right of the Governing Bodies to terminate participation in this MOU.
10.9 Attorney Fees. If any action at Jaw or in equity, including action for declaratory relief, is brought to enforce or interpret provisions of this MOU, the prevailing Party shall be entitled to reasonable attorney's fees and costs that may be set by 9 #25..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Memorandum of Understanding forming the Stanislaus and Tuolumne Rivers Groundwater Basin Association Groundwater Sustainability Agency in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2017-~, adopted by the Council of the City of Modesto on the 24th day of January , 2017.
CITY OF MODESTO,
A municipal corporatiiYLL----
" (Seal)
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1 MEMORANDUM OF UNDERSTANDING
by and between the
STANISLAUS AND TUOLUMNE RIVERS GROUNDWATER BASIN ASSOCIATION
GROUNDWATER SUSTAINABILITY AGENCY MEMBER AGENCIES
for
UNDERTAKING GROUNDWATER SUSTAINABILITY PLANNING, REPORTING, STUDIES, MUTUAL AID, and SUPPORT SERVICES WITHIN MODESTO SUB-BASIN THIS MEMORANDUM OF UNDERSTANDING (“MOU”), made in the State of California as of the ___ day of _________, 2024, is by and between the member agencies of the Stanislaus and Tuolumne Rivers Groundwater Basin Association (STRGBA), Groundwater Sustainability Agency (GSA), which includes: the County of Stanislaus, a political subdivision of the State of California; the Oakdale Irrigation District, a California irrigation district; the City of Oakdale, a California public agency; the City of Riverbank, a California public agency; the City of Modesto, a California public agency; the City of Waterford, a California public agency; and the Modesto Irrigation District, a California irrigation district (each referred to individually as a “Member Agency” or collectively as the “Member Agencies”.
RECITALS
WHEREAS, groundwater and surface water resources within the Modesto Sub-basin of the San Joaquin Valley Groundwater Basin (DWR Bulletin 118 No. 5-22.02) (“Sub-basin”) are vitally important resources for necessary for maintaining the economic viability, environmental sustainability, and prosperity of the Modesto Sub-basin, and its individual constituents; and WHEREAS, although each of the Member Agencies overlies, and has rights to extract groundwater from the Sub-basin, each member agency’s individual surface and groundwater rights, historical groundwater production, and groundwater recharge and conveyance activities vary greatly from one another; and
WHEREAS, the Sustainable Groundwater Management Act (“SGMA”) authorizes local agencies to manage groundwater locally, and in a sustainable fashion; and WHEREAS, SGMA requires groundwater basins designated as either medium or high priority to be managed by one or more Groundwater Sustainability Agencies (“GSA”) by June 30, 2017, and that GSAs adopt a groundwater sustainability plan (“GSP”) by January 31, 2022; and WHEREAS, pursuant to SGMA, a combination of local agencies may form a GSA through a memorandum of understanding, or other legal agreement; and WHEREAS, each of the Member Agencies overlies a portion of the Sub-basin, and is a local agency as defined by SGMA; and
WHEREAS, in order to coordinate groundwater management activities and to comply with SGMA, the Member Agencies desire to form a GSA for the portion of the Sub-basin that lies within their collective jurisdictions; and
WHEREAS, the Member Agencies entered into a Memorandum of Understanding in 2016 to form the Stanislaus and Tuolumne Rivers Groundwater Basin Association, Groundwater Sustainability Agency (STRGBA GSA); and
WHEREAS, an agreement is needed to allow current or incoming Member Agencies to reimburse another member agency designated as a budget or consultant contract administrator Member Agency for their equitable share (which is based on the number of participating member #25..
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2 agencies) of activities conducted under auspices of SGMA, and to permit the Member Agencies to pay for services provided by third party consultants, or another Member Agency’s employees involving collaborative planning, reporting, monitoring, research, mutual aid, and other activities performed on behalf of the STRGBA GSA.
NOW, THEREFORE, it is mutually understood and agreed as follows:
SECTION 1: AUTHORITY OF MEMBER AGENCIES
1.1 Districts are special purpose irrigation districts formed under California Law.
1.2 The City of Modesto, City of Oakdale, City of Riverbank, and City of Waterford, are responsible for managing municipal utilities within their respective jurisdictional areas pursuant to their City Charters, Municipal Codes, and applicable California law.
1.3 The County of Stanislaus and County of Tuolumne are political subdivisions of the State of California
SECTION 2: DEFINITIONS
2.1 "Consulting Services" refers to planning, reporting, monitoring and research activities performed by Contractors hired by a Member Agency on behalf of the STRGBA GSA for the management of collective groundwater and surface water resources, that the Member Agencies may agree to jointly fund during the term of this MOU. Consulting Services are described in more detail in Section 3.1.
2.2 "Contractors" refers to third party professional service consultants hired by a Member Agency to perform any of the Consulting Services described in Section 3.1 using funding provided by the Member Agencies under the terms of this MOU.
2.3 “Direct Services” means mutual aid and support services, including administrative, project management, or field investigation activities, that are provided by employees of one Member Agency for one or more other Member Agencies using the Task Order process described in Section 3.2.
2.4 “Districts” means the Modesto and Oakdale Irrigation Districts.
2.5 “Fiscal Year” refers to the Cities’ and/or Counties’ fiscal year beginning on July 1 of one calendar year and ending on June 30 of the succeeding calendar year.
2.6 “GSA” means Groundwater Sustainability Agency
2.7 “MID” refers to the Modesto Irrigation District.
2.8 “OID” refers to the Oakdale Irrigation District.
2.9 “Member Agencies” means MID, OID, County of Stanislaus, City of Modesto, City of Riverbank, City of Waterford, and the City of Oakdale.
2.10 “Stanislaus County” refers to the County of Stanislaus
2.11 “STRGBA GSA” means Stanislaus and Tuolumne Rivers Groundwater Basin Association, Groundwater Sustainability Agency
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3 2.12 “Sub-Basin” means the Modesto Sub-basin of the San Joaquin Valley Groundwater Basin (DWR Bulletin 118 No. 5-22.02)/
2.13 “Task Order” refers to the form exchanged by the Member Agencies for the performance of Direct Services.
2.14 “Tuolumne County” refers to the County of Tuolumne. Tuolumne County is an independent GSA in the Modesto Sub-basin. Tuolumne County has established a separate agreement with Stanislaus County for participation in the STRGBA GSA.
SECTION 3: PLANNING, REPORTING, MONITORING, RESEARCH, STUDIES, AND
SUPPORTING ACTIVITIES
3.1 Consulting Services: Any Member Agency may propose hiring Contractors to perform Consulting Services that benefit the Sub-Basin’s collective groundwater and surface water resources. Consulting Services may consist of planning, reporting, monitoring, research, studies, and supporting services that promote the coordination of groundwater management planning activities within the Sub-basin, such as groundwater monitoring and project development and implementation. Consulting Services may consist of research activities concerning subjects such as groundwater pumping and usage, evaluation of the Sub-basin's need for additional or improved water extraction, storage, delivery, conservation, and recharge facilities, groundwater recharge, hydrology, climatology, land usage, and landscape processes. All Member Agencies may agree to participate in the proposed Consulting Services, or only certain Member Agencies may agree to participate in the proposed Consulting Services, depending on the nature of the proposed Consulting Services and available funding. The implementation and funding of Consulting Services shall be subject to the following requirements:
3.1.1 Scope of Work and Budget: The Member Agencies participating in the Consulting Services shall jointly agree in writing on the scope of work and budget for each proposed planning, monitoring, and research activity to be performed by Contractors, and on any amendments to work scopes or budgets for Consulting Services using Contractors that were previously approved by the Member Agencies.
3.1.2 Funding: The Member Agencies participating in the Consulting Services shall share the costs of any agreed upon Consulting Services equally, or in such other proportion as those Member Agencies may agree in writing. Stanislaus County agrees and promises that, for all cost-share obligations under this Agreement, including cost-share for Base Fee and Contingency Services, it shall also be responsible for all cost-share amounts allocable to Tuolumne County.
3.1.3 Execution and Administration of Contracts with Contractors: Any Member Agency that proposes to hire one or more Contractors to perform Consulting Services must obtain the other participating Member Agency, or Member Agencies’ written approval of the proposed contract, scope of work, and budget before hiring the Contractors. The hiring Member Agency will execute the contract(s) for Consulting Services and administer and serve as the project manager of the contract(s). The hiring Member Agency shall obtain the other participating Member Agency or Member Agencies’ advance written approval for any amendment(s), changes in scope, or compensation paid to Contractors under previously approved contracts for Consulting Services. All contract(s) for Consulting Services shall contain language that deems the Contractor(s) to be an #25..
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4 independent contractor of the hiring Member Agency, and not an agent or employee of any other Member Agency to this MOU. Each Member Agency participating in Consulting Services under this MOU shall have the right to review and comment on draft versions of all reports submitted as deliverables by Contractor(s) that were prepared using funding provided in whole or part by that Member Agency. The hiring Member agency shall transmit the draft deliverables or direct the Contractor(s) to transmit the draft deliverables, to the other participating Member Agency or Member Agencies for review and comment. If a reviewing Member Agency does not provide comments on draft deliverables within thirty (30) calendar days from the date of receipt, that Member Agency will be deemed to have approved the content of the draft deliverables. The hiring Member Agency shall transmit final versions of all deliverables to the other Member Agencies providing funding for the Consulting Services.
3.2 Direct Services: Any Member Agency to this MOU may (a) request that another Member Agency provide it with Direct Services, or (b) offer to provide Direct Services to another Member Agency. The Member Agency providing the Direct Services shall prepare, and the Member Agency or Member Agencies receiving the Direct Services shall approve, a Task Order that describes the scope of work, schedule for completion, names and hourly rates of personnel involved, and total estimated budget for the Direct Services to be performed. The Member Agency providing the Direct Services and the Member Agency or Member Agencies receiving the Direct Services will agree in writing on the allocation of costs among the Member Agencies for the Direct Services before the Direct Services are provided.
SECTION 4: GENERAL PROVISIONS
4.1 Fiscal Limitations: This MOU is subject to the budget and fiscal provisions of the Member Agencies’ respective Charters, Financial Policies, and the budget decisions of its Board of Directors, Board of Supervisors, or Council. No funds will be available hereunder until prior written authorization is approved by the respective Member Agencies’ authorized designee(s).
4.2 Guaranteed Maximum Costs. The Member Agencies’ payment obligation to Member Agencies or Contractors cannot at any time exceed the amount approved for the purpose and period stated in such written approval. No Member Agencies are required to honor, any offered or promised payments to other Member Agencies or Contractors under this Agreement in excess of the approved maximum amount without the Member Agencies having first approved the additional promised amount, and the Member Agencies having modified the contractual agreement.
4.3 Invoices: Any Member Agency that has hired Contractor(s) for Consulting Services, and/or is providing Direct Services under Section 4 of this MOU shall invoice the other Member Agencies benefiting from such services for their agreed upon shares of the costs on a monthly basis, unless another arrangement has been agreed upon in writing. Such invoices shall be paid within thirty (30) calendar days of receipt by the Member Agency being charged for such services. All invoices shall set forth in detail the Direct or Consulting Services provided, and the expenses incurred, and shall identify which Member Agency and/or Contractor(s) provided such services.
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5 4.4 Insurance: The Member Agencies’ contract(s) with Contractor(s) for Consulting Services performed shall require all Contractors to maintain in force during the course of the contract insurance in the following amounts and coverages, with insurers satisfactory to the Member Agencies: (i) Commercial General Liability Insurance with limits not less than $1,000,000 each occurrence Combined Single Limit for Bodily Injury and Property Damage, including Contractual Liability, Personal Injury, Products and Completed Operations; and (ii) Automobile Liability Insurance with limits not less than $1,000,000 each occurrence Combined Single Limit for Bodily Injury and Property Damage, including Owned, NonOwned and Hired auto coverage, as applicable. Each policy shall: (i) name the other Member Agency or Member Agencies funding the Consulting Services, and their officers, officials, employees and agents, as additional insureds; (ii) provide that the insurance is primary to any other insurance available to any additional insured, with respect to any claims arising out of this MOU; (iii) provide that it applies separately to each insured against whom claim is made or suit is brought; and (iv) provide for at least thirty (30) days' advance written notice to the Member Agencies of cancellation or modification.
4.4.1 Workers Compensation Insurance for Direct Services: Each Member Agency agrees to maintain in force, during the term of this MOU, Workers' Compensation insurance, in statutory amounts, with Employers' Liability Limits of not less than $1,000,000 each accident. Each Member Agency will provide the other Member Agencies evidence of Workers’ Compensation insurance prior to entering into this MOU. With respect to employees of a particular Member Agency who are performing Direct Services for another Member Agency, the Member agency that is the recipient of the Direct Services shall not be considered a joint employer of any such employees, who shall be solely managed and controlled by the Member Agency providing the Direct Services.
4.5 Indemnification: Member Agencies shall indemnify and hold each respective Member Agency, its officers, employees and agents, harmless from and against any and all liability, loss, expense, attorneys’ fees, or claims for injury or damages (collectively, “Claims”) arising out of the performance of this MOU, but only in proportion to, and to the extent such Claims are caused by or result from the negligent or intentional acts or omissions of Member Agencies, their officers, agents or employees. In the event of concurrent negligence of a Member Agency, its officers, employees and agents, the liability for any and all Claims shall be apportioned under the California theory of comparative negligence as presently established or as may hereafter be modified.
4.6 Third Party Beneficiary Status and Indemnity: All contracts with Contractors for Consulting Services shall (1) contain language granting third party beneficiary status to any Member Agency contributing funds towards the performance of the Consulting Services; and (2) name all Member Agencies funding the Consulting Services as additional indemnitees in any indemnity clause customarily used by the contracting Member Agency in relation to any and all claims for bodily injury or property damage arising out of the negligence or willful misconduct of the Contractor.
4.7 Audit and Inspection of Records: Each Member Agency agrees to maintain and make available to the other Member Agencies, during regular business hours, accurate books and accounting records relating to their activities under this MOU. Each Member Agency will permit any other Member Agency to audit, examine and make excerpts and transcripts from such books and records, and to make audits of all invoices, materials, payrolls, records or personnel and other data related to all other matters covered by this MOU, whether funded in whole or in part under this MOU. Each Member Agency shall maintain such data and records in an accessible location and condition for a period of not fewer than five years after final payment under this MOU or until after final audit has been resolved, whichever is later. #25..
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6 The State of California or any Federal agency having provided grant funds for any work under this MOU shall have the audit and inspection rights as conferred by the grant funding.
Each hiring Member Agency under Section 3.1.3 shall include the same audit and inspection rights and record retention requirements in all Consulting Services contracts.
4.8 Ownership of Results: The Member Agencies shall have joint ownership of the deliverables that are produced under this MOU, including any drawings, plans, specifications, blueprints, studies, reports, memoranda, computation sheets, computer files and media or other documents prepared by the Member Agencies or their Contractors for the purposes of this MOU. To the extent that deliverables are produced under this MOU through Consulting Services that are funded by only two Member agencies, rather than all Member Agencies, the two Member Agencies that have funded those Consulting Services shall have joint ownership of those deliverables.
4.9 Payment of Prevailing Wages: Member Agencies agree to comply with all applicable local, state and federal laws respecting the payment of prevailing wages for Direct Services provided under this MOU and ensure that all contracts for Consulting Services include a requirement for the Contractor to comply with applicable laws regarding the payment of prevailing wages.
4.10 Term: The term of this MOU shall commence once all named parties have executed this MOU and shall remain in effect unless terminated by the mutual written consent of all Parties. Every Member Agency has the ability to withdraw from this MOU upon thirty (30) days written notice. Upon termination of this MOU, or withdrawal of any Member Agency, the Committee shall determine the assets and liabilities of the STRGBA GSA, make every effort to satisfy all obligations within sixty (60) days of the termination of this MOU, or withdrawal of any Member Agency and equitably distribute any remaining fund balance to each Member Agency in proportion to each Member Agency’s Funding Percentage
4.11 Invalidity of Any Term Not to Invalidate Entire Memorandum: In the event that any of the terms, covenants, or conditions of this MOU or the application of any such term, covenant, or condition shall be held invalid as to any Member Agency by any court of competent jurisdiction, all other terms, covenants, or conditions of this MOU and their application shall not be affected thereby, but shall remain in full force and effect unless any such court holds that those provisions are not separable from all other provisions of this MOU.
4.12 Construction of Terms: This MOU is for the sole benefit of the Member Agencies comprising the STRGBA GSA, and shall not be construed as granting rights to, or imposing any obligations on any person or entity other than the Member Agencies.
4.13 Limitation of Liability: The Member Agencies’ obligations under this agreement shall be limited to the payment of the compensation provided for in Section 3.3 of this MOU.
Notwithstanding any other provision of this MOU, in no event shall any Member Agency be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect, or incidental damages, including, but not limited to, lost profits, arising out of or in connection with this agreement or the services performed in connection with this agreement.
4.14 Termination for Convenience: The Member Agencies may each terminate this MOU for convenience and without cause at any time by giving the other Member Agencies at least thirty (30) days prior written notice of such termination. The terminating Member Agency’s written notice shall specify the date on which the termination shall become effective. In the event of termination, each Member Agency shall not be obligated to perform any further #25..
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7 activities described in this MOU except as specified in this Section 4.14. In the event of termination, each Member Agency remains obligated to pay for its share of any Consulting or Direct Services performed by Contractors or employees of a Member Agency for which the terminating Member Agency has previously agreed in writing to share costs pursuant to this MOU up to the effective termination date; and all Contractors and the Member Agencies shall be required to complete any Consulting or Direct Services previously funded by the Member Agencies to their satisfaction. In no event will any Member Agency be liable for Consulting Services costs incurred by Contractors or Direct Services costs incurred by a Member Agency under this MOU after the effective termination date.
4.15 Amendment: The Member Agencies may agree to modify the terms of this MOU by written agreement authorized by the governing boards of the Member Agencies.
4.16 Dispute Resolution: The Member Agencies shall make good faith efforts to resolve disputes or disagreements arising from this MOU. If a dispute or disagreement arises, the Member Agencies shall meet and confer within ten (10) calendar days of receiving written notification from a Member Agency describing the dispute and shall thereafter schedule and participate in further meetings, if appropriate, in an effort to resolve the dispute or disagreement.
4.17 Governing Law: This MOU is made under and shall be governed by the laws of the State of California.
4.18 Counterparts: This MOU may be executed in one or more counterparts, each of which shall be deemed to be an original, and all of which together shall constitute one and the same agreement.
In WITNESS WHEREOF, the Member Agencies have executed this Memorandum of Understanding by their duly authorized representatives as of the day and year indicated on the first page of this MOU.
[Signatures on Following Page]
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