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HomeMy WebLinkAbout2023-07-11 - AGENDA REPORTS - NPDESP MOA CONTRAgenda Item: 10 1. CITY OF SANTA CLARITA AGENDA REPORT CONSENT CALENDAR 14) CITY MANAGER APPROVAL: ' DATE: July 11, 2023 SUBJECT: MODIFICATION OF MEMORANDUM OF AGREEMENT WITH LOS ANGELES COUNTY AND MODIFICATION OF CONTRACTS WITH LARRY WALKER ASSOCIATES AND TETRA TECH INC DEPARTMENT: Neighborhood Services PRESENTER: Darin Seegmiller RECOMMENDED ACTION City Council: Amend Memorandum of Agreement with Los Angeles County and the Los Angeles County Flood Control District. 2. Amend the existing contract with Larry Walker Associates to increase scope of work due to increased National Pollutant Discharge Elimination System Permit requirements and authorize an expenditure authority increase in the amount of $15,000 for a total contract amount not to exceed $642,594. 3. Amend the existing contract with Tetra Tech Inc. to increase the scope of work due to the increased National Pollutant Discharge Elimination System Permit requirements and implement the Comprehensive Human Waste Source Reduction Strategy, and authorize an expenditure authority increase in the amount of $401,996 for a total contract amount not to exceed $1,312,991. 4. Authorize the City Manager or designee to execute all contracts and associated documents, subject to City Attorney approval. BACKGROUND On October 13, 2020, the City Council approved a five-year Memorandum of Agreement (MOA), and cost sharing between the City of Santa Clarita (City), Los Angeles County (County), and the Los Angeles County Flood Control District (Flood Control District) to develop and implement the Coordinated Integrated Monitoring Program (CIMP) and Enhanced Page 1 Packet Pg. 157 Watershed Management Plan/Watershed Management Program (EWMP/WMP). These documents are required for compliance with the Municipal Stormwater National Pollutant Discharge Elimination System Permit (NPDES Permit). After a competitive process, the City Council awarded two, three-year contracts with up to two one-year extensions on June 22, 2021. One contract is for water quality monitoring to Tetra Tech Inc. (Tetra Tech) in the amount of $910,993. The second contract is for NPDES Permit compliance and reporting to Larry Walker Associates in an amount of $627,594. Although the City administers the contracts related to this program, it is only responsible for 39 percent of the associated costs. The remaining 61 percent is the responsibility of Los Angeles County. This item for City Council consideration is a request to amend the existing MOA between the City, County, and Flood Control District, in addition to the related contracts with Tetra Tech and Larry Walker Associates. Walker Associates The Los Angeles Regional Water Quality Control Board approved a new NPDES Permit that became effective on September 11, 2021. This new version of the NPDES Permit doubled the reporting requirements that are the subject of the MOA. The requirement to increase reporting was not known prior to approval of the current MOA. These changes doubled reporting frequency and increased data collection and analyses that are performed with the Larry Walker Associates contract. A proposal from Larry Walker Associates for the increased scope is attached. Tetra Tech The new version of the NPDES Permit also required new monitoring obligations and changed the way water quality monitoring is used to determine compliance. These changes have resulted in more stringent reporting, water quality requirements, and source investigations. The changes require increased water quality investigations that are performed with the Tetra Tech contract. The City and County have made considerable progress in dry weather water quality from the storm drain system. However, there have been difficulties in addressing intermittent, dry -weather sources of bacteria. In order to address this concern, the new NPDES Permit requires a revised approach, focused on targeted and aggressive source identification and removal of dry weather flows. This approach requires amending the Tetra Tech contract to include a Comprehensive Human Waste Source Reduction Strategy (CHWSRS). The CHWSRS is a study and abatement program to identify high risk human sources of bacteria and abate them if found. This effort will start with assessing the drainage area to MTD 1510 (drainage map attached) to identify and abate human sources of contamination that pose the greatest risk to water quality. It will be important to investigate additional drainage areas as a result of the more stringent bacteria requirements. Examples of abatement actions that could be identified and implemented through the CHWSRS may include enforcement or removal of leaking septic tanks; repair or replacement of leaking sewer pipes by the Sewer Maintenance District; or addressing encampments of persons experiencing homelessness near the monitoring Page 2 Packet Pg. 158 '1D station. A proposal from Tetra Tech for the increased scope is attached. Staff proposes to amend the Tetra Tech contract to implement CHWSRS, the Larry Walker Associates contract to address reporting and data collection, and MOA amendments to address these issues. ALTERNATIVE ACTION Other action as determined by the City Council. FISCAL IMPACT With the requested amendments referenced in the recommended action, there will be adequate funds in the existing budget appropriations. ATTACHMENTS MTD 1510 Drainage Map Tetra Tech CHWSRS SOW Amendment LWA SOW Amendment USCR MOA Amendment, TSO and Scope (available in the City Clerk's Reading File) USCR MOA Amendment, TSO and Scope- Redline (available in the City Clerk's Reading File) Page 3 Packet Pg. 159 C-- a, IRV O r.,,. .. !•' 1.. 'c�w"�!f' 6 , t' •CD 25 - . - 1 D+7 .39 •.p .: , CL „ 91 �' �, e s � ,y '�M t C2•. .t, „O41511 rt CL a� -� 1�� H't✓'�F. MTD T51.0 ...� i b ry \ O O O 8 ., O O .e v �✓ r F Ai ���yeq��• Q oT i QOs , 1` rt 1 e 9 4�., � • is �_ �'.. /� �a '.. � �� a ��'. ♦ ' j o61, Q "oo O PD O Op O Q A N d ,Y v I � 6Z91. Od o f 7� o , , y , O V• o f t '~k a t' A ti I �O 'r •�� /M vfl r ��' £tI} ' , n Duel I I • • F. ,. j/R 4 ��{ •8q-l+'f ..4 �rl ' r` ��f' >.A 1e♦ } .� / ii..it'� D m 3 n q � su a 5 s Jo 10• n o o m m < not su ,< su (n m 5 f°n r' ' �• ,n i._ ; d a 6 9� �` y 021 '< �trr •�f!� - t M. .�� lD �� >3sy7 2 o a m ,o. .. o M m v� � Ro °- o O o v � � v. su 3 � � ffi v = W n �. (n 1!t• '� N '�*5.. ,`i �` .� ` O. Vr•1 r t� '. ' �;,�* � • � 1 s " ,as @ s\ v5 l ° y � - �4vE `- .;R.�o ,�` o CD e Attachment: MTD 1510 Drainage Map (MOA AND CONTRACT AMENDMENTS FOR COORDINATED INTEGRATED MONITORING PROGRAM) 1� 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work Scope of Work for CHWSRS Work Plan Development and Investigation Implementation The Upper Santa Clara River (USCR) Watershed Management Group (WMG) has faced multiple challenges achieving recreational water quality standards in the USCR and wasteload allocations within the Santa Clara River Bacteria TMDL (Bacteria TMDL). To support existing efforts conducted under the USCR Watershed Management Plan (WMP) and better protect public health and support recreational beneficial use goals, the USCR WMG began developing a Comprehensive Human Waste Source Reduction Strategy (CHWSRS) Work Plan (Plan) in 2021. The CHWSRS approach leverages recent advancements in the use of human markers and other diagnostic tools, as well as an enhanced focus on targeted source control efforts, to protect recreational beneficial uses and make progress towards compliance with associated water quality standards and Bacteria TMDL requirements. Strategy planning began in 2021 with an initial prioritization and revised WMP language to set the stage for a more effective pathway to improved public health through a reduction in high -risk human pathogen sources. CHWSRS control measures conducted in parallel with implementation of the WMP will support USCR Bacteria TMDL compliance and long-term WMP goals through an adaptive management process that incorporates significant advances in the state of the science. Ongoing regulatory conversations within the region and the development of implementation approaches such as CHWSRS by the USCR WMG provide support for policies that implement more effective source control efforts. Completing the CHWSRS Work Plan on an accelerated timeline in 2023 will also support regulatory discussions with the Los Angeles Regional Water Quality Control Board on the Bacteria TMDL compliance schedule. The goal of CHWSRS is to support the WMG better align implementation actions with the goal of reducing pathogen health risk to recreators. The scope herein will build upon the preliminary catchment prioritization conducted in 2021 to develop a final CHWSRS Work Plan and initiate dry weather human waste source investigations (HWSIs) in Reach 6. This will be accomplished through the tasks outlined below. TASK 1: PROJECT MANAGEMENT Tetra Tech will follow established project management protocols and maintain regular communication with the City. The task includes project initiation, scheduling, monthly invoicing, and progress reports, coordination with the City, and other administrative tasks for the duration of this project. Mr. Tim Tringali will collaborate with Mr. Clint Boschen and Ms. Shannon Quigley -Raymond to provide progress updates and attend monthly virtual coordination meetings. An initial kickoff meeting will be held with the City to discuss the project schedule, coordination requirements, draft Work Plan outline, and project objectives. Deliverables: • Monthly invoices and progress updates • Kickoff call and monthly meetings a TETRA TECH 1 02/27/2023 Packet Pg. 161 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work TASK 2: CHWSRS WORK PLAN The USCR CHWSRS Work Plan will prioritize identifying and abating high -risk human sources of pathogens to support the focus on bacteria as a water quality priority for the USCR WMG. Tetra Tech will leverage the annotated draft CHWSRS Work Plan outline developed in 2021 (included as Appendix A) and discussion during the kickoff call to further develop and finalize the plan. The CHWSRS Work Plan will focus only on Reach 6 and emphasize dry weather source identification and abatement activities. Tetra Tech will incorporate additional data and complete refinements needed to develop the Work Plan. Additional data from water quality monitoring conducted between July 2021 and December 2022 will be incorporated into the prioritization. In addition, refinements to the MS4 catchments and network based on feedback on the initial prioritization will be completed to develop the final Reach 6 prioritization and identify the prioritized catchments for HWSIs. Tetra Tech will also develop an ESRI ArcGIS Online map to accompany the Work Plan and provide easy access and navigation of the available data and layers. The GIS layers in the ArcGIS Online map will include MS4 network, major outfalls, inlets, water quality monitoring sites, and catchments. Following the data additions and refined prioritization, Tetra Tech will develop a draft CHWSRS Work Plan. Following WMG review, Tetra Tech will incorporate requested updates and edits from the draft in the final Work Plan. Along with the clean final version, Tetra Tech will submit a track changes version with responses to comments in the document. During the finalization of the Work Plan, a Sampling Analysis Plan (SAP) and Quality Assurance Project Plan (QAPP) will be developed for the program. The overall source investigation approach will include a range of traditional and non-traditional pathogen health risk indicators available to aggressively and effectively track and identify human waste sources of pathogens. Physical, bacterial, viral, and/or chemical markers may be used to support source identification efforts, and will be selected based on available knowledge for the areas of concern. Deliverables: • Draft Work Plan • ESRI ArcGIS Online Reach 6 Catchment Maps • Final Work Plan • Draft SAP/QAPP • Final SAP/QAPP TASK 3: MEETING AND REGULATORY SUPPORT During the investigation phase of the project, the WMG will be regularly informed of the status of the HWSI for each AOI by way of updates at monthly WMG CIMP meetings or separate meetings. Validated data will be summarized within a standard series of tables and charts and distributed to the WMG via the monthly meetings. It is assumed that up to eight meetings will be supported by Tetra Tech in the first year. On an as -needed basis, Tetra Tech will provide the City support for discussions or responses to comments related to Bacteria TMDL compliance strategies. Tetra Tech will prepare presentations and provide content related to the HWSI progress, high -risk based approach to bacteria and participate in up to two Regional Board meetings on the CHWSRS Work Plan or Bacteria TMDL. Deliverables: • LA Regional Board regulatory engagement, comment, and meeting support • Up to eight presentations at monthly meetings TASK 4: HUMAN WASTE SOURCE INVESTIGATIONS Tetra Tech will initiate HWSIs following the framework outlined in the CHWSRS Work Plan and will investigate up to three dry weather AOIs. To begin, Tetra Tech will prepare a template reporting form (AOI Reporting Form) for each of a TETRA TECH 2 02/27/2023 Packet Pg. 162 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work the three targeted AOIs that will document existing information relevant to the AOI, support additional stakeholder information requests needed to inform planning for each HWSI, and provide a summary of the monitoring plan. The form will also be used for documenting the iterative progress of each AOI HWSI as field and laboratory data are generated. From the information compiled, any needed modifications to the catchment delineations will be completed and AOI- specific monitoring plans will be finalized by Tetra Tech. The AOI monitoring plan will be documented in a simple and streamlined way within the AOI Reporting Form to facilitate easy communication with the City and WMG regarding the status of and approach to each HWSI. It is anticipated that up to three iterations of this plan will be needed for each AOI to generally reflect the following phases of the investigation: Receiving Water, Outfall, and Catchment Level 1. In addition, the maps developed as part of the CHWSRS Work Plan will be customized with AOI monitoring plan details in ESRI ArcGIS Online. An ESRI Field Maps form will be developed for data collection via the mobile app as part of the investigation. Data collected using the field form will include the status of flow at outfalls and connectivity of any outfall flow to downstream receiving waters. Following the finalization of the AOI-specific monitoring plan, Tetra Tech will prepare a LACFCD Access Permit application as necessary and submit the corresponding permit fees to support the HWSI receiving water, outfall and catchment phases for the three AOIs. Tetra Tech will then proceed with phased (i.e., receiving water, outfall, and catchment) implementation, relying on the CHWSRS Work Plan -specified Action Levels to guide risk -based decision - making about subsequent steps of the HWSI. Tetra Tech has established a preliminary set of assumptions regarding the number of sample sites, monitoring events, HF183 analytical batches, and HF183 sample analysis rate for each individual phase of the HWSI. These assumptions are documented in Table 1. Monitoring activities for the Receiving Water, Outfall, and Catchment Levels are included in the Scope of Work. Due to the iterative nature of source investigations and the fact that the outcome of monitoring associated with each phase of the HWSI is unknown at this time, the assumptions documented in Table 1 will be closely monitored, and should changes be anticipated, Tetra Tech will provide recommended adjustments. Table 1. HWSI AOI Assumptions' *r v� �vcnw is is v v v - # of HF183 Batches 2 2 2 2 Notes: 1 Paired sampling for E. coli and HF183 will occur at all locations, with all E. coli samples analyzed. 2 75% of E. coli samples meet the USCR CHWSRS Work Plan trigger to analyze the paired HF183 samples 3 65% of E. coli samples meet the USCR CHWSRS Work Plan trigger to analyze the paired HF183 samples 4 Catchment Investigation levels 2-4 are not included in scope and fee. E. coli and HF183 samples will be analyzed by contracted accredited analytical laboratories in accordance with specifications defined in the SAP/QAPP. Upon receipt of analytical laboratory results, Tetra Tech will review the results for completeness and consistency with the Data Quality Objectives specified in the SAP/QAPP. Tetra Tech will coordinate with the laboratories regarding any data quality concerns. Tetra Tech will populate the AOI Reporting Forms with a brief Interim Data Summary upon completing the Receiving Water, Outfall, and Catchment Level 1 Phases for each HWSI (nine total). It is assumed that additional summaries will not be needed in subsequent catchment level phases based on decisions made in earlier phases with respect to the monitoring results and to allow for timely progression of catchment level investigations. A final data summary will be provided via the AOI Reporting Form after the completion of each HWSIs with laboratory reports and data files in CEDEN-compatible format. a TETRA TECH 3 02/27/2023 Packet Pg. 163 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work Assumptions • Modifications to the catchment delineations will require minor adjustments rather than intensive large-scale changes. • One catchment investigation will require permitted confined space entry for sampling. • The permit to access Los Angeles County Flood Control District (LACFCD) assets can be used for the investigations, and no other access permits are required. • See Table 1 for HWSI sample analysis and site assumptions. • Tetra Tech will rent a -80C freezer for 1 year to store the HF183 filters after 1-year, unanalyzed filters will be discarded or transferred to a location of the City's choice (i.e., alternate laboratory). Deliverables • LACFCD Permit Application • AOI Report Form Template • Field Maps App • Interim Data Summaries for each AOI (receiving water, outfall and catchment level 1) • Final Data Summary for each AOI aTETRA TECH In 02/27/2023 Packet Pg. 164 Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy The schedule is summarized in Table 2 below and is based on months from NTP. 1 2 2 3 3 4 4 4 Table 2. CHWSRS Work Plan and Investigation Implementation Schedule Project Management CHWSRS Work Plan Meeting and Regulatory Support Human Waste Source Investigations 10.b Scope of Work Invoice and Progress Monthly Report Draft Work Plan 3 Months from NTP Final Work Plan 4 Months from NTP Draft SAP/QAPP 4 Months from NTP Final SAP/QAPP 5 Months from NTP As needed, 16 months Meeting slides from NTP Talking points, comment As needed, 16 months responses from NTP LACFCD Access Permit As applicable, 6 months Application from NTP Investigations (3 AOIs) 16 months from NTP Final Status Summaries 16 months from NTP aTETRA TECH 5 1 /30/2023 Packet Pg. 165 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work Tetra Tech proposes to complete the work on a Time and Materials basis and will invoice monthly according to Tetra Tech standard invoicing periods. M Charge Manager Sr. rg Sci-W ' Sta = TdW Lb. Efft Once _®® SUBGONSULTdNTS TnN � Sb Qd MM o • omo®oo®m®®®���� W O a_ H z w 0 z Cw C a U z O U z a a O 5. TETRA TECH 6 1 /30/2023 Packet Pg. 166 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy DRAFT OUTLINE Executive Summary Table of Contents List of Figures List of Tables Appendices List of Acronyms and Abbreviations 1.0 Introduction 1.1. Purpose • Discuss project purpose, goals, and desired outcomes • Brief, big picture- human waste 1.2. Regulatory/Scientific Background • SCR Bacteria TMDL • Existing MS4 Permit 1.3. Relationship to the USCR WMP/CIMP • Recent WIMP Update o Bacteria Priority 1 (highest priority) o New MS4 Permit 1.4. Progress/Work to Date • Weekly bacteria sampling at Reach 6 and its two paired outfalls • CIMP monitoring 1.5. Document Organization • Brief summary and table summarizing how the work plan is organized Scope of Work 2.0 Comprehensive Human Waste Source Reduction Strategy Steps 2.1. Monitoring and Assessment Framework • Overview and Flow Chart • Emphasize the following themes: o Receiving water monitoring, followed by upstream investigations (as needed) to identify/abate sources o Prioritize areas with greatest REC use/risk o Prioritize dry weather investigations to focus resources. Also, identify areas that would benefit from near -term wet weather investigations o Initial use for Catchment Prioritization and then adapt as necessary over time to refine the prioritization and better target Source ID and abatement efforts based on data collected, scientific advancements, regulatory updates, etc. • Introduce conceptual site model/graphics depicting differences between dry and wet weather sources and transport, and how that informs dry and wet weather investigation and abatement • Introduce Catchment Prioritization approach o Graphic that communicates the steps and individual components of the scoring. Discuss rationale for the key components selected and how they're integrated (source composite scores, matrix plots, and other factors) o Discuss process for delineating catchments and data used o Include table or writeup that briefly summarizes the major human sources considered (sewer exfil, encampments, etc.), why they are important (utilize WIMP language, Bacteria TMDL etc.), data used, current assumptions/limitations, and scoring methods 3.0 REC-1 Receiving Water Quality Condition Assessment N TETRA TECH CHWSRS SOW Appendix A Packet Pg. 167 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Scope of Work Summarize Current Dry and Wet Weather Conditions o Data analysis methods. Discuss parameters/data period used, analysis methods o Summarize results. Reference CIMP annual report adaptive management language Describe how the results were used in Catchment Prioritization. Include example maps to show how we linked the receiving water results to catchments to assess connectivity and potential impacts. Reference 303(d)/TMDL segments and overlay on maps SCR Bacteria TMDL Describe data gaps and refinements that can be used to support future prioritization and source identification/abatement efforts 4.0 Upstream Water Quality Condition Assessment • Summarize Dry and Wet Weather Conditions • Include paired FIB/HF183 data analysis methods/results. Describe how the results were used in Catchment Prioritization. Include example maps to show how we linked the Reach/Outfall results to catchments to assess connectivity and potential impacts. Reference 303(d)/TMDL segments and overlay on maps o SCR Bacteria TMDL Describe data gaps and refinements that can be used to support future prioritization and source tracking/abatement efforts 5.0 Catchment Prioritization 5.1. Preliminary Catchment Prioritization Results • Discuss changes based on adjustment factors • WMA map that shows catchment prioritization rankings (considering dry and wet weather separately) 6.0 Source Identification Monitoring 6.1. Human Waste Source Investigation Overview • AOI Characterization • Stakeholder Coordination • Additional Data/Source Inventory • Monitoring Strategy o Toolbox o Sites o Timing • Outcomes 7.0 Source Abatement 7.1. Enforcement and Source Abatement Actions • Brief overview of key programs/strategies • Include summary table 7.2. Outcomes 8.0 Performance Monitoring 8.1. Phase 3 • Source Inventory Updates • Monitoring Activities • HWSI Coordination and Investigation Close Out • Outcomes 9.0 Work Plan Adaptation Process • Allow for flexibility to adapt to changing conditions, resource allocation, progress, potential future refinements due to regulatory/compliance pathway updates, etc. • WMP and RAA updates. Discuss potential use of new indicators and compliance methods in the future depending on regulatory decision -making. N TETRA TECH CHWSRS SOW Appendix A Packet Pg. 168 10.b Upper Santa Clara River Comprehensive Human Waste Source Reduction Strategy Progress Tracking and Verification (Performance Monitoring) o Verification steps and collaboration needs o Align with monitoring recommendations and Alternative Indicators o Better incorporation of "risk" in the future to help streamline efforts 10.0 Reporting 10.1. Work Plan 10.2. Progress Updates Per Investigation 10.3. Annual Reporting and CEDEN EDDs o Adaptive Management, every 2 years as part of the annual reporting 10.4. Monthly Bacteria TMDL Reports o Weekly sampling 11.0 Continued Work References Scope of Work N TETRA TECH CHWSRS SOW Appendix A Packet Pg. 169 LV�l� February 16, 2023 LARRY WALKER ASSOCIATES Heather Merenda City of Santa Clarita Environmental Services Division 23920 Valencia Blvd. Santa Clarita, CA 92355 hmerenda@santa-clarita.com 720 Wilshire Blvd Suite 204 Santa Monica, CA 90401 Subject: Augment Request to Support Additional Reporting Requirements Dear Ms. Merenda: 310.394.1036 10.0 infc@lwa.com Iwa.com The Los Angeles Regional Water Quality Control Board (Regional Board) has recently updated guidance on how to complete Section 1.4, Water Body Pollutant Combination (WBPC) compliance analysis for the Watershed Management Program (WMP) Progress Report. This new guidance increased the complexity of the analysis compared to the previous response methodology. To effectively respond to this change, Larry Walker Associates (LWA) is requesting an additional $15,000 be added to the original budget applied over the remaining period of the contract titled Professional Services Agreement Between the City of Santa Clarita and Larry Walker Associates for Coordinated Integrated Monitoring Plan Implementation and Update dated June 22, 2021. The additional budget will give LWA sufficient resources for the added complexity and hours that are now needed to complete this analysis in line with the updated Regional Board guidance through the end of the contract on June 30, 2024. This augment will be added to Task 003, Reporting, as indicated in the table below. On approval, the budget amounts, budget remaining, and % spent for each task will be updated and reflected on the following monthly invoice. Task Number Task Name Task Budget (6/22/2021) Additional Task Budget (2/16/23) Updated Budget 001 Program Management $63, 825 - $63, 825 002 Source ID Additional Monitoring $35,030 - $35,030 003 Reporting $172,850 $15,000 $187,850 004 Updating Program $55,889 - $55,889 005 Special Studies $300,000 - $300,000 Total $627,594 $15,000 $642,594 Please feel free to contact me at (949) 235-4621 should you have any questions. Cordially, David Vilas Senior Scientist Packet Pg. 170 MEMORANDUM OF AGREEMENT BETWEEN THE COUNTY OF LOS ANGELES, THE LOS ANGELES COUNTY FLOOD CONTROL DISTRICT, AND THE CITY OF SANTA CLARITA REGARDING THE ADMINISTRATION AND COST SHARING FOR IMPLEMENTING THE COORDINATED INTEGRATED MONITORING PROGRAM, UPDATING THE ENHANCED WATERSHED MANAGEMENT PROGRAM, AND NECESSARY REPORTS FOR THE UPPER SANTA CLARA RIVER WATERSHED This Memorandum of Agreement (MOA), is made and entered into as of the date of the last signature set forth below by and between the LOS ANGELES COUNTY FLOOD CONTROL DISTRICT (LACFCD), a body corporate and politic, the COUNTY OF LOS ANGELES (COUNTY), a political subdivision of the State of California, and the CITY OF SANTA CLARITA (CITY), a municipal corporation. Collectively, these entities shall be known herein as PARTIES or individually as PARTY. WITNESSETH WHEREAS, the Regional Water Quality Control Board, Los Angeles Region (REGIONAL BOARD) adopted National Pollutant Discharge Elimination System (NPDES) Municipal Separate Storm Sewer System Permit Order No. R4-2012-0175 (MS4 Permit) on November 8, 2012; and WHEREAS, the MS4 Permit became effective on December 28, 2012, and requires that the LACFCD, the COUNTY, and 84 of the 88 cities (excluding Avalon, Long Beach, Palmdale, and Lancaster) within Los Angeles County comply with the prescribed elements of the MS4 Permit; and WHEREAS, the REGIONAL BOARD will be adopting a new NPDES MS4 Permit anticipated in late 2020 that will continue to have compliance requirements; and WHEREAS, the MS4 Permit identified the PARTIES as MS4 Permittees that are responsible for compliance with the MS4 Permit requirements pertaining to the Upper Santa Clara River (USCR) Watershed Management Area; and WHEREAS, the PARTIES entered into a memorandum of understanding on August 19, 2013 to collaborate in the development of the Enhanced Watershed Management Program (EWMP) and Coordinated Integrated Monitoring Program (CIMP) for the USCR Watershed; and WHEREAS, the CIMP was submitted to the REGIONAL BOARD by the PARTIES on June 27, 2014, approved on June 4, 2015, and revised in 2017; and WHEREAS, the EWMP was submitted to the REGIONAL BOARD by the PARTIES on June 25, 2015, revised on January 4, 2016, and approved on April 7, 2016; and 1 WHEREAS, the MS4 Permit requires the PARTIES to submit an updated EWMP with an updated reasonable assurance analysis (RAA) by June 30, 2021; and WHEREAS, the PARTIES propose to hire a consultant (CONSULTANT) as set forth in Section 6(a) below, to implement certain requirements of the CIMP, EWMP, and MS4 Permit, which for purposes of this MOA, may include, but not limited to, conducting water quality monitoring, data analysis, preparation of reports, special studies, adaptive management, RAA, revisions to the EWMP, CIMP, and other program components outlined in each respective plan, report and/or study, and any necessary revisions in compliance with the MS4 Permit; and WHEREAS, the PARTIES have agreed to cooperatively share and fully fund the estimated costs of implementing certain requirements of the CIMP, EWMP and MS4 Permit and the preparation of reports, special studies, adaptive management, RAA, revisions to the EWMP, CIMP, and other program components outlined in each respective plan, report and/or study (collectively but not limited to herein as PROGRAM) as set forth in Exhibit A, which is attached and made part of this MOA; and WHEREAS, the PARTIES agree that each will assume full and independent responsibility for ensuring its own compliance with the MS4 Permit requirements despite collaboration on the implementation of the PROGRAM. WHEREAS, the PARTIES have determined that hiring a CONSULTANT to implement the PROGRAM will be beneficial to the PARTIES, and they have agreed to contribute funds to the CITY, who will act as a Project Administrator on behalf of the PARTIES to contract with the CONSULTANT to implement certain requirements of the PROGRAM; and WHEREAS, the PARTIES will collaboratively prepare a Scope of Work (SOW) and Request for Proposal (RFP) for a CONSULTANT to assist the PARTIES with implementing the PROGRAM, as specified in the SOW, which is incorporated into this MOA by reference; and WHEREAS, the PARTIES have agreed that the total cost for implementing the PROGRAM shall not exceed three million, ninety-seven thousand, seven hundred ten ($3,097,710), which includes a five percent (5%) project administration cost, a three percent (3%) annual inflationary increase or applicable consumer price index, and a ten percent (10%) contingency; and WHEREAS, the costs of optional special studies identified in the SOW, as shown in Exhibit A of this MOA, are currently not included in the cost allocation, but will be considered for possible implementation by all PARTIES, and addressed through an amendment to this MOA as necessary; and 2 WHEREAS, other entities subject to their own NPDES Permit and/or named as responsible PARTIES in any of the Total Maximum Daily Loads (TMDLs) for waterbodies in USCR Watershed may participate in applicable portions of the CIMP by amendment to this MOA, with the concurrence of the PARTIES; WHEREAS, the CITY will act on behalf of the PARTIES as Project Administrator of the Professional Services Agreement(s) with CONSULTANTS for the implementation of the PROGRAM, as specified in Section 6(a); and WHEREAS, the PARTIES entered into a Memorandum of Understanding (MOU) on June 21, 2018 regarding the administration and cost sharing for implementing the CIMP and necessary reports for the USCR and that MOU is set to expire on June 30, 2020; and NOW, THEREFORE, in consideration of the mutual benefits to be derived by the PARTIES, and of the promises contained in this MOA, the PARTIES agree as follows: Section 1. Recitals. The recitals set forth above are incorporated into this MOA. Section 2. Purpose. The purpose of this MOA is to cooperatively fund the implementation of the PROGRAM for the USCR Watershed Area, and to coordinate the payment and performance of the monitoring and reporting services. Section 3. Cooperation. The PARTIES shall fully cooperate with one another to attain the purposes of this MOA. Section 4. Voluntary. This MOA is voluntarily entered into for the implementation of certain requirements of the PROGRAM. Section 5. Term. This MOA shall become effective on the last date of execution by a PARTY or July 1, 2020, whichever is sooner, and shall remain in effect for five (5) years. Upon written approval of all PARTIES, the term of this MOA may be extended, as needed, for the term of the anticipated 2020 NPDES MS4 Permit. Section 6. City of Santa Clarita Responsibilities. The CITY agrees: a. Consultant Services. To select a CONSULTANT for implementation of the PROGRAM, and to administer the professional services agreement(s) with the CONSULTANT in accordance with the SOW and RFP, and any subsequent changes to the PROGRAM as agreed upon by the PARTIES and approved by the REGIONAL BOARD. Such professional services agreement(s) include, but are not limited to, preparation of reports, additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, adaptive management, RAA, any necessary revisions to the program components outlined in the EWMP and CIMP and/or conducting other collaborative activities for the purpose of complying with the PROGRAM. The CITY will be compensated for the administration of the CONSULTANT contract at a rate of five percent (5 %) of each PARTY'S cost share as described in Table 1 of Exhibit A. The CITY will comply with all procurement requirements applicable to said selection. b. Access to LACFCD Facilities. To direct the CONSULTANT(s) to obtain any necessary permits from LACFCD for access to and construction within LACFCD storm drains, channels, catch basins, and similar properties (FACILITIES). The CITY or the CONSULTANT(s) shall provide a written notice to the LACFCD 72 hours in advance of entry to the FACILITIES. c. Report. To oversee the preparation and submittal of the reports to the REGIONAL BOARD as described in the PROGRAM and Scopes of Work and distribute copies of the reports to the PARTIES prior to submittal to the REGIONAL BOARD for review and comment. The CITY will ensure the PARTIES receive an electronic copy of the draft and completed reports from the CONSULTANT, and ensure all reports are submitted prior to their respective deadlines. In addition, the CITY will submit to the PARTIES the data used to prepare the reports. This data will be transmitted electronically in a format that contains the table structure and syntax agreed upon by the PARTIES, e.g., California Environmental Data Exchange Network format. d. Invoice. To invoice the PARTIES in amounts not exceeding the invoice amounts shown in Table 3 of Exhibit A. The annual payments for the period of July 1 through June 30 will be invoiced no later than April of the corresponding fiscal year, except for the first invoice, which will be issued upon the execution of this MOA by all PARTIES. At the end of each monitoring year, any unused funds will be rolled over and used towards future years of PROGRAM implementation. e. Expenditure. To utilize the funds deposited by the PARTIES only for the administration of the CONSULTANT professional services agreement(s) and the implementation of the PROGRAM and necessary reports. The CITY will provide an accounting of funds expended and remaining within 90 days after the end of each monitoring year. f. Contingency. The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 of Exhibit A and obtain written approval of such expenditures from all PARTIES. Upon approval, the PARTIES agree to reimburse the CITY for their proportional share of these additional expenditures at an amount not to exceed 10 percent of the original cost estimate as shown in Table 3 of Exhibit A. This 10 percent contingency will not be invoiced, unless actual expenditures exceed the original cost estimate. Expenditures that exceed the 10 percent contingency will require an amendment to this MOU. g. Termination. To provide an accounting upon termination of this MOA within 90 days of said termination. At the completion of the accounting, the CITY shall return 4 any unused portion of all funds deposited with the CITY within 180 days of said termination in accordance with the cost allocation formulas set forth in Table 2 of Exhibit A. Subject to agreement by the CITY, any funds which are to be reimbursed to a PARTY may be reimbursed through credits towards future invoices and agreements, if requested in writing by that PARTY. h. Permit. To make a full -faith effort to work with the PARTIES and their CONSULTANTS to obtain all necessary permits for installation of permanent infrastructure or modifications to monitoring sites, and subsequent access during monitoring events and maintenance. Permits required for construction or installation of structures in a PARTY'S right of way may incur fees for review, inspection, etc. Currently the Upper Santa Clara River is not required to install permanent water quality infrastructure for monitoring locations. Funding for such efforts will be appropriated at a future date, if necessary. Section 7. Los Angeles County Flood Control District Responsibilities. The LACFCD agrees: a. LACFCD Mass Emissions Station (MES) Monitoring. To provide monitoring data from the existing MES owned and operated by the LACFCD. Data shall be limited to water column chemistry and aquatic toxicity, or any additional monitoring required by the PROGRAM. Available information for the MES will be provided to the City as needed to complete the required reporting. b. Access to LACFCD Facilities. To assist the CITY and CONSULTANT(S) in obtaining any necessary permits from LACFCD for access to and construction within LACFCD storm drains, channels, catch basins, and similar properties (FACILITIES) and to grant access to the PARTIES and their CONSULTANTS to achieve the purposes of this MOA, provided the PARTIES and their CONSULTANTS obtain a permit and provide written notice to the LACFCD 72 hours in advance of entry to the FACILITIES. Permits for construction or installation of structures within LACFCD right of way will incur fees to cover the cost of review, inspection, etc., by LACFCD. c. Report. To submit the MES data to the CITY or its CONSULTANT to be incorporated and submitted to the REGIONAL BOARD as described in the Program. This data will be transmitted electronically in a format that contains the table structure and syntax agreed upon by the PARTIES, e.g., the latest Stormwater Monitoring Coalition Standard Data Transfer Format, or California Environmental Data Exchange Network format. Section 8. The PARTIES further agree: a. Payment. To fund the cost of the implementation of certain requirements of the PROGRAM, and to pay the CITY for their proportional share of the estimated cost 5 for the implementation, and project administration not exceeding the amounts as shown in Table 3 of Exhibit A, within sixty (60) days of receipt of the invoice from the CITY. The cost estimates presented in Exhibit A have been agreed upon by the PARTIES and are subject to changes in the PROGRAM pursuant to new REGIONAL BOARD requirements and/or unforeseen challenges in the field. Any such changes proposed to the PARTIES' proportional share are subject to funding appropriation and will require written agreement of the PARTIES. b. Documentation. To make a full -faith effort to cooperate with one another to achieve the purposes of this MOA by providing all requested information and documentation in their possession and available for release to the CITY and its CONSULTANT, that is deemed necessary by the PARTIES to implement certain requirements of the PROGRAM. c. Implementation. To assist with the preparation of the Annual Report as directly related to the PROGRAM. Any requirements not agreed upon by the PARTIES to be implemented by CONSULTANTS are the responsibility of individual agencies. d. Access. Each PARTY will allow reasonable access and entry by the PARTIES and their CONSULTANTS, on an as needed basis during the term of this MOA, to each PARTY'S FACILITIES to achieve the purposes of this MOA, provided, however, that prior to entering any of the PARTY'S FACILITIES, the PARTIES and their CONSULTANTS shall provide written notice 72 hours in advance of entry from the applicable PARTY. The PARTIES agree that the CIMP Lead shall have the authority to obtain access permits, on behalf of all PARTIES, for the use of the right of way of the Los Angeles County Flood Control District as necessary for the implementation of the PROGRAM. e. Permit. Each PARTY will make a full -faith effort to work with the PARTIES and their CONSULTANTS to obtain all necessary permits for installation of permanent infrastructure and monitoring equipment, or modifications to the monitoring sites, and subsequent access during monitoring events and maintenance, within each PARTY'S jurisdiction. f. Additional Participants. The PARTIES agree that if any other entity wishes to participate and cost share any element of the PROGRAM, an amendment to the MOU will be drafted and will include an updated Table 3 based on updated cost share formula contained in Table 2 of Exhibit A of this MOU and will be effective upon execution of all the parties. g. Additional Studies. The PARTIES agree that additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, preparing grant applications (applicable to COUNTY and CITY only), any necessary revisions to the PROGRAM, and/or conducting other collaborative activities for the purpose of complying with the MS4 Permit may be funded by the PARTIES subject to the terms of this MOA, provided that there are available excess contract funds or contingency funds available to fund these activities. Prior to the performance of any such activities, all PARTIES must provide written approval of the activities and a revised Exhibit A showing cost -share amounts to each PARTY. The PARTIES agree to implement the Comprehensive Human Waste Source Reduction Strategy (CHWSRS) with CONSULTANT to support compliance with the MS4 Permit. The expense will be paid for by line item of Exhibit A "Variable Costs: Monitoring. Source ID - Additional Monitoring" and the 10% contingency budget. ii. The PARTIES agree to support conceptual design, design and construction of infrastructure required to comply with the Total Maximum Daily Load for E. coli in the Los Angeles County section of the Santa Clara River watershed. This includes infrastructure required to meet the final dry weather waste load allocation in Reach 6. Exhibit A has been revised to reflect this change. iii. The PARTIES agree to pay California Stormwater Quality Association (CASQA) regional membership dues, starting at $9,900 and allowing for increases as CASQA determines each year going forward. The expense will be paid for by line item of Exhibit A "Fixed Costs. CIMP Update - Other New Requirements Analysis" and the 10% contingency budget. h. All PARTIES agree to assist CITY with all activities set forth in Section 7(g). All PARTIES will be held responsible for reporting necessary information related to their respective portions of the PROGRAM, or any documents related to additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, and the preparation of grant applications. Section 9. Indemnification. a. Each PARTY shall indemnify, defend, and hold harmless each other PARTY, including its special districts, elected and appointed officers, employees, agents, attorneys, and designated volunteers from and against any and all liability, including, but not limited to demands, claims, actions, fees, costs, and expenses (including reasonable attorney's and expert witness fees), arising from or connected with, and in relative proportion to, its own negligence or willful misconduct under this MOA; provided, however, that no PARTY shall indemnify another PARTY for said other PARTY'S own negligence or willful misconduct. b. If any of PARTY pays in excess of its pro rata share in satisfaction of any liability arising out of the implementation of the PROGRAM, such PARTY shall be entitled to contribution from each of the other PARTIES; provided, however, that the right of contribution is limited to the amount paid in excess of the PARTY's pro rata share and provided further that no PARTY may be compelled to make contribution beyond its own pro rata share of the entire liability; and provided that no PARTY shall indemnify another PARTY for that PARTY'S own negligence or willful misconduct. c. The PARTIES agree that any liability borne by or imposed upon any PARTY or PARTIES hereto as a result of this MOU that is not caused by or attributable to the negligence or willful misconduct of any PARTY shall be fully borne by all the PARTIES in accordance with their pro rata cost share, as set forth in CIMP MOU. d. To the maximum extent permitted by law, the CITY shall require the Consultant(s) retained pursuant to this MOA to agree to indemnify, defend, and hold harmless each PARTY, its special districts, elected and appointed officers, employees, attorneys, agents, and designated volunteers from and against any and all liability, including but not limited to demands, claims, actions, fees, costs, and expenses (including attorney and expert fees), arising from or connected with the CONSULTANT's performance of its agreement with the CITY. In addition, the CITY shall require the CONSULTANT(s) to carry, maintain, and keep in full force and effect an insurance policy or policies, and each PARTY, its elected and appointed officers, employees, attorneys, agents and designated volunteers shall be named as additional insureds on the policy(ies) with respect to liabilities arising out of the CONSULTANT's work. These requirements will also apply to any subcontractors hired by the CONSULTANT(s). Section 10. Termination and Withdrawal. a. Termination. This MOA may be terminated upon the express written agreement of all PARTIES. If this MOA is terminated, then all PARTIES must agree on the date of termination, tasks to be completed prior to termination, payment of invoices due at the time of termination, and equitable redistribution of remaining funds deposited, if there are any. In the event of termination, each PARTY shall also be responsible for the payment of its own fines, penalties or costs incurred as a result of the non-performance of the PROGRAM. Completed work shall be owned by the PARTY or PARTIES who fund the completion of such work. Rights to uncompleted work by the CONSULTANT still under contract will be held by the PARTY or PARTIES who fund the completion of such work. b. Withdrawal. Any PARTY may withdraw from this MOA for any reason, in whole or part, by giving the other PARTIES and the REGIONAL BOARD thirty (30) days written notice thereof. A withdrawn PARTY shall remain wholly responsible for its share of the agreed upon implementation costs of the PROGRAM for the extent of the effective term of this MOA. c. Delinquent Party. The CITY shall notify in writing all PARTIES within fourteen (14) days of any PARTY failing to cure an alleged default in compliance with the terms 0 or conditions of this MOA. The non -delinquent PARTIES will determine the next course of action. d. If a PARTY fails to comply with any of the terms or conditions of this MOA, then that PARTY shall forfeit its rights to work completed through this MOA, but no such forfeiture shall occur unless and until the defaulting PARTY has first been given notice of its default and a reasonable opportunity to cure the alleged default. Section 11. General Provisions. a. Notices. Any notices, bills, invoices, or reports relating to this MOA, and any request, demand, statement, or other communication required or permitted hereunder shall be in writing and shall be delivered to the representatives of the PARTIES at the addresses set forth in Exhibit B attached hereto and incorporated herein by reference. The PARTIES shall promptly notify each other of any change of contact information, including personnel changes, provided in Exhibit B within 30 days of such change. Written notice shall include notice delivered via e-mail or fax. A notice shall be deemed to have been received on (a) the date of delivery, if delivered by hand during regular business hours, or by confirmed facsimile or by e-mail; or (b) on the third (3) business day following mailing by registered or certified mail (return receipt requested) to the addresses set forth in Exhibit B. b. Administration. For the purposes of this MOA, the PARTIES hereby designate as their respective PARTY representatives the persons named in Exhibit B. The designated PARTY representatives, or their respective designees, shall administer the terms and conditions of this MOA on behalf of their respective PARTY. Each of the persons signing below on behalf of a PARTY represents and warrants that he or she is authorized to sign this MOA on behalf of such PARTY. c. Relationship of the Parties. The PARTIES are, and shall remain at all times as to each other, wholly independent entities. No PARTY to this MOA shall have power to incur any debt, obligation, or liability on behalf of any other PARTY unless expressly provided to the contrary by this MOA. No employee, agent, or officer of a PARTY shall be deemed for any purpose whatsoever to be an agent, employee, or officer of another PARTY. d. Binding Effect. This MOA shall be binding upon, and shall be to the benefit of the respective successors, heirs, and assigns of each PARTY; provided, however, no PARTY may assign its respective rights or obligations under this MOA without the prior written consent of the other PARTIES. e. Amendment. The terms and provisions of this MOA may not be amended, modified, or waived, except by an instrument in writing signed by all non -delinquent PARTIES. For purposes of this subsection, a PARTY shall be considered delinquent if that PARTY fails to timely pay an invoice as required by Section 10(c), or withdraws pursuant to Section 10(b). Law to Govern. This MOA is governed by, interpreted under, construed and enforced in accordance with the laws of the State of California. g. No Presumption in Drafting. The PARTIES to this Agreement agree that the general rule that an Agreement is to be interpreted against the PARTY drafting it, or causing it to be prepared shall not apply. h. Severability. If any provision of this MOA shall be determined by any court to be invalid, illegal, or unenforceable to any extent, then the remainder of this MOA shall not be affected, and this MOA shall be construed as if the invalid, illegal, or unenforceable provision had never been contained in this MOA. Entire Agreement. This MOA constitutes the entire agreement of the PARTIES with respect to the subject matter hereof. Waiver. Waiver by any PARTY to this MOA of any term, condition, or covenant of this MOA shall not constitute a waiver of any other term, condition, or covenant. Waiver by any PARTY to any breach of the provisions of this MOA shall not constitute a waiver of any other provision, nor a waiver of any subsequent breach or violation of any provision of this MOA. k. Counterparts. This MOA may be executed in any number of counterparts, each of which shall be an original, but all of which taken together shall constitute one and the same instrument, provided, however, that such counterparts shall have been delivered to all PARTIES to this MOA. All PARTIES have been represented by counsel in the preparation and negotiation of this MOU. Accordingly, this MOA shall be construed according to its fair language. Any ambiguities shall be resolved in a collaborative manner by the PARTIES and shall be rectified by amending this MOA as described in Section 11(e). IN WITNESS WHEREOF, the PARTIES hereto have caused this MOA to be executed by their duly authorized representatives and affixed as of the date of signature of the PARTIES: 10 COUNTY OF LOS ANGELES MARK P. PESTRELLA Director of Public Works APPROVED AS TO FORM: MARY C. WICKHAM County Counsel :r Deputy Date Date 11 LOS ANGELES COUNTY FLOOD CONTROL DISTRICT MARK P. PESTRELLA Chief Engineer APPROVED AS TO FORM: MARY C. WICKHAM County Counsel LIM Deputy Date Date 12 CITY OF SANTA CLARITA Im Kenneth W. Striplin City Manager APPROVED AS TO CONTENT: Darren Hernandez Deputy City Manager APPROVED AS TO FORM: Joseph M. Montes City Attorney Date 13 EXHIBIT A Upper Santa Clara River Watershed CIMP-EWMP Table 1 Total Estimated MOA Costs 2020-21 2021-22 2022-23 2023-24 2024-25 5 Years Deliverables Estimated Estimated Estimated Estimated Estimated Estimated COSt3 COSt4 COSt4 COSt4 COSt4 Cost Variable Costs' Monitoring .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Program Management .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... $50,000 $50,000 $50,000 $50,000 $50,000 $250,000 Dry Weather Monitoring .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... $30,000 $30,000 $30,000 $30,000 $30,000 $150,000 Wet Weather Monitoring $100,000 $100,000 $100,000 $100,000 $100,000 $500,000 Source ID Additional $25,000 $25,000 $25,000 $25,000 $25,000 $125,000 Monitoring Reporting $70,000 $70,000 $70,000 $70,000 $70,000 $350,000 .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... QAPP, Health and Safety $20,000 $3,000 $3,000 $3,000 $3,000 $32,000 Plan .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Laboratory Analysis .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... $30,000 $30,000 $30,000 $30,000 $30,000 $150,000 Toxicity (Potential) .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... $125,000 $25,000 $25,000 $25,000 $25,000 $225,000 Monitoring Subtotal $450,000 $333,000 $333,000 $333,000 $333,000 $1,782,000 Fixed CostS2 Project Management $50,000 ............................................................................................................................................................................................................................................................................................................................................................................................... $50,000 $100,000 Update Work Plan $150,000 $150,000 CIMP Update - ............................................................................................................................................................................................................................................................................................................................................................................................... Review/Assess Monitoring $15,000 $50,000 $65,000 Sites CIMP Update - Review ............................................................................................................................................................................................................................................................................................................................................................................................... $15,000 $15,000 Adaptive Management CIMP Update - Other ............................................................................................................................................................................................................................................................................................................................................................................................... New Requirements $25,000 $25,000 Analysis CIMP Update - Draft Doc, ............................................................................................................................................................................................................................................................................................................................................................................................... $45,000 $45,000 Public Process, Final Doc ............................................................................................................................................................................................................................................................................................................................................................................................... EWMP Update -data $25,000 $25,000 review/WBPC EWMP Update - existing ............................................................................................................................................................................................................................................................................................................................................................................................... $75,000 $75,000 and new BMP assessment ............................................................................................................................................................................................................................................................................................................................................................................................... EWMP Update - RAA $150,000 $150,000 WMMS/SUSTAIN EWMP Update - Cost $50,000 $50,000 Estimate/Schedule ............................................................................................................................................................................................................................................................................................................................................................................................... EWMP Update - Draft Doc, Public Process, Final $50,000 $50,000 $100,000 $200,000 Doc .............................................................................................................................................................................................................................................................................................................................................................................................. Data, Meetings & Reports Subtotal $200,000 $500,000 $50,000 $150,000 $0 $900,000 14 Deliverables 2020-21 Estimated COSt3 2021-22 Estimated COSt4 2022-23 Estimated COSt4 2023-24 Estimated COSt4 2024-25 Estimated COSt4 5 Years Estimated Cost Subtotal $650,000 $833,000 $383,000 $483,000 $333,000 $2,682,000 Project Administration (5%) $32,500 $41,650 $19,150 $24,150 $16,650 $134,100 Annual Cost ........................................................................................................................................................................................................................................................................................................................................................................................................ $682,500 $927,150 $349,650 $507150 . $349,650 $2,816,100 Contingency (10%)5 $281,610 Total MOU Cost $3,097,710 1 —Variable costs are subject to reconciliation if actual expenditures are less than estimated. 2 — Fixed costs are not subject to reconciliation. 3 — Includes substantiated costs incurred by the CITY for implementing certain requirements of the CIMP and MS4 Permit prior to execution of this MOA 4 — Estimated cost partly based on previous year costs plus 3% annual inflationary increase 5 — The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 and obtain written approval of such expenditures from all PARTIES 15 Table 2 Cost Share Amount by Party and Percent Land Use Party Acres Percent 2020-21 2021-22 2022-23 2023-24 2024-25 Term of Area Total County of 76,066 63% $406,178 $520,532 $239,332 $301,821 $208,088 $1,675,951 Los Angeles ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ City of Santa 45,357 37% $242,197 $310,385 $142,710 $179,971 $124,080 $999,344 Clarita ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ LACFCD N/A N/A $34,125 $43,733 $20,108 $25,358 $17,483 $140,805 5% Total 121,423 100% $682,500 $874,650 $402,150 $507,150 $349,650 $2,816,100 Table 3 City of Santa Clarita Invoicing Schedule Party 2020-21' 2021-22 2022-23 2023-24 2024-25 5-Year Total Total w/ Contingency2 Invoice Invoice Invoice Invoice Invoice County of $406,178 $520,532 $239,332 $301,821 $208,088 $1,675,951 $1,843,546 Los Angeles ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ City of Santa $242,197 $310,385 $142,710 $179,971 $124,080 $999,344 $1,099,278 Clarita ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ LACFCD 1 $34,125 1 $43,733 1 $20,108 1 $25,358 1 $17,483 1 $140,805 1 $154,886 1 - Includes substantiated costs incurred by the CITY for implementing certain requirements of the CIMP and MS4 Permit prior to execution of this MOA 2 - The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 of Exhibit A and obtain written approval of such expenditures from all PARTIES 16 EXHIBIT B Upper Santa Clara River Watershed CIMP-EWMP Responsible Agencies Representatives 1. County of Los Angeles Department of Public Works Stormwater Quality Division, 11 th Floor 900 South Fremont Avenue Alhambra, CA 91803-1331 Paul Alva, Division Head E-mail: palva@dpw.lacounty.gov Phone: (626) 458-4325 2. Los Angeles County Flood Control District Department of Public Works Stormwater Quality Division, 11 th Floor 900 South Fremont Avenue Alhambra, CA 91803-1331 Paul Alva, Division Head E-mail: palva@dpw.lacounty.gov Phone: (626) 458-4325 3. City of Santa Clarita 23920 Valencia Boulevard, Suite 300 Santa Clarita, CA 91355 Darren Hernandez, Deputy City Manager E-mail: dhernandez@santa-clarita.com Phone: (661) 259-2489 17 MEMORANDUM OF AGREEMENT BETWEEN THE COUNTY OF LOS ANGELES, THE LOS ANGELES COUNTY FLOOD CONTROL DISTRICT, AND THE CITY OF SANTA CLARITA REGARDING THE ADMINISTRATION AND COST SHARING FOR IMPLEMENTING THE COORDINATED INTEGRATED MONITORING PROGRAM, UPDATING THE ENHANCED WATERSHED MANAGEMENT PROGRAM, AND NECESSARY REPORTS FOR THE UPPER SANTA CLARA RIVER WATERSHED This Memorandum of Agreement (MOA), is made and entered into as of the date of the last signature set forth below by and between the LOS ANGELES COUNTY FLOOD CONTROL DISTRICT (LACFCD), a body corporate and politic, the COUNTY OF LOS ANGELES (COUNTY), a political subdivision of the State of California, and the CITY OF SANTA CLARITA (CITY), a municipal corporation. Collectively, these entities shall be known herein as PARTIES or individually as PARTY. WITNESSETH WHEREAS, the Regional Water Quality Control Board, Los Angeles Region (REGIONAL BOARD) adopted National Pollutant Discharge Elimination System (NPDES) Municipal Separate Storm Sewer System Permit Order No. R4-2012-0175 (MS4 Permit) on November 8, 2012; and WHEREAS, the MS4 Permit became effective on December 28, 2012, and requires that the LACFCD, the COUNTY, and 84 of the 88 cities (excluding Avalon, Long Beach, Palmdale, and Lancaster) within Los Angeles County comply with the prescribed elements of the MS4 Permit; and WHEREAS, the REGIONAL BOARD will be adopting a new NPDES MS4 Permit anticipated in late 2020 that will continue to have compliance requirements; and WHEREAS, the MS4 Permit identified the PARTIES as MS4 Permittees that are responsible for compliance with the MS4 Permit requirements pertaining to the Upper Santa Clara River (USCR) Watershed Management Area; and WHEREAS, the PARTIES entered into a memorandum of understanding on August 19, 2013 to collaborate in the development of the Enhanced Watershed Management Program (EWMP) and Coordinated Integrated Monitoring Program (CIMP) for the USCR Watershed; and WHEREAS, the CIMP was submitted to the REGIONAL BOARD by the PARTIES on June 27, 2014, approved on June 4, 2015, and revised in 2017; and WHEREAS, the EWMP was submitted to the REGIONAL BOARD by the PARTIES on June 25, 2015, revised on January 4, 2016, and approved on April 7, 2016; and WHEREAS, the MS4 Permit requires the PARTIES to submit an updated EWMP with an updated reasonable assurance analysis (RAA) by June 30, 2021; and WHEREAS, the PARTIES propose to hire a consultant (CONSULTANT) as set forth in Section 6(a) below, to implement certain requirements of the CIMP, EWMP, and MS4 Permit, which for purposes of this MOA, may include, but not limited to, conducting water quality monitoring, data analysis, preparation of reports, special studies, adaptive management, RAA, revisions to the EWMP, CIMP, and other program components outlined in each respective plan, report and/or study, and any necessary revisions in compliance with the MS4 Permit; and WHEREAS, the PARTIES have agreed to cooperatively share and fully fund the estimated costs of implementing certain requirements of the CIMP, EWMP and MS4 Permit and the preparation of reports, special studies, adaptive management, RAA, revisions to the EWMP, CIMP, and other program components outlined in each respective plan, report and/or study (collectively but not limited to herein as PROGRAM) as set forth in Exhibit A, which is attached and made part of this MOA; and WHEREAS, the PARTIES agree that each will assume full and independent responsibility for ensuring its own compliance with the MS4 Permit requirements despite collaboration on the implementation of the PROGRAM. WHEREAS, the PARTIES have determined that hiring a CONSULTANT to implement the PROGRAM will be beneficial to the PARTIES, and they have agreed to contribute funds to the CITY, who will act as a Project Administrator on behalf of the PARTIES to contract with the CONSULTANT to implement certain requirements of the PROGRAM; and WHEREAS, the PARTIES will collaboratively prepare a Scope of Work (SOW) and Request for Proposal (RFP) for a CONSULTANT to assist the PARTIES with implementing the PROGRAM, as specified in the SOW, which is incorporated into this MOA by reference; and WHEREAS, the PARTIES have agreed that the total cost for implementing the PROGRAM shall not exceed three million, ninety-seven thousand, seven hundred ten ($3,097,710), which includes a five percent (5%) project administration cost, a three percent (3%) annual inflationary increase or applicable consumer price index, and a ten percent (10%) contingency; and WHEREAS, the costs of optional special studies identified in the SOW, as shown in Exhibit A of this MOA, are currently not included in the cost allocation, but will be considered for possible implementation by all PARTIES, and addressed through an amendment to this MOA as necessary; and WHEREAS, other entities subject to their own NPDES Permit and/or named as responsible PARTIES in any of the Total Maximum Daily Loads (TMDLs) for waterbodies in USCR Watershed may participate in applicable portions of the CIMP by amendment to this MOA, with the concurrence of the PARTIES; WHEREAS, the CITY will act on behalf of the PARTIES as Project Administrator of the Professional Services Agreement(s) with CONSULTANTS for the implementation of the PROGRAM, as specified in Section 6(a); and WHEREAS, the PARTIES entered into a Memorandum of Understanding (MOU) on June 21, 2018 regarding the administration and cost sharing for implementing the CIMP and necessary reports for the USCR and that MOU is set to expire on June 30, 2020-,and NOW, THEREFORE, in consideration of the mutual benefits to be derived by the PARTIES, and of the promises contained in this MOA, the PARTIES agree as follows: Section 1. Recitals. The recitals set forth above are incorporated into this MOA. Section 2. Purpose. The purpose of this MOA is to cooperatively fund the implementation of the PROGRAM for the USCR Watershed Area, and to coordinate the payment and performance of the monitoring and reporting services. Section 3. Cooperation. The PARTIES shall fully cooperate with one another to attain the purposes of this MOA. Section 4. Voluntary. This MOA is voluntarily entered into for the implementation of certain requirements of the PROGRAM. Section 5. Term. This MOA shall become effective on the last date of execution by a PARTY or July 1, 2020, whichever is sooner, and shall remain in effect for five (5) years. Upon written approval of all PARTIES, the term of this MOA may be extended, as needed, for the term of the anticipated 2020 NPDES MS4 Permit. Section 6. City of Santa Clarita Responsibilities. The CITY agrees Consultant Services. To select a CONSULTANT for implementation of the PROGRAM, and to administer the professional services agreement(s) with the CONSULTANT in accordance with the SOW and RFP, and any subsequent changes to the PROGRAM as agreed upon by the PARTIES and approved by the REGIONAL BOARD. Such professional services agreement(s) include, but are not limited to, preparation of reports, additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, adaptive management, RAA, any necessary revisions to the program components outlined in the EWMP and CIMP and/or conducting other collaborative activities for the purpose of complying with the PROGRAM. The CITY will be compensated for the administration of the CONSULTANT contract at a rate of five percent (5 %) of each PARTY'S cost share as described in Table 1 of Exhibit A. The CITY will comply with all procurement requirements applicable to said selection. b. Access to LACFCD Facilities. To direct the CONSULTANT(s) to obtain any necessary permits from LACFCD for access to and construction within LACFCD storm drains, channels, catch basins, and similar properties (FACILITIES). The CITY or the CONSULTANT(s) shall provide a written notice to the LACFCD 72 hours in advance of entry to the FACILITIES. c. Report. To oversee the preparation and submittal of the reports to the REGIONAL BOARD as described in the PROGRAM and Scopes of Work and distribute copies of the reports to the PARTIES prior to submittal to the REGIONAL BOARD for review and comment. The CITY will ensure the PARTIES receive an electronic copy of the draft and completed reports from the CONSULTANT, and ensure all reports are submitted prior to their respective deadlines. In addition, the CITY will submit to the PARTIES the data used to prepare the reports. This data will be transmitted electronically in a format that contains the table structure and syntax agreed upon by the PARTIES, e.g., California Environmental Data Exchange Network format. d. Invoice. To invoice the PARTIES in amounts not exceeding the invoice amounts shown in Table 3 of Exhibit A. The annual payments for the period of July 1 through June 30 will be invoiced no later than April of the corresponding fiscal year, except for the first invoice, which will be issued upon the execution of this MOA by all PARTIES. At the end of each monitoring year, any unused funds will be rolled over and used towards future years of PROGRAM implementation. e. Expenditure. To utilize the funds deposited by the PARTIES only for the administration of the CONSULTANT professional services agreement(s) and the implementation of the PROGRAM and necessary reports. The CITY will provide an accounting of funds expended and remaining within 90 days after the end of each monitoring year. f. Contingency. The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 of Exhibit A and obtain written approval of such expenditures from all PARTIES. Upon approval, the PARTIES agree to reimburse the CITY for their proportional share of these additional expenditures at an amount not to exceed 10 percent of the original cost estimate as shown in Table 3 of Exhibit A. This 10 percent contingency will not be invoiced, unless actual expenditures exceed the original cost estimate. Expenditures that exceed the 10 percent contingency will require an amendment to this MOU. g. Termination. To provide an accounting upon termination of this MOA within 90 days of said termination. At the completion of the accounting, the CITY shall return any unused portion of all funds deposited with the CITY within 180 days of said termination in accordance with the cost allocation formulas set forth in Table 2 of Exhibit A. Subjectto agreement by the CITY, any funds which are to be reimbursed to a PARTY may be reimbursed through credits towards future invoices and agreements, if requested in writing by that PARTY. Permit. To make a full -faith effort to work with the PARTIES and their CONSULTANTS to obtain all necessary permits for installation of permanent infrastructure or modifications to monitoring sites, and subsequent access during monitoring events and maintenance. Permits required for construction or installation of structures in a PARTY'S right of way may incur fees for review, inspection, etc. Currently the Upper Santa Clara River is not required to install permanent water quality infrastructure for monitoring locations. Funding for such efforts will be appropriated at a future date, if necessary. Section 7. Los Angeles County Flood Control District Responsibilities. The LACFCD agrees: a. LACFCD Mass Emissions Station (MES) Monitoring. To provide monitoring data from the existing MES owned and operated by the LACFCD. Data shall be limited to water column chemistry and aquatic toxicity, or any additional monitoring required by the PROGRAM. Available information for the MES will be provided to the City as needed to complete the required reporting. b. Access to LACFCD Facilities. To assist the CITY and CONSULTANT(S) in obtaining any necessary permits from LACFCD for access to and construction within LACFCD storm drains, channels, catch basins, and similar properties (FACILITIES) and to grant access to the PARTIES and their CONSULTANTS to achieve the purposes of this MOA, provided the PARTIES and their CONSULTANTS obtain a permit and provide written notice to the LACFCD 72 hours in advance of entry to the FACILITIES. Permits for construction or installation of structures within LACFCD right of way will incur fees to cover the cost of review, inspection, etc., by LACFCD. c. Report. To submit the MES data to the CITY or its CONSULTANT to be incorporated and submitted to the REGIONAL BOARD as described in the Program. This data will be transmitted electronically in a format that contains the table structure and syntax agreed upon by the PARTIES, e.g., the latest Stormwater Monitoring Coalition Standard Data Transfer Format, or California Environmental Data Exchange Network format. Section 8. The PARTIES further agree: a. Payment. To fund the cost of the implementation of certain requirements of the PROGRAM, and to pay the CITY for their proportional share of the estimated cost for the implementation, and project administration not exceeding the amounts as shown in Table 3 of Exhibit A, within sixty (60) days of receipt of the invoice from the CITY. The cost estimates presented in Exhibit A have been agreed upon by the PARTIES and are subject to changes in the PROGRAM pursuant to new REGIONAL BOARD requirements and/or unforeseen challenges in the field. Any such changes proposed to the PARTIES' proportional share are subject to funding appropriation and will require written agreement of the PARTIES. b. Documentation. To make a full -faith effort to cooperate with one anotherto achieve the purposes of this MOA by providing all requested information and documentation in their possession and available for release to the CITY and its CONSULTANT, that is deemed necessary by the PARTIES to implement certain requirements of the PROGRAM. c. Implementation. To assist with the preparation of the Annual Report as directly related to the PROGRAM. Any requirements not agreed upon by the PARTIES to be implemented by CONSULTANTS are the responsibility of individual agencies. d. Access. Each PARTY will allow reasonable access and entry by the PARTIES and their CONSULTANTS, on an as needed basis during the term of this MOA, to each PARTY'S FACILITIES to achieve the purposes of this MOA, provided, however, that prior to entering any of the PARTY'S FACILITIES, the PARTIES and their CONSULTANTS shall provide written notice 72 hours in advance of entry from the applicable PARTY. The PARTIES agree that the Cl MP Lead shall have the authority to obtain access permits, on behalf of all PARTIES, for the use of the right of way of the Los Angeles County Flood Control District as necessary for the implementation of the PROGRAM. e. Permit. Each PARTY will make a full -faith effort to work with the PARTIES and their CONSULTANTS to obtain all necessary permits for installation of permanent infrastructure and monitoring equipment, or modifications to the monitoring sites, and subsequent access during monitoring events and maintenance, within each PARTY'S jurisdiction. f. Additional Participants. The PARTIES agree that if any other entity wishes to participate and cost share any element of the PROGRAM, an amendment to the MOU will be drafted and will include an updated Table 3 based on updated cost share formula contained in Table 2 of Exhibit A of this MOU and will be effective upon execution of all the parties. Additional Studies. The PARTIES agree that additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, preparing grant applications (applicable to COUNTY and CITY only), any necessary revisions to the PROGRAM, and/or conducting other collaborative activities for the purpose of complying with the MS4 Permit may be funded by the PARTIES subject to the terms of this MOA, provided that there are available excess contract funds or contingency funds available to fund these activities. Prior to the performance of any such activities, all PARTIES must provide written approval of the activities and a revised Exhibit A showing cost -share amounts to each PARTY. i. The PARTIES agree to implement the Comprehensive Human Waste Source Reduction Strategy (CHWSRS) with CONSULTANT to support compliance with the MS4 Permit. The expense will be paid for by line item of Exhibit A "Variable Costs: Monitoring. Source ID - Additional Monitoring" and the 10% contingency budget. ii. The PARTIES agree to support conceptual design, design and construction of infrastructure required to comply with the Total Maximum Daily Load for E. coli in the Los Angeles County section of the Santa Clara River watershed. This includes infrastructure required to meet the final dry weather waste load allocation in Reach 6. Exhibit A has been revised to reflect this chance. iii. The PARTIES agree to pay California Stormwater Quality Association (CASQA) regional membership dues, starting at $9,900 and allowing for increases as CASQA determines each year going forward. The expense will be paid for by line item of Exhibit A "Fixed Costs. CIMP Update - Other New Requirements Analysis" and the 10% contingency budget. h. All PARTIES agree to assist CITY with all activities set forth in Section 7(g). All PARTIES will be held responsible for reporting necessary information related to their respective portions of the PROGRAM, or any documents related to additional watershed -wide special studies, monitoring with other watershed groups, conducting necessary special studies, and the preparation of grant applications. Section 9. Indemnification. Each PARTY shall indemnify, defend, and hold harmless each other PARTY, including its special districts, elected and appointed officers, employees, agents, attorneys, and designated volunteers from and against any and all liability, including, but not limited to demands, claims, actions, fees, costs, and expenses (including reasonable attorney's and expert witness fees), arising from or connected with, and in relative proportion to, its own negligence or willful misconduct under this MOA; provided, however, that no PARTY shall indemnify another PARTY for said other PARTY'S own negligence or willful misconduct. b. If any of PARTY pays in excess of its pro rata share in satisfaction of any liability arising out of the implementation of the PROGRAM, such PARTY shall be entitled to contribution from each of the other PARTIES; provided, however, that the right of contribution is limited to the amount paid in excess of the PARTY's pro rata Formatted: Font color: Black Formatted: Left, Indent: Left: 0.5', No bullets or numbering, Adjust space between Latin and Asian text, Adjust space between Asian text and numbers share and provided further that no PARTY may be compelled to make contribution beyond its own pro rata share of the entire liability; and provided that no PARTY shall indemnify another PARTY for that PARTY'S own negligence or willful misconduct. c. The PARTIES agree that any liability borne by or imposed upon any PARTY or PARTIES hereto as a result of this MOU that is not caused by or attributable to the negligence or willful misconduct of any PARTY shall be fully borne by all the PARTIES in accordance with their pro rata cost share, as set forth in CIMP MOU. d. To the maximum extent permitted by law, the CITY shall require the Consultant(s) retained pursuant to this MOA to agree to indemnify, defend, and hold harmless each PARTY, its special districts, elected and appointed officers, employees, attorneys, agents, and designated volunteers from and against any and all liability, including but not limited to demands, claims, actions, fees, costs, and expenses (including attorney and expert fees), arising from or connected with the CONSULTANT's performance of its agreement with the CITY. In addition, the CITY shall require the CONSULTANT(s) to carry, maintain, and keep in full force and effect an insurance policy or policies, and each PARTY, its elected and appointed officers, employees, attorneys, agents and designated volunteers shall be named as additional insureds on the policy(ies) with respect to liabilities arising out of the CONSULTANT's work. These requirements will also apply to any subcontractors hired by the CONSULTANT(s). Section 10. Termination and Withdrawal. a. Termination. This MOA may be terminated upon the express written agreement of all PARTIES. If this MOA is terminated, then all PARTIES must agree on the date of termination, tasks to be completed prior to termination, payment of invoices due at the time of termination, and equitable redistribution of remaining funds deposited, if there are any. In the event of termination, each PARTY shall also be responsible for the payment of its own fines, penalties or costs incurred as a result of the non-performance of the PROGRAM. Completed work shall be owned by the PARTY or PARTIES who fund the completion of such work. Rights to uncompleted work by the CONSULTANT still under contract will be held by the PARTY or PARTIES who fund the completion of such work. b. Withdrawal. Any PARTY may withdraw from this MOA for any reason, in whole or part, by giving the other PARTIES and the REGIONAL BOARD thirty (30) days written notice thereof. A withdrawn PARTY shall remain wholly responsible for its share of the agreed upon implementation costs of the PROGRAM for the extent of the effective term of this MOA. c. Delinquent Party. The CITY shall notify in writing all PARTIES within fourteen (14) days of any PARTY failing to cure an alleged default in compliance with the terms or conditions of this MOA. The non -delinquent PARTIES will determine the next course of action. d. If a PARTY fails to comply with any of the terms or conditions of this MOA, then that PARTY shall forfeit its rights to work completed through this MOA, but no such forfeiture shall occur unless and until the defaulting PARTY has first been given notice of its default and a reasonable opportunity to cure the alleged default. Section 11. General Provisions. a. Notices. Any notices, bills, invoices, or reports relating to this MOA, and any request, demand, statement, or other communication required or permitted hereunder shall be in writing and shall be delivered to the representatives of the PARTIES at the addresses set forth in Exhibit B attached hereto and incorporated herein by reference. The PARTIES shall promptly notify each other of any change of contact information, including personnel changes, provided in Exhibit B within 30 days of such change. Written notice shall include notice delivered via e-mail or fax. A notice shall be deemed to have been received on (a) the date of delivery, if delivered by hand during regular business hours, or by confirmed facsimile or by e-mail; or (b) on the third (3) business day following mailing by registered or certified mail (return receipt requested) to the addresses set forth in Exhibit B. b. Administration. For the purposes of this MOA, the PARTIES hereby designate as their respective PARTY representatives the persons named in Exhibit B. The designated PARTY representatives, or their respective designees, shall administer the terms and conditions of this MOA on behalf of their respective PARTY. Each of the persons signing below on behalf of a PARTY represents and warrants that he or she is authorized to sign this MOA on behalf of such PARTY. c. Relationship of the Parties. The PARTIES are, and shall remain at all times as to each other, wholly independent entities. No PARTY to this MOA shall have power to incur any debt, obligation, or liability on behalf of any other PARTY unless expressly provided to the contrary by this MOA. No employee, agent, or officer of a PARTY shall be deemed for any purpose whatsoever to be an agent, employee, or officer of another PARTY. d. Binding Effect. This MOA shall be binding upon, and shall be to the benefit of the respective successors, heirs, and assigns of each PARTY; provided, however, no PARTY may assign its respective rights or obligations under this MOA without the prior written consent of the other PARTIES. e. Amendment. The terms and provisions of this MOA may not be amended, modified, or waived, except by an instrument in writing signed by all non -delinquent PARTIES. For purposes of this subsection, a PARTY shall be considered delinquent if that PARTY fails to timely pay an invoice as required by Section 10(c), or withdraws pursuant to Section 10(b). f. Law to Govern. This MOA is governed by, interpreted under, construed and enforced in accordance with the laws of the State of California. g. No Presumption in Drafting. The PARTIES to this Agreement agree that the general rule that an Agreement is to be interpreted against the PARTY drafting it, or causing it to be prepared shall not apply. h. Severability. If any provision of this MOA shall be determined by any court to be invalid, illegal, or unenforceable to any extent, then the remainder of this MOA shall not be affected, and this MOA shall be construed as if the invalid, illegal, or unenforceable provision had never been contained in this MOA. i. Entire Agreement. This MOA constitutes the entire agreement of the PARTIES with respect to the subject matter hereof. j. Waiver. Waiver by any PARTY to this MOA of any term, condition, or covenant of this MOA shall not constitute a waiver of any other term, condition, or covenant. Waiver by any PARTY to any breach of the provisions of this MOA shall not constitute a waiver of any other provision, nor a waiver of any subsequent breach or violation of any provision of this MOA. k. Counterparts. This MOA may be executed in any number of counterparts, each of which shall be an original, but all of which taken together shall constitute one and the same instrument, provided, however, that such counterparts shall have been delivered to all PARTIES to this MOA. I. All PARTIES have been represented by counsel in the preparation and negotiation of this MOU. Accordingly, this MOA shall be construed according to its fair language. Any ambiguities shall be resolved in a collaborative manner by the PARTIES and shall be rectified by amending this MOA as described in Section 11(e). IN WITNESS WHEREOF, the PARTIES hereto have caused this MOA to be executed by their duly authorized representatives and affixed as of the date of signature of the PARTIES: 10 COUNTY OF LOS ANGELES By MARK P. PESTRELLA Date Director of Public Works APPROVED AS TO FORM: MARY C. WICKHAM County Counsel By Deputy Date 11 LOS ANGELES COUNTY FLOOD CONTROL DISTRICT By MARK P. PESTRELLA Chief Engineer APPROVED AS TO FORM: MARY C. WICKHAM County Counsel By Deputy Date Date 12 CITY OF SANTA CLARITA By Kenneth W. Striplin Date City Manager APPROVED AS TO CONTENT: By jerrid McKenna .......................................... Deleted: Darren Herhandez Qirector of Neighborhood Services ........................................................................................................................ Deleted: Deputy City Manager APPROVED AS TO FORM: By Joseph M. Montes City Attorney 13 EXHIBIT A Upper Santa Clara River Watershed CIMP-EWMP Table 1 Total Estimated MOA Costs 2020-21 2021-22 2022-23 2023-24 2024-25 5Years Deliverables Estimated Estimated Estimated Estimated Estimated Estimated Cost, COSt4 COSt4 COSt4 COSt4 Cost Variable Costs' Monitoring Program Management ......... .._.._.._.......................................................... $50,000 ......... $50,000 ......... ......... $50,000 ......... $50,000 _ _ _ _-... $50,000 ......... $250,000 ... ..... - ......... Dry Weather Monitoring $30,000 $30,000 $30,000 $30,000 $30,000 $150,000 Wet Weather Monitoring $100,000 $100,000 $100,000 $100,000 $100,000 $500,000 Source ID Additional $25,000 $25,000 $25,000 $25,000 $25,000 $125,000 Monitoring Reporting $70,000 $70,000 $70,000 $70,000 $70,000 $350,000 QAPP, Health and Safety $20,000 $3,000 $3,000 $3,000 $3,000 $32,000 Plan Laboratory Analysis $30,000 $30,000 $30,000 $30,000 $30,000 $150,000 Toxicity (Potential) $125,000 $25,000 $25,000 $25,000 $25,000 $225,000 Monitoring Subtotal $450,000 $333,000 $333,000 $333,000 $333,000 $1,782,000 Fixed CostS2 .............................................................. ...... ...... ..................................................... Project Management $50,000 $50,000 $100,000 Update Work Plan $150,000 $150,000 CIMP Update - Review/Assess Monitoring $15,000 $50,000 $65,000 Sites CIMP Update - Review $15,000 $15,000 Adaptive Management CIMP Update - Other New Requirements $25,000 $25,000 Analysis CIMP Update - Draft Doc, $45,000 $45,000 Public Process, Final Doc EWMP Update - data $25,000 $25,000 review/WBPC EWMP Update -existing $75,000 $75,000 and new BMP assessment EWMP Update - RAA $150,000 $150,000 WMMS/SUSTAIN EWMP Update -Cost $50,000 $50,000 Estimate/Schedule EWMP Update - Draft Doc, Public Process, Final $50,000 $50,000 $100,000 $200,000 Doc Data, Meetings & $200,000 $500,000 $50,000 $150,000 $0 $900,000 Reports Subtotal 14 Deliverables 2020-21 Estimated Cost, 2021-22 Estimated COSt4 2022-23 Estimated COSt4 2023-24 Estimated COSt4 2024-25 Estimated COSt4 5Years Estimated Cost Subtotal $650,000 $833,000 $383,000 $483,000 $333,000 $2,682,000 Project Administration (5%) $32,500 $41,650 $19,150 $24,150 $16,650 $134,100 Annual Cost $682,500 $927,150 $349,650 $507150 $349,650 $2,816,100 Contingency10% e ( ) $281,610 Total MOU Cost $3,097,710 1 — Variable costs are subject to reconciliation if actual expenditures are less than estimated. 2 — Fixed costs are not subject to reconciliation. 3 — Includes substantiated costs incurred by the CITY for implementing certain requirements of the CIMP and MS4 Permit prior to execution of this MOA 4 — Estimated cost partly based on previous year costs plus 3% annual inflationary increase 5 — The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 and obtain written approval of such expenditures from all PARTIES 15 Table 2 Cost Share Amount by Party and Percent Land Use Party Acres Percent 2020-21 2021-22 2022-23 2023-24 2024-25 Term of Area Total County of 76,066 63% $406,178 $520,532 $239,332 $301,821 $208,088 $1,675,951 Los Angeles City of Santa 45,357 37% $242,197 $310,385 $142,710 $179,971 $124,080 $999,344 Clarita LACFCD N/A N/A $34,125 $43,733 $20,108 $25,358 $17,483 $140,805 5% Total 121,423 100% $682,500 $874,650 $402,150 $507,150 $349,650 $2,816,100 Table 3 City of Santa Clarita Invoicing Schedule Party 2020-21' 2021-22 2022-23 2023-24 2024-25 5-Year Total Totalw/ Contingencyz Invoice Invoice Invoice Invoice Invoice County of $406,178 $520,532 $239,332 $301,821 $208,088 $1,675,951 $1,843,546 Los Angeles City of Santa $242,197 $310,385 $142,710 $179,971 $124,080 $999,344 $1,099,278 Clarita LACFCD $34,125 $43,733 $20,108 $25,358 $17,483 $140,805 $154,886 1 - Includes substantiated costs incurred by the CITY for implementing certain requirements of the CIMP and MS4 Permit prior to execution of this MOA 2 - The CITY will notify the PARTIES if actual expenditures are anticipated to exceed the cost estimates contained in Table 1 of Exhibit A and obtain written approval of such expenditures from all PARTIES 16 EXHIBIT B Upper Santa Clara River Watershed CIMP-EWMP Responsible Agencies Representatives County of Los Angeles Department of Public Works Stormwater Quality Division, 11th Floor 900 South Fremont Avenue Alhambra, CA 91803-1331 Paul Alva, Division Head E-mail: palva@dpw.lacounty.gov Phone: (626) 458-4325 Los Angeles County Flood Control District Department of Public Works Stormwater Quality Division, 11th Floor 900 South Fremont Avenue Alhambra, CA 91803-1331 Paul Alva, Division Head E-mail: palva@dpw.lacounty.gov Phone: (626) 458-4325 City of Santa Clarita 23920 Valencia Boulevard, Suite 300 Santa Clarita, CA 91355 17