1 “ATTACHMENT 1”
MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF PACIFICA AND THE COUNTY OF SAN MATEO FOR THE IMPLEMENTATION OF A SENATE BILL (SB) 1383 COMPLIANT
PROCUREMENT PROGRAM
THIS MEMORANDUM OF UNDERSTANDING (MOU), entered into on this 23rd day of February 2026, by and between the County of San Mateo, hereinafter called "the County" and the City of Pacifica, hereinafter called "the Jurisdiction"; W I T N E S S E T H:
WHEREAS, the State of California enacted Senate Bill (SB) 1383 (Chapter 395, Statutes of 2016), which required the California Department of Resources Recycling and Recovery (CalRecycle) to adopt regulations to reduce organic waste disposal by 75 percent by 2025; and WHEREAS, the SB 1383 regulations (Title 14, Division 7, Chapter 12, Article 12 of the California Code of Regulations) require jurisdictions to procure recovered organic waste products (ROWPs) to meet annual targets set by CalRecycle; and WHEREAS, in 2021, the Jurisdiction, the County, and the San Mateo Resource Conservation District (RCD) launched a program to comply with SB 1383 requirements (Program), which between 2021 and 2024 procured and applied 21,000 tons of cost-reduced compost for local farms and rangelands, contributing to countywide procurement targets; and WHEREAS, the Program will conclude in 2026 unless a new agreement is established; and
WHEREAS, all parties have recognized the value of continuing the Program to support SB 1383 compliance, leverage prior CalRecycle SB 1383 Local Assistance Grant investments and advance progress toward procurement targets; and
WHEREAS, the Jurisdiction shall determine its annual funding contribution to the Program and shall receive procurement credit in proportion to its contribution; and WHEREAS, the County has agreed to administer the Program on the Jurisdiction’s behalf to reduce collective staff time, duplicative administrative burdens and costs in exchange for an administrative fee; and
WHEREAS, the Jurisdiction will remain ultimately responsible for meeting its annual ROWP procurement targets.
2 NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES HERETO AS FOLLOWS:
1. Services to be Performed by the County
A. Program Administration
a. The County shall serve as Program administrator, overseeing the agreement with the RCD to ensure coordination and successful implementation of the Program, in accordance with SB 1383 requirements. In this role, the County shall provide contract management, fiscal oversight, and coordination with participating jurisdictions.
b. The County shall serve as the direct service provider and allocate procurement credits in proportion to the Jurisdiction’s contribution to the Program. c. The County shall execute an intergovernmental agreement with the RCD by February 28, 2026, to implement the Program and shall maintain the agreement for the duration of this MOU.
B. Program Funding
a. The County shall invoice the Jurisdiction for an initial contribution, set by the Jurisdiction, for an amount not to exceed $74,714.15, by February 28, 2026. The initial contribution will fund the Program for calendar year 2026. Invoices may be issued after this date or divided into multiple billings if necessary to align with the Jurisdiction’s fiscal schedule. Of the total invoiced amount, the County will retain between 2% and 4% of the total amount to offset staff time costs required to administer the Program. The County will track all administrative costs associated with the Program and will furnish data to the Jurisdiction justifying the final administrative rate that will be retained. The rate will not exceed 4% in the first year of implementation. The percentage of funding retained for County administrative costs will be adjusted in future years based on the total staff time required to administer this Program.
b. The County shall provide a Program Authorization Letter Template to the Jurisdiction, by September 1, 2026, and annually thereafter, for use in authorizing its continued participation in the Program for the next calendar year. In this letter, the Jurisdiction shall specify its total contribution, the anticipated tons of ROWP credit to be received, and the percent of its contribution that the County will retain to offset Program administration costs. The letter shall be signed by an employee of the Jurisdiction who is authorized to commit and disburse funding to the Program.
3 c. The County shall invoice the Jurisdiction for its contribution to the Program as defined in the Authorization Letter no later than January 30, 2027, and annually thereafter. If no authorization letter is provided for a given calendar year, the County shall not invoice the Jurisdiction.
d. The County shall carry forward any unspent Program contribution for the Jurisdiction’s future use in the Program.
e. Upon termination of this MOU, the County shall return any unspent contributions to the Jurisdiction within sixty (60) days.
C. Recordkeeping & Reporting
a. The County shall provide the Jurisdiction with access to an online database containing all information related to Program activities, in compliance with SB 1383 recordkeeping and reporting requirements. The database shall clearly identify the ROWP procurement completed by the County on the Jurisdiction’s behalf under this MOU.
b. The County shall provide the Jurisdiction with the information necessary to report procurement activities in its Electronic Annual Report (EAR) to CalRecycle. This information shall be provided no later than June 1 of each year. c. The County shall provide the Jurisdiction with written status reports twice per year on all Program activities.
D. Additional Work
a. With written approval, the County may invoice the Jurisdiction for supplemental contributions to the Program, to increase the Jurisdiction’s procurement credit.
Such approval shall specify the total funding amount and the portion allocated to Program activities and County administrative costs. Jurisdictions are not obliged to support additional work. A Jurisdiction choosing not to support additional work shall not be grounds for terminating this MOU. The Jurisdiction is not guaranteed any benefit from additional work for which it does not contribute. b. With written approval, the County may invoice the Jurisdiction for contributions to additional projects or agreements undertaken on the Jurisdiction’s behalf to increase procurement credit or reduce the Jurisdiction’s procurement target set by CalRecycle. Such approval shall specify the total funding amount and the portion allocated to Program activities and County administrative costs.
2. Tasks to be Completed by the Jurisdiction
A. The Jurisdiction shall pay in full all invoices submitted by the County within forty-five (45) days of receipt.
4 B. The Jurisdiction shall provide the Authorization Letter to the County by November 1, 2026, and annually thereafter, to authorize its continued participation in the Program for the upcoming calendar year. The letter shall specify the total contribution, the anticipated tons of ROWP credit to be received, and the percentage of its contribution that the County will retain to offset Program administration costs.
C. The Jurisdiction may authorize participation in the Program for one (1) year or for multiple consecutive calendar years, with mutual agreement from the County. A multiyear authorization shall specify the total annual contribution amount for each year covered and shall remain subject to annual adjustment of the County’s administrative cost percentage. The Jurisdiction may revise or rescind its authorization for any future year by providing written notice to the County no later than November 1 preceding the year for which the change is requested.
D. The Jurisdiction shall be responsible for completing and submitting its EAR to CalRecycle, reporting the information provided by the County.
E. The Jurisdiction shall pay any additional invoices it has approved in writing, within fortyfive (45) days of receipt, for supplemental contributions to the Program or for additional projects and agreements undertaken by the County on the Jurisdiction’s behalf.
3. Consideration
This MOU enables the continuation of the collaborative Program, jointly developed by the Jurisdiction, County, and RCD since 2021. By participating in this MOU, the Jurisdiction avoids the administrative and financial burden of creating and managing a separate contract or Program and allocating staff time, allowing the County on behalf of all the cities in San Mateo County to leverage economies of scale to reduce countywide SB 1383 procurement compliance costs.
In return, the Jurisdiction contributes funding to the Program and receives procurement credit in proportion to its contribution. This Program advances shared countywide goals by strengthening local food system resiliency, improving soil health, reducing climate impacts, and supporting long-term economic and environmental benefits across San Mateo County.
4. Relationship of Parties
It is expressly understood that this is an agreement between independent entities, the County and the Jurisdiction, and that no individual agency, employee, partnership, joint venture, or other relationship is established by this MOU. The intent of both the County and the Jurisdiction is to create an independent collaborative relationship.
5. Hold Harmless
A. It is agreed that the County shall defend, hold harmless, and indemnify Jurisdiction and its officers, employees, agents, and servants from any and all claims, suits, or actions of every 5 name, kind, and description brought by a third party which arise out of the terms and conditions of this MOU and which result from the acts or omissions of the County and/or its officers, employees, agents, and servants.
B. It is agreed that Jurisdiction shall defend, save, hold harmless, and indemnify the County and its officers, employees, agents, and servants from any and all claims, suits, or actions of every name, kind, and description brought by a third party which arise out of the terms and conditions of this MOU and which result from the acts or omissions of Jurisdiction and/or their respective officers, employees, agents and servants.
C. County shall defend, hold harmless, and indemnify Jurisdiction from and against any and all claims for wages, salaries, benefits, taxes, and all other withholdings and charges payable to, or in respect to, County’s representatives for services provided under this MOU.
D. Jurisdiction shall defend, hold harmless, and indemnify County from and against any and all claims for wages, salaries, benefits, taxes, and all other withholdings and charges payable to, or in respect to, Jurisdiction’s representatives for services provided under this MOU.
E. The duty of each party to defend, hold harmless, and indemnify the other as set forth herein shall include the duty to defend as set forth in Section 2778 of the California Civil Code.
F. In the event of concurrent negligence (or intentional/reckless acts) of Jurisdiction and/or their respective officers and employees, on the one hand, and the County and/or its officers, employees, agents, and servants, on the other hand, then the liability for any and all claims for injuries or damage to persons and/or property which arise out of the terms and conditions of this MOU shall be apportioned according to the California theory of comparative fault.
6. Amendment of MOU and Merger Clause
This MOU constitutes the sole MOU of the parties hereto and correctly states the rights, duties, and obligations of each party as of this document's date. In the event that any term, condition, provision, requirement or specification set forth in the body of this MOU conflicts with or is inconsistent with any term, condition, provision, requirement, or specification in any exhibit and/or attachment to this MOU, the provisions of this body of the MOU shall prevail. Any prior MOU, promises, negotiations, or representations between the parties not expressly stated in this document are not binding. Either party may request a modification to this MOU at any time. All subsequent modifications shall be in writing and will become effective when signed by all parties.
7. Records
The County shall maintain and preserve all records relating to this MOU in its possession and those of any third-party performing work related to this MOU for a period of five (5) years from the termination of this MOU.
8. Assignability
6 The County shall have the right to assign this MOU or any portion thereof to a third party or subcontract with a third party to perform any work required under this MOU. The County shall notify the Jurisdiction of any assignments made in advance.
9. Notices
Any written notice, request, demand, or other communication required or permitted hereunder shall be deemed to be properly given when deposited with the United States Postal Service, postage prepaid, or when transmitted by email communication, addressed:
In the case of the County, to:
Jasneet W. Sharma, Director
County of San Mateo Sustainability Department
455 County Center, 4th Floor
Redwood City, CA 94063
Email: [email protected]
In the case of the City of Pacifica, to:
Melissa Tigbao, DPW Director
170 Santa Maria Avenue
Pacifica, CA 94404
Email: [email protected]
10. Controlling Law and Venue
The validity of this MOU, the interpretation of its terms and conditions, and the performance of the parties hereto shall be governed by the laws of the State of California. Any action brought to enforce this MOU must be brought in the Superior Court of California in and for the County of San Mateo.
11. Term and Termination
Subject to compliance with the terms and conditions of the MOU, the term of this MOU shall commence on January 31, 2026, and shall be renewed, with written approval by the Jurisdiction, annually under the same terms and conditions. This MOU may be terminated without cause by the Jurisdiction or the County at any time upon thirty (30) days prior written notice to the other party.
12. Electronic Signatures
Both County and the Jurisdiction wish to permit this MOU and future documents relating to this MOU to be digitally signed in accordance with California law and County’s Electronic Signature Administrative Memo. Any party to this MOU may revoke such agreement to permit electronic signatures at any time in relation to all future documents by providing notice pursuant to this Agreement.
13. Authority
7 The parties warrant that the signatories to the MOU have the authority to bind their respective entities.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hands.
COUNTY OF SAN MATEO
By: ____________________________ Date: __________________________ Jasneet W. Sharma
Director, Sustainability Department
CITY OF PACIFICA
By: ____________________________ Date: ____________________________ Kevin Woodhouse
City Manager