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HomeMy WebLinkAbout08. Authorize amendment to MOU for Refinery Recycled Water Exchange Project Page 1 of 15 Item 8. CENTRAL SAN BOARD OF DIRECTORS POSITION PAPER MEETING DATE: JUNE 20, 2019 SUBJECT: AUTHORIZE THE GENERAL MANAGER TO EXECUTE AMENDMENT 1 TO EXTEND THE TERMINATION DATE TO JUNE 30, 2020 FOR THE MEMORANDUM OF UNDERSTANDING BETWEEN CENTRAL SAN, CONTRA COSTA WATER DISTRICT, AND SANTA CLARA VALLEY WATER DISTRICT FORA PRELIMINARY FEASIBILITY EVALUATION OF THE REFINERY RECYCLED WATER EXCHANGE PROJECT SUBMITTED BY: INITIATING DEPARTMENT: MELODY LABELLA, RESOURCE RECOVERY ENGINEERING AND TECHNICAL SERVICES- PROGRAM MANAGER PDS-RESOURCE RECOVERY REVIEWED BY: JEAN-MARC PETIT, DIRECTOR OF ENGINEERING AND TECHNICAL SERVICES Roger S. Bailey General Manager ISSUE Board authorization is required for the General Manager to execute an amendment to an existing memorandum of understanding. BACKGROUND On April 30, 2018, Central San, Contra Costa Water District (CCWD), and Santa Clara Valley Water District (Valley Water) executed a three-way Memorandum of Understanding (MOU)to complete a preliminary feasibility evaluation of the Refinery Recycled Water Exchange Project. See Attachment 1 for a copy of the fully-executed MOU. Staff of the three agencies collaborated to complete a Work Plan, to define the tasks of the Preliminary Feasibility Evaluation, as called for in the MOU by June 15, 2018. Since that time, each agency has been working diligently to complete the tasks assigned by the Work Plan. Central San staff hired Brown & Caldwell (B&C), under the General Manager's authority, in July 2018 to provide as-needed support for Central San's technical tasks that are part of the Work Plan. June 20, 2019 Regular Board Meeting Agenda Packet- Page 46 of 120 Page 2 of 15 At the May 2, 2019 Board meeting, staff sought and obtained the Board's approval to create a capital project for the Water Exchange Project and to amend B&C's existing contract to allow for additional analysis on the project, including determining a potential Central San cost allocation. Since that analysis will continue beyond the current MOU termination date of June 30, 2019, staff is seeking the Board's approval to authorize the General Manager to execute Amendment 1 to the MO U, which will extend the termination date of the MOU to June 30, 2020. See Attachment 2 for a copy of the draft MOU Amendment 1. The extended time will allow Central San (via B&C)to complete the additional analysis and identify a potential Central San cost allocation, which will bring a close to the preliminary feasibility evaluation. At that time, the three agencies will convene to determine if the project will move forward to a feasibility-level evaluation. ALTERNATIVES/CONSIDERATIONS The Board of Directors may decline authorization of Amendment 1, but that is not recommended. FINANCIAL IMPACTS Authorizing this MOU amendment will not result in any financial impact to Central San. COMMITTEE RECOMMENDATION Due to timing constraints, this item was not considered by a Board Committee; however, staff made an announcement at the June 10, 2019 Real Estate, Environmental & Planning Committee meeting regarding this amendment and both members of the Committee were supportive of staff bringing it forward to the Board for approval. RECOMMENDED BOARD ACTION Authorize the General Manager to execute Amendment 1 to extend the termination date tp June 30, 2020 for the MOU between Central San, CCW D, and Valley Water for a preliminary feasibility evaluation of the Refinery Recycled Water Exchange Project. Strategic Plan re-In GOAL SIX: Embrace Technology, Innovation and Environmental Sustainability Strategy 1 -Augment the region's water supply ATTACHMENTS: 1. Fully-Executed MOU 2. Draft MOU Amendment 1 June 20, 2019 Regular Board Meeting Agenda Packet- Page 47 of 120 Page 3 of 15 Attachment 1 MEMORANDUM OF UNDERSTANDING BETWEEN CENTRAL CONTRA COSTA SANITARY DISTRICT CONTRA COSTA WATER DISTRICT AND SANTA CLARA VALLEY WATER DISTRICT TO CONDUCT A PRELIMINARY FEASIBILITY EVALUATION OF THE REFINERY RECYCLED WATER EXCHANGE PROJECT This Memorandum of Understanding (MOU) is made and entered into on this 30th day of April , 2018, by and between Central Contra Costa Sanitary District (Central San), Contra Costa Water District (CCWD) and the Santa Clara Valley Water District (SCVWD), all special districts created by Legislature of the State of California. All three agencies hereinafter may be referred to individually as "Party" or collectively as "Parties." RECITALS 1. WHEREAS, California's semiarid and changing climate, its ambitious and evolving economy, and its continually growing population contribute to water management challenges; and 2. WHEREAS, the Parties recognize that integrated utilization of capacity in existing infrastructure, new interconnections and/or facilities, and water exchanges may provide water supply reliability and/or water quality benefits to multiple agencies and the public and businesses we serve; and 3. WHEREAS, it is a Central San strategic goal to embrace technology, innovation, and environmental sustainability by exploring partnering opportunities to augment the Region's water supply; and 4. WHEREAS, it is the mission of CCWD to strategically provide a reliable supply of high quality water at the lowest cost possible in an environmentally responsible manner; and CCWD is completing the environmental review of the Phase 2 Los Vaqueros Reservoir Expansion Project with several local agencies participating in the ongoing planning studies; and 5. WHEREAS, it is the mission of SCVWD to provide Silicon Valley safe, clean water for a healthy life, environment, and economy, and SCVWD is currently updating its Water Supply Master Plan, which describes the new water supply investments the District is planning to make to achieve its water supply reliability target, the anticipated schedule of those investments, and the associated costs and benefits of the investments; and Page 1 June 20, 2019 Regular Board Meeting Agenda Packet- Page 48 of 120 Page 4 of 15 6. WHEREAS, CCWD and SCVWD are members of the Bay Area Regional Reliability Partnership, which is working to develop regional solutions to enhance water supply reliability, leverage existing infrastructure investments, facilitate water transfers during critical shortages, and improve climate change resiliency for the benefit all Bay Area residents; and 7. WHEREAS, the Bay Area Regional Reliability Partnership prepared a Drought Contingency Plan that evaluated several potential drought mitigation measures, including the construction of the Transfer-Bethany Pipeline a key intertie facility included in the Phase 2 Los Vaqueros Reservoir Expansion Project; and 8. WHEREAS, the Parties are interested in conducting a preliminary feasibility evaluation of an innovative water exchange arrangement in which recycled water from Central San could be made available to SCVWD, and where such recycled water, in lieu of raw water, through an exchange arrangement, would be delivered by Central San to CCWD to serve existing industrial customers. NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING AND THE MUTUAL PROMISES HEREINAFTER PROVIDED, THE PARTIES AGREE AS FOLLOWS: 1. TERM a) This MOU shall become effective upon its execution by all Parties. b) This MOU will terminate on June 30, 2019, or when all obligations under this MOU have been performed, whichever occurs first, unless this MOU is terminated pursuant to Article 11, Termination, or extended pursuant to Article 19, Amendment. 2. PURPOSE The purpose of this MOU is to define the roles and responsibilities of each Party, and the timing, for conducting a Preliminary Feasibility Evaluation of the Refinery Recycled Water Exchange Project. 3. KEY ASSUMPTIONS The key assumptions to be investigated as part of this Preliminary Feasibility Evaluation are: a) In general, the Recycled Water Exchange Project will be considered in a manner that provides a betterment for the customers served by the Parties, and does not result in any unacceptable net adverse impacts to each respective Party or its customers. In evaluating various alternatives for the Recycled Water Exchange Project, the benefits and costs for all Parties will be developed as a foundation for any proposals that can be discussed and Page 2 June 20, 2019 Regular Board Meeting Agenda Packet- Page 49 of 120 Page 5 of 15 agreed among the Parties on how to move forward with the Recycled Water Exchange Project. b) CCWD currently serves two oil refineries approximately 22,000 acre-feet per year of high quality surface water, which consists of water received from the Central Valley Project (CVP) under CCWD's CVP water supply contract and/or CCWD's Los Vaqueros Water Right. CCWD is willing to offer recycled water to these customers in lieu of their current deliveries and if one or both of these customers desires to proceed, an appropriate amount of CCWD's supplies could be used to facilitate an exchange arrangement whereby SCVWD would be provided with the forgone CCWD supply subject to CCWD's operational and schedule requirements. c) Central San has available treated wastewater supply that could be recycled through further treatment, and be provided to CCWD to serve the two oil refineries near Central San's wastewater treatment plant. d) SCVWD is interested in exploring how the newly available CCWD CVP water could be transported or exchanged in the most beneficial way to improve its water supply reliability at a cost that the SCVWD Board believes is acceptable to its ratepayers. e) Delta resource impacts such as water quality, Delta outflow, and aquatic species impacts will be explored as part of the environmental review process, if the Refinery Recycled Water Exchange Project moves forward. f) CCWD shall handle all communications with its refinery customers regarding this evaluation. 4. WORK TO BE PERFORMED The preliminary feasibility evaluation of the Refinery Recycled Water Exchange Project will be completed with in-kind services and cooperative input from the Parties. The Parties will develop a work plan to outline the specific tasks to be completed (Work Plan). Topics to be covered in the Work Plan include: refinery recycled water quality and reliability, project yield, conveyance options and constraints, cost, and cost allocation. 5. TIMELINE The Parties will work together to develop the Work Plan within 45 days of execution of this MOU and complete the Preliminary Feasibility Evaluation by the end of calendar year 2018. 6. REGULATORY APPROVALS, ENVIRONMENTAL APPROVALS, ENVIRONMENTAL COMPLIANCE AND ENVIRONMENTAL REVIEWS The Parties agree that the work contemplated in this MOU is for evaluation purposes only and is, therefore, exempt from the requirements of the Page 3 June 20, 2019 Regular Board Meeting Agenda Packet- Page 50 of 120 Page 6 of 15 California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines that exempt projects involving only feasibility or planning studies for future actions which have not been approved, adopted, or funded. If a project resulting from this evaluation moves forward, all appropriate environmental reviews will be conducted at that time. 7. RESPONSIBILITIES OF THE PARTIES Central San shall be the Project Manager of the overall evaluation effort; however, the Parties shall each have unique responsibilities that will be identified in the Work Plan that will be developed by staff of the respective Parties. General responsibilities of all Parties are as follows: a) Work cooperatively to develop the Work Plan and complete the Preliminary Feasibility Evaluation. b) Commit staff time to work with staff from other Parties. c) Share relevant engineering, permitting, regulatory and operational information regarding its own facilities, studies, and permits with other Parties for the benefit of the evaluation. d) Provide access to facilities and operational data that may be needed for conducting the preliminary feasibility evaluation (such as intakes, conveyance/distribution facilities, treatment plants, interties, etc.). If needed, commit staff time to conduct necessary analysis of its own facilities, permits, operational data, procedures or requirements, or any other data needed for consideration and share the information with other Parties. Access to facilities will be consistent with, and will follow, the facility owner's, security and standard safety and notification requirements. e) All Parties will, upon reasonable advance written notice, make available for inspection to the other Parties all records, books and other documents directly relating to the Work Plan as well as any other work related to water supply institutional arrangements and agreements that are required for conducting the preliminary feasibility evaluation. f) Provide appropriate level of oversight and review of any work products. g) Coordinate with the other Parties on all media outreach, media responses, and messaging, prior to any media outreach. h) The Parties, and any consultants retained by a Party or Parties, shall maintain the confidentiality of, and will not disclose, display, provide, or make available, any documents shared by a Party which contain confidential water facility data to any person other than another Party, unless written permission is granted by the sharing Party. Confidential documents shall be returned to the sharing Party at the expiration or termination of this MOU, or at any other time at the request of the sharing Party. Confidential data shall be identified as such at the time shared. Page 4 June 20, 2019 Regular Board Meeting Agenda Packet- Page 51 of 120 Page 7 of 15 8. IN-KIND SERVICES The Parties agree that in-kind services (i.e. in-house staff resources) will be used to complete this Preliminary Feasibility Evaluation, with each Party covering the cost for its own in-kind staff work. Activities undertaken by any Party in furtherance of this MOU shall be at that Party's sole cost and expense, unless otherwise agreed to in writing by all the Parties pursuant to Article 19, Amendment. 9. INDEMNIFICATION To the extent permitted by State law, each Party will indemnify, defend and hold all other Parties and their directors, officers, agents, and employees safe and harmless from any and all claims, suits, judgments, damages, penalties, costs, expenses, liabilities and losses (including without limitation, sums paid in settlement of claims, actual attorneys' fees, paralegal fees, consultant fees, engineering fees, expert fees and any other professional fees) that arise from or are related in any way to each Party's, directors, officers, agents, and employees negligent acts, errors or omissions, or willful misconduct, in the performance of this MOU. 10.DISPUTES Any claim that a Party may have against another Party or Parties regarding the performance of this MOU including, but not limited to, claims for compensation will be submitted to the other Party or Parties within three months of its accrual. Parties will attempt to negotiate a resolution of such claim and, if necessary, process an amendment to this MOU or enter into a settlement agreement to implement the terms of any such resolution. 11.TERMINATION If an individual Party elects to terminate its participation in this MOU, it may do so by delivering to each remaining Party a written notice of intention to terminate. Termination shall be effective ten days from the date of the notice. 12.RELEASE OF INFORMATION The approval of all Parties is required prior to the release of information developed pursuant to this MOU, other than in response to a Public Records Act request, subpoena, or court order. In the event of a request pursuant to the Public Records Act, subpoena, or court order, the Parties shall meet and confer regarding disclosure. Should a Party object to disclosure of certain documents or information, the objecting Party shall, at its own expense and risk, be provided the opportunity to seek a protective order to prevent disclosure. Page 5 June 20, 2019 Regular Board Meeting Agenda Packet- Page 52 of 120 Page 8 of 15 13.MOU NOT A PRECEDENT The Parties intend that the provisions of this MOU will not bind the Parties as to the provisions of any future MOU or agreement between them. 14. NOTICES Any notice, demand, or request made in connection with this MOU must be in writing and will be deemed properly served if delivered in person or sent by United States mail, postage prepaid, to the addresses specified below: If to Central San: Roger S. Bailey General Manager Central Contra Costa Sanitary District 5019 Imhoff Place Martinez, CA 94553 If to CCWD: Jerry Brown General Manager Contra Costa Water District PO Box H2O Concord, CA 94524 If to SCVWD: Norma J. Camacho Chief Executive Officer Santa Clara Valley Water District 5750 Almaden Expressway San Jose, CA 95118 15.NO THIRD-PARTY BENEFICIARIES No third-party beneficiaries are intended or created by this MOU. 16.SEVERABILITY If any term or provision of this MOU is deemed invalid or unenforceable by a court of competent jurisdiction or by operation of any applicable law, it will not affect the validity of any other provision, which will remain in full force and effect. 17.COMPLETE MOU Other than as specified herein, no document or communication passing between the Parties to this MOU will be deemed to be part of this MOU. Page 6 June 20, 2019 Regular Board Meeting Agenda Packet- Page 53 of 120 Page 9 of 15 18.ASSIGNMENT This MOU is not assignable either in whole or in part, except upon the written consent of each and every non-assigning Party. 19.AMENDMENT Except as provided herein, no alteration, amendment, variation, or waiver of the terms of this MOU shall be valid unless made in writing and signed by all Parties. 20.SUCCESSORS This MOU shall bind the successors of the Parties in the same manner as if they were expressly named. 21.INTERPRETATION This MOU shall be deemed to have been prepared equally by all Parties, and its individual provisions shall not be construed or interpreted more favorably for one Party on the basis that another Party or Parties prepared it. 22.INTEGRATION This MOU represents the entire understanding of the Parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. 23.WAIVER Waiver by any Party of a default, breach or condition precedent, shall not be constructed as a waiver of any other or subsequent default, breach, or any right hereunder. 24.GOVERNING LAW AND VENUE This MOU is governed by and will be interpreted in accordance with the laws of the State of California. Venue shall be in the Superior Court of the County of Contra Costa. 25.COUNTERPARTS This MOU may be executed in counterpart. Facsimile, including email, and electronic signatures shall be binding. Page 7 June 20, 2019 Regular Board Meeting Agenda Packet- Page 54 of 120 Page 10 of 15 This MOU will be effective as of the date of the last signature below. C RA CONTRA COSTA SANITARY DISTRICT t � w oger S. Bailey Katie oung General Manager Secretary o th D�(), t Date Approved as to form: Kenton L. Alm District Counsel Page 8 June 20, 2019 Regular Board Meeting Agenda Packet- Page 55 of 120 l Page 11 of 15 E C CONTRA COSTA WATER DISTRICT Aw Jerry UMa Mary A. eher Generg District Secretary &J&Z gd. D Date Approved as to form: Doug oty District Legal Counsel Page 9 June 20, 2019 Regular Board Meeting Agenda Packet- Page 56 of 120 Page 12 of 15 SANTA CLARA VALLEY WATER DISTRICT Norma J. amacho Chief Executive Officer 1.111 Date Approved as to form: Anthony;(. Fulcher Senior Kssistant District Counsel Page 10 June 20, 2019 Regular Board Meeting Agenda Packet- Page 57 of 120 Page 13 of 15 Attachment 2 AMENDMENT NO. 1 TO THE MEMORANDUM OF UNDERSTANDING BETWEEN CENTRAL CONTRA COSTA SANITARY DISTRICT CONTRA COSTA WATER DISTRICT AND SANTA CLARA VALLEY WATER DISTRICT TO CONDUCT A PRELIMINARY FEASIBILITY EVALUATION OF THE REFINERY RECYCLED WATER EXCHANGE PROJECT This Amendment No. 1, effective as of the date of the last signature below, amends the Memorandum of Understanding (MOU) by and between Central Contra Costa Sanitary District, Contra Costa Water District, and Santa Clara Valley Water District. 1. Delete Section 1(b) of the MOU in its entirety and replace with the following: "This MOU will terminate on June 30, 2020, or when all obligations under this MOU have been performed, whichever occurs first, unless this MOU is terminated pursuant to Article 11, Termination, or extended pursuant to Article 19, Amendment." IN WITNESS WHEREOF, the parties have executed this Amendment No. 1. CENTRAL CONTRA COSTA SANITARY DISTRICT Roger S. Bailey, General Manager Date Approved as to form: Kenton L. Alm, District Counsel Amendment No. 1 June 20, 2019 Regular Board Meeting Agenda PanCk�ft 1 Oge 58 of 120 Page 14 of 15 CONTRA COSTA WATER DISTRICT Jerry Brown, General Manager Date Approved as to form: Doug Coty, District Legal Counsel Amendment No. 1 June 20, 2019 Regular Board Meeting Agenda PanCffi?Oge 59 of 120 Page 15 of 15 SANTA CLARA VALLEY WATER DISTRICT Norma J. Camacho, Chief Executive Officer Date Approved as to form: Anthony T. Fulcher, Senior Assistant District Counsel Amendment No. 1 June 20, 2019 Regular Board Meeting Agenda PanCffi 3 Oge 60 of 120