THIRD AMENDMENT TO THE MEMORANDUM OF UNDERSTANDING
BETWEEN THE LOS ANGELES GATEWAY REGION INTEGRATED REGIONAL
WATER MANAGEMENT JOINT POWERS AUTHORITY AND
THE CITIES OF BELL, BELL GARDENS, COMMERCE, CUDAHY, HUNTINGTON PARK,
MAYWOOD, VERNON, AND THE LOS ANGELES COUNTY FLOOD CONTROL
DISTRICT
TO
EXTEND THE MOU’S TERM IN ORDER TO UPDATE AND CONTINUE
IMPLEMENTING A WATERSHED MANAGEMENT PROGRAM (“WMP”) AND COORDINATED INTEGRATED MONITORING PROGRAM (“CIMP”) AS REQUIRED BY
THE REGIONAL WATER QUALITY CONTROL BOARD, LOS ANGELES REGION,
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM (NDPES) PERMIT FOR MUNICIPAL SEPARATE STORM SEWER SYSTEM (MS4) DISCHARGES WITHIN THE COASTAL WATERSHEDS OF LOS ANGELES AND VENTURA COUNTIES, ORDER NO.
R4-2021-0105 (“MS4 PERMIT”)
This THIRD AMENDMENT to the memorandum of understanding (“MOU”) is made and entered into as of the date of the last signature set forth below, by and between the Los Angeles Gateway Region Integrated Regional Water Management Joint Powers Authority (“GWMA”), a California Joint Powers Authority, and the Cities of Bell, Bell Gardens, Commerce, Cudahy, Huntington Park, Maywood, Vernon (“Cities”), and the Los Angeles Flood Control District (“LACFCD”):
Recitals. This THIRD AMENDMENT is made with the respect to the following facts and purposes:
A. For the purposes of this Third Amendment, the term “Watershed Permittees” shall mean the Cities of Bell, Bell Gardens, Commerce, Cudahy, Huntington Park, Maywood, Vernon, and the Los Angeles County Flood Control District; and
B. The Watershed Permittees and GWMA are collectively referred to as the “PARTIES”; and
C. On August 19, 2013, the PARTIES entered into a Memorandum of Understanding for Administration and Cost Sharing to Prepare a Watershed Management Program (“WMP”) and Coordinated Integrated Monitoring Program (“CIMP”), collectively the “Plans,” as required by the Regional Water Quality Control Board, Los Angeles Region, National Pollutant Discharge Elimination System Municipal Separate Storm Sewer System Permit, Order No. R4-2012-0175, as amended (“MOU”); and
D. The Watershed Permittees prepared and submitted the Plans to the Regional Board in compliance with certain elements of the MS4 Permit; and E. On November 17, 2014, the PARTIES entered into a First Amendment to the MOU to: (1) add implementation of the Plans to the scope and purpose of the MOU; and (2) -2-
provide a separate cost-share formula for the implementation of the Plans, subject to annual budget approval, in accordance with each PARTY’S cost share allocation; and F. The GWMA, on behalf of the Parties, has hired a consultant, CWE Engineering (“Consultant”), to implement the Plans for the benefit of the Parties; and G. On April 9, 2020, the PARTIES entered into a Second Amendment to the MOU in order to extend the MOU’s term to December 31, 2024; and H. On July 23, 2021, the Los Agngeles Regional Water Quality Control Board approved a new MS4 Permit, which continues the WMP and CIMP permit compliance options; and
I. The PARTIES wish to again extend the MOU’s term in order to maintain their existing beneficial relationship and cooperatively implement the Plans to comply with the MS4 Permit requirements with the support of GWMA’s Consultant, including the process of updating the WMP and CIMP through adaptive management, and to update the financial terms of the MOU.
Agreement. The PARTIES agree that the following provisions of the MOU shall be amended as follows:
1. The term “MS4 Permit” shall hereafter refer to the “National Pollutant Discharge Elimination System (NPDES) Permit for Municipal Separate Storm Sewer System (MS4) Discharges Within the Coastal Watersheds of Los Angeles and Ventura,” Los Angeles Regional Water Quality Control Board Order No. R4-2021-0105, NPDES Permit No. CAS004004.
2. Section 6 of the MOU entitled “Term” is hereby amended to read as follows:
“Section 6. Term. This MOU shall remain and continue in effect until December 31, 2027, unless sooner terminated as provided herein.”
3. Section 9 of the MOU entitled “Financial Terms” is hereby amended to read as follows:
“Section 9. Financial Terms.
a) Each Watershed Permittee shall pay its Proportional Costs as provided in Exhibit A for Consultant and any other related expenses to which the PARTIES may agree in writing.
b) Each Watershed Permittee shall also pay its proportional share of GWMA’s staff time for retaining Consultant and invoicing the Watershed Permittees, audit expenses and other overhead costs, including reasonable legal fees (“MOU Costs”) incurred by GWMA in the performance of its duties under this MOU.
The MOU Costs added by GWMA to each invoice submitted to each Watershed Permittee shall be a percentage based on the following formulas:
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i. GWMA Members: If the Watershed Permittee is a GWMA Member, then the MOU Costs do not include the GWMA’s estimated indirect, overhead costs, which GWMA Members absorb as part of their annual membership dues. The rate charged to GWMA Members in order to recover the MOU Costs will range between zero percent (0%) and five percent (5%) of the Watershed Permittee’s Proportional Costs. On an annual basis the GWMA will evaluate the percentage rate charged to GWMA Members to ensure it adequately recovers the GWMA’s cost of performing its duties under this MOU. Based on this review, the GWMA Board will establish the rate charged to recover the MOU Costs for the next fiscal year. The GWMA will provide the Representative fifteen (15) days’ written notice prior to July 1st of the fiscal year in which a new rate will take effect.
ii. Non-GWMA Members. If the Watershed Permittee is not a GWMA Member (currently LACFCD), then the MOU Costs will also include the GWMA’s estimated indirect, overhead costs. In order to recover direct MOU Costs, the rate charged to Non-GWMA Members will range between five percent (5%) and ten percent (10%) of theWatershed Permittee’s Proportional Costs and the rate charged to recover indirect MOU Costs will range between two percent (2%) and five percent (5%) of the Watershed Permittee’s Proportional Costs.
On an annual basis the GWMA will evaluate the percentage rates charged to Non-GWMA Members to ensure they adequately recovers the GWMA’s cost of performing its duties under this MOU. Based on this review, the GWMA Board may increase or decrease the rates charged to recover the MOU Costs, including both direct and indirect costs, for the next fiscal year. The GWMA will provide the Representative fifteen (15) days’ written notice prior to July 1st of the fiscal year in which a new rate will take effect. c) GWMA shall submit an invoice to each Watershed Permittee reflecting each Watershed Permittee’s estimated Proportional Costs of the Consultant’s services through the following June 30th. Prior to releasing payment to Consultant, GWMA shall submit a copy of the Consultant’s invoices to the Representative for approval by the LAR UR 2 Sub Watershed Committee. The decision regarding whether to pay the invoice shall be communicated to the GWMA by the Representative.
d) Upon receiving an invoice from GWMA, each Watershed Permittee shall pay its Proportional Costs set forth in that invoice to the GWMA within forty-five days (45) days of receipt.
e) By March 15th of each year, the Representative shall submit to GWMA a recommended budget for the following fiscal year. GWMA shall consider the recommendation and adopt a budget by June 30th inclusive of the Representative’s recommendation. GWMA will send each Watershed Permittee no later than June 30th of each year an invoice representing the Watershed Permittee’s Proportional Costs of the adopted budget. GWMA shall not expend funds in excess of each -4-
annual budgeted amount without prior notification to and approval by the Representative.
f) Each Watershed Permittee shall review its recommended Proportional Costs for the upcoming fiscal year in a timely manner for inclusion in its next budget cycle or exercise the withdrawal and termination clause as specified in Section 13.a of the MOU.
g) A Watershed Permittee will be delinquent if the invoiced payment is within the budgeted amounts or the amounts authorized by the Group and such invoiced payment is not received by the GWMA within forty-five (45) days after the GWMA first sent the invoice. The GWMA will follow the procedure listed below, or such other procedure that the Group directs to effectuate payment: 1) verbally contact the official of the Watershed Permittee with copies to each other Watershed Permittee to the person and at the address to which notices should be addressed pursuant to Section 14 of the MOU, and 2) submit a formal letter from the GWMA Executive Officer to the Watershed Permittee. If payment is not received within sixty (60) days following the due date, the GWMA may terminate the MOU unless the City Managers/Administrators of the Watershed Permittees in good standing inform the GWMA in writing that their respective Watershed Permittees agree to adjust their Proportional Cost allocations in accordance with the Cost Share Formula in Exhibit A. The terminated Watershed Permittee shall remain obligated to GWMA for its delinquent payments and any other obligations incurred prior to the date of termination.
h) GWMA shall suspend all work being performed by the Consultant if any Watershed Permittee has not paid its invoice within forty five (45) days after the GWMA first sent the invoice unless the City Managers/Administrators of the other Watershed Permittees inform the GWMA in writing that their respective Watershed Permittees will pay the delinquent Watershed Permittee’s costs once the MOU with the delinquent Watershed Permittee has been terminated. i) Any delinquent payments by a Watershed Permittee shall accrue compound interest at the then-current rate of interest in the Local Agency Investment Fund, calculated from the first date of delinquency until the payment is made. j) Funds remaining in the possession of the GWMA at the end of the term of this MOU, or at the termination of this MOU, whichever occurs earlier, shall be promptly returned to the then remaining Watershed Permittees in accordance with the Cost Share Formula in Exhibit A.
k) The PARTIES agree that if any other entity decides to cost share any element of the WMP or CIMP, GWMA will enter into a separate MOU with that entity and will reduce the Watershed Permittees’ future invoice amount(s) accordingly.” -5-
4. Except for the changes specifically set forth herein, all other terms and conditions of the MOU, First Amendment, and Second Amendment shall remain in full force and effect.
IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: _____________________ LOS ANGELES GATEWAY REGION
INTEGRATED REGIONAL WATER
MANAGEMENT JOINT POWERS AUTHORITY
_______________________________________
Adriana Figueroa
GWMA Chair
APPRVED AS TO FORM
_________________________________
Nicholas R. Ghirelli
Legal Counsel
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF BELL
Mr. Michael L. Antwine II
City Manager
6330 Pine Avenue
Bell, CA 90201
______________________________________
Michael L. Antwine II, City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF BELL GARDENS
Mr. Michael B. O'Kelly
City Manager
7100 Garfield Avenue
Bell Gardens, CA 90201
______________________________________
Michael B. O'Kelly, City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF COMMERCE
____________________
City Manager
2535 Commerce Way
Commerce, CA 90040
_______________________________________
City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF CUDAHY
Mr. Alfonso Noyola
City Manager
5220 Santa Ana Street
Cudahy, CA 90201
__________________________________________
Alfonso Noyola, City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF HUNTINGTON PARK
Mr. Ricardo Reyes
City Manager
6550 Miles Avenue
Huntington Park, CA 90255
______________________________________
Ricardo Reyes, City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ______________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF MAYWOOD
Ms. Jennifer E. Vasquez
City Manager
4319 East Slauson Avenue
Maywood, CA 90270
______________________________________
Jennifer E. Vasquez, City Manager
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ City Clerk City Attorney
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IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ CITY OF VERNON
Mr. Daniel Calleros
Interim City Administrator
4305 Santa Fe Avenue
Vernon, CA 90058
__________________________________________
Daniel Calleros, Interim City Administrator
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ Yonnie Parker, Deputy City Clerk Zaynah N. Moussa, City Attorney -13-
IN WITNESS WHEREOF, the Parties hereto have caused this THIRD AMENDMENT to be executed on their behalf, respectively, as follows:
DATE: ____________________ LOS ANGELES COUNTY FLOOD
CONTROL DISTRICT
Mr. Mark Pestrella
Director
900 S. Fremont Avenue
Alhambra, CA 91803
__________________________________________
Mark Pestrella, Director
ATTEST: APPROVED AS TO FORM:
____________________________ ______________________________________ ____________________________ ______________________________________ County Clerk County Counsel