HomeMy WebLinkAboutItem 5e. Adopt the Second Amendment to the Joint Powers Agreement (JPA) with Integrated Waste Management Authority (IWMA) Item 5e
Department: Utilities
Cost Center: 6107
For Agenda of: 6/21/2022
Placement: Consent
Estimated Time: N/A
FROM: Aaron Floyd, Utilities Director
Prepared By: Tina Clark, Solid Waste and Recycling Coordinator
SUBJECT: ADOPT THE SECOND AMENDED AND RESTATED JOINT POINT
POWERS AGREEMENT TO ESTABLISH AN INTEGRATED WASTE
MANAGEMENT AUTHORITY FOR THE CITIES OF SAN LUIS OBISPO
COUNTY, CALIFORNIA
RECOMMENDATION
Adopt a Resolution entitled, “A Resolution of the City Council of the City of San Luis
Obispo, California, adopting the second amended and restated Joint Powers Agreement
to establish an Integrated Waste Management Authority for the cities of San Luis Obispo
County, California.”
DISCUSSION
On April 13, 2022, the San Luis Obispo County Integrated Waste Management Authority
(IWMA) approved a second amended and restated Joint Powers Agreement (JPA) to
establish an Integrated Waste Management Authority for the Cities of San Luis Obispo
County to include amendments reflecting the County’s withdrawal from the agency.
Following multiple member agency meetings and discussions surrounding the changes
to the document, the IWMA has subsequently released this document to its member
agencies for adoption by resolution (Attachments A, B & C).
Background
In 1994, the City of San Luis Obispo, along with the cities Arroyo Grande, Atascadero,
Grover Beach, Morro Bay, Paso Robles, Pismo Beach, and the County of San Luis
Obispo, formed the IWMA to provide regional coordination and economies of scale in
meeting the requirements of the California Integrated Waste Management Act of 1989
and subsequent legislation by entering a JPA. In 2001, a Memorandum of Agreement
(MOA) was established between the represented Cities, County, and certain special
districts within San Luis Obispo County to allow for special districts to be represented on
the IWMA Board.
San Luis Obispo County Withdrawal Prompts IWMA JPA Amendment
On September 14, 2021, the County Board of Supervisors voted to withdraw from the
IWMA effective November 15, 2021. On October 19, 2021, the City Council adopted
Resolution No.11283, stating the City’s intent to remain a member of the IWMA provided
the following conditions were satisfied (Attachment D):
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Item 5e
1. Remove the five County Supervisors as voting board members of the IWMA
effective immediately.
2. Remove the eight-member (super-majority) voting provision stated in Section 8.5
of the existing Agreement.
3. Add a provision to the Agreement which clearly and directly limits the IWMA’s
ability to adopt, impose, or implement any rule, regulation, policy, or ordinance in
excess of the State requirements.
4. Specify the City of San Luis Obispo as the “designee” under the California
Government Code which simply enables the IWMA to exercise both latent and
articulated powers for solid waste management otherwise permitted by the powers
of the City of San Luis Obispo.
On November 16, 2022, the City Council adopted the Second Amendment to the initial
JPA (Attachment E) and the First Amendment to the MOA (Attachment F). These
documents satisfied conditions No. 1, No. 2, and No. 4 listed above. On November 10,
2022, the IWMA initiated the formation of an Ad Hoc Committee to further revise the initial
JPA as other cities had expressed similar concerns to condition No. 3, limiting the future
scope of IWMA services to meeting State mandates only. Thus, the City Council
authorized the Mayor to execute future Amendments to the initial JPA and MOA, provided
they were consistent with Council Resolution No. 11283 and addressed condition No. 3.
This item is being brought back to Council for consideration as the amended and restated
JPA released by the IWMA exceeds the guidelines outlined in Resolution No. 11283.
IWMA Ad Hoc Committee Review and Final JPA Amendments
The Ad Hoc Committee completed its work this spring and after several rounds of
deliberations, the IWMA Board approved the release of the amended and restated JPA
at its April 13, 2022 meeting. The amendment incorporates special district representation
on the IWMA Board and exceeds the requirements specified in condition No. 3. In addition
to limiting the IWMA’s powers to addressing state-mandated legislative and regulatory
requirements only, the JPA calls for the IWMA to establish a budget and a purchasing
policy that requires Board consideration of the minimum work required to meeting these
requirements in the most demonstratively cost-effective way possible. In addition to the
City of San Luis Obispo, the cities of Arroyo Grande, Atascadero, Grover Beach, Morro
Bay, Paso Robles, and Pismo Beach must also approve the amended and restated
agreement to become effective. Staff anticipates approval by all Member Agencies.
Previous Council or Advisory Body Action
The following summarizes previous City Council action as described above.
x October 19, 2021 – adopted Resolution No.11283 stating the City’s intent to
remain a member of the IWMA provided certain conditions were met.
x November 16, 2021 – adopted the Second Amendment to the JPA and the MOA
which satisfied conditions No’s. 1, 2, & 4 and authorized the Mayor to execute
additional JPA and MOA amendments provided they were consistent with
Resolution No. 11283 and addressed condition No. 3.
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Item 5e
Policy Context
The City’s Climate Action Plan Pillar 5: Circular Economy lists waste diversion as a means
of achieving greenhouse gas emissions goals. Participation in the IWMA’s outreach and
education, implementation, monitoring, and compliance programs has allowed the City to
make progress towards meeting these goals with regional impact.
Public Engagement
As this is an administrative item, no outside public engagement was completed. Public
comment can be provided to the City Council through written correspondence prior to the
meeting and through public testimony at the meeting.
CONCURRENCE
The City’s Finance Department and Attorney’s Office concur with the findings of this
report.
ENVIRONMENTAL REVIEW
The recommended actions are not a project as defined under CEQA Guidelines Section
15738.
FISCAL IMPACT
Budgeted: N/A Budget Year: N/A
Funding Identified: N/A
Fiscal Analysis:
Funding
Sources
Total Budget
Available
Current
Funding
Request
Remaining
Balance
Annual
Ongoing
Cost
General Fund $ N/A $ $ $
State
Federal
Fees
Other:
Total $ $ $ $
There is no fiscal impact associated with the recommended action. The IWMA’s 5.4%-
member agency gross hauler receipts fee was included in the Integrated Solid Waste
Rate adopted by City Council on April 19, 2022.
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Item 5e
ALTERNATIVES
1. Council could decide to no longer be a Member Agency of the Integrated Waste
Management Authority. Staff does not recommend this action because it would
require the City to assume full responsibility for the implementation of all State
legislative mandates related to solid waste and recycling such as AB 939, AB 1826,
and SB 1383.
2. Council could decide to not accept the new JPA and either propose changes to
it or recommend keeping the previous version. Staff does not recommend this
action as the other Member Agencies are anticipated to support the new JPA, and
approval by all Member Agencies is required for the new JPA to become effective.
ATTACHMENTS
A - Draft Resolution adopting the second amended and restated JPA
B - Exhibit A to the Resolution – Joint Powers Agreement
C - Joint Powers Agreement (Redline)
D - Resolution No.11283 (2021 Series)
E - Second Amendment to the JPA
F - First Amendment to the MOA
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R ______
RESOLUTION NO. _____ (2022 SERIES)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS
OBISPO, CALIFORNIA, ADOPTING THE SECOND AMENDED AND
RESTATED JOINT POWERS AGREEMENT TO ESTABLISH AN
INTEGRATED WASTE MANAGEMENT AUTHORITY FOR THE CITIES
OF SAN LUIS OBISPO COUNTY, CALIFORNIA
WHEREAS, as on May 10, 1994, an agreement was executed by and between the
incorporated cities of San Luis Obispo County (“Cities”) and the County of Sa n Luis
Obispo forming a joint powers authority pursuant to the provisions of the Joint Exercise
of Powers Act (Government Code sections 6500 et seq.), for the purpose of facilitating
the development of waste diversion programs and projects that provide economies of
scale without interfering with individual agencies’ exercise of power within their own
jurisdiction (hereinafter referred to as the “JPA Agreement”); and
WHEREAS, pursuant to the JPA Agreement, the power to perform the
responsibilities of the joint powers authority was vested in the San Luis Obispo County
Integrated Waste Management Authority Board of Directors (“IWMA Board”); and
WHEREAS, in or around 2001, a Memorandum of Agreement (“MOA”) was
executed by and between the Cities, the County of San Luis Obispo, and certain special
districts within San Luis Obispo County that possessed solid waste authority (“Authorized
Districts”), amending the JPA Agreement to include the Authorized Districts for
representation on the IWMA Board (also known as the First Amendment to the JPA
Agreement); and
WHEREAS, in or around October On October 19, 2021, the City Council adopted
Resolution No.11283, authorizing the City to remain a member of the San Luis Obispo
County Integrated Waste Management Authority (“IWMA”) provided certain conditions
were satisfied; and
WHEREAS, in or around April 13, 2022, the IWMA Board considered and
approved amendments to the JPA Agreement (“Second Amended and Restated JPA”),
including those reflecting the withdrawal of San Luis Obispo County from the IWMA, and
directed IWMA staff to circulate it to Participating Agencies for approval (a true and correct
copy of the Second Amended and Restated JPA is attached hereto as Exhibit A); and
WHEREAS, the Second Amended and Restated JPA shall amend the JPA
Agreement and shall be considered a Memorandum of Understanding between the Cities
and the Authorized Districts to enable and allow one (1) representative of the Authorized
Districts to participate in the governance of the IWMA as a member agency pursuant to
Section 40977 of the Public Resource Code to represent the interests of all Authorized
Districts; and
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Resolution No. _____ (2022 Series) Page 2
R ______
WHEREAS, all Authorized Districts are encouraged to execute the Second
Amended and Restated JPA prior to October 15, 2022, or otherwise pursue means by
which to achieve their waste diversion goals and to comply with the Integrated Waste
Management Act, Assembly Bill 341, Assembly Bill 1826, Senate Bill 1383, and all current
and future state-mandated laws, rules and regulations; and
WHEREAS, the City Council of the City of San Luis Obispo desires to
acknowledge, accept, and agree to be bound by the terms and conditions of the Second
Amended and Restated JPA.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of San Luis
Obispo that the City of San Luis Obispo acknowledges, accepts, and agrees to be bound
by the terms and conditions as set forth in Exhibit A.
Upon motion of Council Member ___________, seconded by Council Member
___________, and on the following roll call vote:
AYES:
NOES:
ABSENT:
The foregoing resolution was adopted this _____ day of _______________ 2022.
___________________________
Mayor Erica A. Stewart
ATTEST:
___________________________
Teresa Purrington, City Clerk
APPROVED AS TO FORM:
____________________________
J. Christine Dietrick, City Attorney
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the
City of San Luis Obispo, California, on ______________________.
___________________________
Teresa Purrington, City Clerk
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JOINT POWERS AGREEMENT
TO ESTABLISH AN
INTEGRATED WASTE MANAGEMENT AUTHORITY
FOR THE CITIES OF
SAN LUIS OBISPO COUNTY, CALIFORNIA
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SECOND AMENDED AND RESTATED JOINT POWERS AGREEMENT
TO ESTABLISH AN
INTEGRATED WASTE MANAGEMENT AUTHORITY
FOR THE CITIES OF SAN LUIS OBISPO COUNTY, CALIFORNIA
THIS SECOND AMENDED AND RESTATED JOINT POWERS AGREEMENT is made and
entered into this on _________________________________, by and between the incorporated
cities of Arroyo Grande, Atascadero, El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach,
and San Luis Obispo, all being municipal corporations of the State of California and located
within the boundaries of the County of San Luis Obispo California, hereinafter called “Cities.”
WHEREAS, on May 10, 1994, an agreement was executed by and between the Cities and
the County of San Luis Obispo (“County”) forming a joint powers authority pursuant to the
provisions of the Joint Exercise of Powers Act (Government Code section 6500 et seq., for the
purpose of facilitating the development of waste diversion programs and projects that provide
economies of scale without interfering with individual agencies’ exercise of power within their
own jurisdiction (hereinafter referred to as the “Original JPA Agreement”); and
WHEREAS, pursuant to the Original JPA Agreement, the member agencies created and
established a public entity identified as the San Luis Obispo County Integrated Waste
Management Authority (“IWMA”); and
WHEREAS, in or around 2001, a Memorandum of Agreement (“MOA”) was executed by
and between the Cities, the County, and certain special districts within the County (“Authorized
Districts”) amending the Original JPA Agreement to include the Authorized Districts for
representation on the IWMA Board; and
WHEREAS, on or about November 15, 2021, the County withdrew from the IWMA; and
the Cities and Authorized Districts determined that a single regional agency remained
advantageous to advise, plan for, and implement solutions to common solid waste and a waste
diversion efforts; and
WHEREAS, the IWMA was originally formed to meet the requirements of the California
Integrated Waste Management Act (California Public Resources Code section 40000 et seq.) and
all regulations adopted under that legislation require, among other things, that certain public
agencies in California make adequate provision for solid waste management within their
jurisdictions; and
WHEREAS, since the IWMA’s formation, Assembly Bill 341 (Chesbro, 2011) (Recycling of
Commercial Solid Waste (“MCR”)) was signed into law and established requirements for
jurisdictions to implement a commercial solid waste recycling program designed to divert
commercial solid waste; and
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WHEREAS, since the IWMA’s formation, Assembly Bill 1826 (Chesbro, 2014) (Recycling
of Commercial Organic Waste (“MORe”)) was signed into law and established the requirement
for jurisdictions to implement an organic waste recycling program to divert organic waste
generated by businesses; and
WHEREAS, since the IWMA’s formation, Senate Bill 1383 (Lara, 2016) was signed into
law requiring jurisdictions to implement organic waste diversion programs that include
providing organic waste collection services to businesses and residences, edible food recovery
goals, public education and outreach, contamination monitoring and sampling activities,
recordkeeping and reporting, organic materials and edible food recovery, infrastructure
capacity planning, procurement of recovered organic waste products, and enforcement; and
WHEREAS, the Cities and Authorized Districts continue to believe that by combining
their separate powers they can achieve their waste diversion goals and satisfy the requirements
of the Integrated Waste Management Act and other legislation more effectively than if they
exercise those powers separately; and
WHEREAS, the Cities affirm, that pursuant to this Second Amended and Restated Joint
Powers Agreement, the IWMA remains a regional agency in accordance with Public Resources
Code section 40970 et seq.; and
WHEREAS, pursuant to Section 40977, the Cities shall include one (1) Authorized District
to be included as a member in the IWMA regional agency for the purpose of representation on
the IWMA Board of Directors; and
WHERAS, the Authorized District “member” may change from time to time; the current
elected or appointed Authorized District representative shall represent the collective interests
of all Authorized Districts; and
WHEREAS, this Second Amended and Restated Joint Powers Agreement shall be
considered a Memorandum of Understanding between the Cities and the Authorized Districts
to enable and allow one (1) representative of the Authorized Districts to participate in the
governance of the IWMA as a member agency pursuant to Section 40977 of the Public Resource
Code to represent the interests of all Authorized Districts; and
WHEREAS, the Cities and the Authorized Districts (together “Participating Agencies”)
desire to establish and confer upon a separate legal entity the powers necessary to enable them
to achieve their waste diversion goals and to comply with the Integrated Waste Management
Act, Assembly Bill 341, Assembly Bill 1826, Senate Bill 1383, and all current and future state-
mandated laws, rules and regulations to the extent allowed by law and by the terms and
conditions of this Second Amendment; and
WHEREAS, the Participating Agencies desire to avoid a series of amendments to the
Agreement over time due to future state-mandated legislation and programs, and as such, the
parties desire to authorize the IWMA Board to enact policies, resolutions, and ordinances as are
necessary to ensure and oversee compliance with any and all future state-mandated programs
related to solid waste, recycling, waste diversion, and any other purpose of the Authority as
provided in this Agreement.
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NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
SECTION 1. Definitions.
To the extent that any of the following definitions conflict with any definition set forth in the
California Integrated Waste Management Act, (Pub. Resources Code, § 40000 et seq.), and the
Regulations promulgated thereunder, said Act and/or Regulations shall take priority. The terms
defined in this Section that begin in this Agreement with quotation marks have the following
meanings:
1.1 “Act” means the California Integrated Waste Management Act of 1989
(Pub. Resources Code, § 40000 et seq.) and all regulations adopted under that legislation, as
that legislation and those regulations may be amended from time to time.
1.2 “Agreement” means this Second Amended and Restated Joint Exercise of
Powers Agreement, as it may be amended from time to time.
1.3 “Authority” means the San Luis Obispo County Integrated Waste
Management Authority, a joint exercise of powers agency created by the Members pursuant to
this Agreement.
1.4 “Authorized Districts” means certain special districts with solid waste
authority participating in the IWMA through this Second Amended and Restated Joint Powers
Agreement, including but not limited to the Avila Beach Community Services District, California
Valley Community Services District, Cambria Community Services District, Cayucos Sanitary
District, Ground Squirrel Hollow Community Services District, Heritage Ranch Community
Services District, Los Osos Community Services District, Nipomo Community Services District,
Oceano Community Services District, San Miguel Community Services District, San Simeon
Community Services District, and Templeton Community Services District, or other qualified
agencies that may later determine to become a Participating Agency by execution of this
Agreement.
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1.5 “Authorized District Representative” means the representative, or
alternate, elected or appointed by the Authorized Districts to represent the Authorized Districts’
interests as a member of the IWMA regional agency pursuant to Section 40977 of the Public
Resources Code.
1.6 “Board” means the Board of Directors of the Authority
1.7 “CalRecycle” means the California Department of Resources Recycling
and Recovery.
1.8 “City” means any Participating Agency that is a city, and “Cities” means
all of the Participating Agencies that are Cities.
1.9 “Composting Facility” means a facility at which composting is conducted
and which produces a product meeting the definition of compost in Public Resources Code (PRC)
section 40116. (“Compost” means the product resulting from the controlled biological
decomposition of organic wastes that are source separated from the municipal solid waste
stream, or which are separated at a centralized facility. “Compost” includes vegetable, yard and
wood wastes which are not hazardous waste, and biosolids where combined with other organic
materials in a mixture that consists largely of decayed organic matter, and is used for fertilizing
and conditioning land.)
1.10 “Executive Director” means the person hired and appointed by the Board
as the Authority's chief administrative officer to administer the affairs of the Authority and to
implement the policies of the Board.
1.11 “Fiscal Year” means the period commencing on each July 1 and ending on
the following June 30.
1.12 “HHW” means household hazardous waste as described in the household
hazardous waste element as required by the Act (Pub. Resources Code, § 40000 et seq.), as that
element may be amended from time to time.
1.13 “HHWE” means the Household Hazardous Waste Element as required by
the Act (Pub. Resources Code, § 40000 et seq.) as that element may be amended from time to
time.
1.14 “IWMA” means the Authority as defined herein.
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1.15 “IWMA Region” means the jurisdictional territory and boundaries of all
Participating Agencies.
1.16 “Joint Facilities” means a materials recovery facility, composting or HHW
Facility, or other facility developed for the purpose of complying with requirements established
by state legislation or the regulations of CalRecycle, or combination thereof, which is owned by
some or all of the Participating Agencies directly, or by the Authority, or by a private entity, or
a public agency, for the benefit of some or all of the Participating Agencies.
1.17 “Members” means the Cities who are members of this regional agency,
formed pursuant to Public Resources Code section 40970 et seq, and the one (1) Authorized
District Representative pursuant to Public Resources Code section 40977.“MRF” means a
“materials recovery facility” which means a permitted solid waste facility where solid wastes or
recyclable materials are sorted or separated, by hand or by use of machinery, for the purposes
of recycling or composting. (Title 14, Ch. 9, Art. 3, Section 18720, “Definitions.”) "MRF" also
means a transfer station which is designed to, and, as a condition of its permit, shall recover for
reuse or recycling at least 15 percent of the total volume of material received by the facility.
(Pub. Resources Code, § 50000(a)(4).)
1.18 “Participating Agency” or “Participating Agencies” means and shall
include the Cities and the Authorized Districts who are signatories to this Agreement, delegating
powers to the Authority pursuant to this Agreement, and participating in the governance of the
IWMA.
1.19 “NDFE” means a Nondisposal Facility Element as required by the Act (Pub.
Resources Code, § 40000 et seq.), as that element may be amended from time to time.
1.20 “Revenue Bonds” means revenue bonds, notes, certificates of
participation and any other instruments and evidences of indebtedness issued by the Authority
from time to time pursuant to the law or any other applicable law in order to finance the MRF,
any Joint Facilities or any Sole Use Facilities.
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1.21 “Sole Use Facilities” means an integrated resource recovery facility,
performing one or more of the functions of a MRF, composting or HHW Facility which is located
within the boundary of the Authority and is owned by one Participating Agency or a private
entity, but in all events is operated for the benefit of the residents and/or constituents of the
IWMA Region.
1.22 “Solid Waste Landfill” shall have the meaning set forth in Section 40195.1
of the Public Resources Code, as that section may be amended from time to time.
1.23 “SRRE” means a Source Reduction And Recycling Element as required by
the Act (Pub. Resources Code, § 40000 et seq.), as that element may be amended from time to
time.
SECTION 2. Purpose.
Government Code section 6500 et seq. provides that two or more public agencies by agreement
may jointly exercise any power common to the contracting parties. Public Resources Code
section 40977 authorizes a district to be included as a member of a regional agency. Public
Resources Code section 40976 authorizes a city or county to enter into a memorandum of
understanding with another city, county, or district for the purpose of preparing and
implementing source reduction and recycling elements or a countywide integrated waste
management plan. It is the intent of the Participating Agencies to utilize these statutory
authorizations in this Agreement.
The Participating Agencies enter this Agreement with the intent to operate the Authority in
compliance with the requirements of the Act and other state legislation, with a minimum level
of staff, addressing those operations and programs that can be most cost-effectively handled at
the regional level by maximizing local resources, private sector participation, and contract
services provision. The duties and responsibilities of each Participating Agency are described in
the applicable adopted plans. The Authority is formed with the purpose and intent of facilitating
the development of programs and projects related to waste diversion for the benefits of the
residents and/or constituents of the IWMA Region that provide economies of scale without
interfering with individual agencies' exercise of power within their own jurisdiction.
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SECTION 3. Creation of Authority.
3.1 The Cities hereby re-create and re-establish an authority and public entity
to continue to be known as the “San Luis Obispo County Integrated Waste Management
Authority,” (hereinafter referred to as the “Authority” or “IWMA”) it being understood that the
Board shall be entitled to change the Authority's name from time to time. The Authority shall
be a public entity separate from each of the Cities and the Authorized Districts.
3.2 The Authority shall constitute and remain as a regional agency pursuant
to Public Resources Code section 40970 et seq. The regional agency shall include one (1)
Authorized District Representative as a member pursuant to Public Resources Code section
40977. Said regional agency, and not the Participating Agencies of the regional agency, shall be
responsible for compliance with the waste diversion requirements set forth in Public Resources
Code, Article 1 of Chapter 6 (commencing with Section 41780). In the event that the regional
agency fails to comply with said waste diversion requirements, it is expressly understood and
agreed that Section 14 of this Agreement shall provide for indemnification for the benefit of the
regional agency and its Participating Agencies as specifically set forth therein.
3.3 The assets, rights, debts, liabilities, and obligations of the Authority shall
not constitute assets, rights, debts, liabilities, or obligations of any of the Participating Agencies.
However, nothing in this Agreement shall prevent any Participating Agency from separately
contracting for, or assuming responsibility for, specific debts, liabilities, or obligations of the
Authority, provided that both the Board and that Participating Agency approve such contract or
assumption in writing.
3.4 This Second Amended and Restated Joint Powers Agreement shall take
effect upon its adoption by each of the Cities. The Authorized Districts, and each of them, may
elect to participate in the IWMA by execution of this agreement wherein they shall be bound by
its terms and conditions. All prior agreements, including the MOA, shall be extinguished upon
the execution of this Agreement by the Cities.
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SECTION 4. Inclusion of the Authorized Districts.
4.1 This Second Amended and Restated Joint Powers Agreement shall be
considered a Memorandum of Understanding between the Cities and the Authorized Districts
to allow one (1) representatives of the Authorized Districts to participate in the governance of
the IWMA pursuant to Section 40977 of the Public Resources Code. Participation of the
Authorized Districts is limited to special districts within San Luis Obispo County that possess solid
waste authority. The Authorized District Representative shall have all the governing rights and
powers granted to an IWMA City Member. This Second Amended and Restated Joint Powers
Agreement shall supersede, replace, and supplant the Memorandum of Agreement executed
by and between the Cities, the County, and the Authorized Districts in or around 2001.
4.2 Authorized Districts, collectively, shall appoint or elect one representative
and one alternate to represent the Authorized Districts on the IWMA Board of Directors.
Authorized District Representative shall be limited to elected or appointed officials of an
Authorized District. Said representatives shall represent the collective interests of all Authorized
Districts. The selected Authorized District Representative shall serve a defined term, if so
determined by the Authorized Districts, or so long as they hold an elected or appointed office
with their Participating Agency, or until they resign or are removed prior to the end of their
term. The Authorized District Representative alternate shall be entitled to vote on IWMA
matters only in the absence of the Authorized District Representative.
4.3 The Authorized Districts, as Participating Agencies, shall have no
individual powers and/or authority other than through the Authorized District Representative.
SECTION 5. Term.
The Authority is and remains effective as of the date of this Agreement. It shall continue until
dissolved in accordance with Section 15 of this Agreement. However, in no event shall the
Authority be dissolved if its dissolution would conflict with or violate the terms or conditions of
any Revenue Bonds or related documentation including, without limitation, indentures,
resolutions, and letter of credit agreements.
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SECTION 6. Powers.
6.1 The Authority is empowered to acquire, construct, finance, refinance,
operate, regulate and maintain a Solid Waste Landfill, transfer station, MRF, composting, HHW,
or Joint Facilities and Sole Use Facilities subject, however, to the conditions and restrictions
contained in this Agreement. The Authority shall also have the power to plan, study and
recommend proper solid waste management consistent with the Act and other legislation and,
to the extent permitted by the Act and this Agreement, implement plans approved by the IWMA
and the programs specified in the state approved and locally adopted SRREs, the HHWE, the
NDFE, and the Countywide or Regional Siting Element for all or any portion of the area included
within the IWMA Region. Notwithstanding any other provisions of this Agreement, the Authority
shall not acquire, regulate, set fees for, or operate any solid waste landfills, recycling, or
composting facilities owned or operated by Participating Agencies without the express written
consent of such Participating Agency.
6.2 To the full extent permitted by applicable law, the Authority is authorized,
in its own name, to do all acts necessary or convenient for the exercise of such powers that each
Member could exercise separately including, without limitation, any and all of the following:
(a) to make and enter into contracts;
(b) to apply for and accept grants, advances and contributions;
(c) to contract for the services of engineers, attorneys, accountants,
planners, consultants, fiscal agents and other persons and entities;
(d) to make plans and conduct studies;
(e) to acquire, improve, hold, lease and dispose of real and personal
property of all types;
(f) to sue and be sued in its own name;
(g) to incur and discharge debts, liabilities and obligations;
(h) to establish rates, tolls, tipping fees, other fees, rentals and other
charges in connection with the Authority’s facilities identified in
Paragraph 6.1 herein, as well as any and all services and programs
provided and/or implemented by the Authority;
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(i) to hire agents and employees;
(j) to exercise the power of eminent domain for the acquisition of real
and personal property;
(k) to issue Revenue Bonds, grant or bond anticipation notes, or other
governmental financing instruments, in accordance with all applicable
laws for the purpose of raising funds to finance or refinance the
acquisition, construction, improvement, renovation, repair,
operation, regulation or maintenance of the facilities identified in
Paragraph 6.1 herein or as otherwise deemed necessary or beneficial
to the Authority;
(l) to sell or lease the facilities identified in Paragraph 6.1 herein;
(m) to loan the proceeds of Revenue Bonds to any person or entity to
finance or refinance the acquisition, construction, improvement,
renovation or repair of the facilities identified in Paragraph 6.1 herein;
(n) to provide that the holders of Revenue Bonds, whether directly or
through a representative such as an indenture trustee, be third party
beneficiaries of any of the obligations of any Member to the Authority
and to covenant with the holders of any Revenue Bonds on behalf of
any such Member to perform such obligations and comply with any
agreements that Member may have with the Authority;
(o) to prepare and implement plans and programs as deemed necessary
and/or beneficial to the Authority in carrying out the purposes of this
Agreement;
(p) to provide public education, outreach, and marketing activities in
support of diversion and edible food recovery programs;
(q) to enter into memorandums of understanding with other regional
agencies, cities, counties, and special districts;
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(r) to adopt, as authorized by California law, ordinances as are necessary
to ensure and oversee compliance with any and all current and future
state-mandated legislation and programs related to solid waste,
recycling, and waste diversion;
(s) to act as the delegate, on behalf of the Participating Agencies, for the
responsibilities of compliance, monitoring, reporting, and education
of all state-mandated legislation, including, but not limited to the
Integrated Waste Management Act, Assembly Bill 341, Assembly Bill
1826, and Senate Bill 1383.
6.3 Such powers shall be exercised subject only to the limitations set forth in
this Agreement, applicable law, and such restrictions upon the manner of exercising such
powers as are imposed by law in the exercise of similar powers. The Authority hereby designates
the City of San Luis Obispo as the Member required to be designated by Section 6509 of the
California Government Code. Should the Participating Agencies desire to designate an
alternative agency for the purposes of Section 6509, such new designation may be changed by
resolution of the Participating Agencies without need for an amendment to this Agreement.
6.4 This Agreement shall not limit the ability of the Participating Agencies to
plan, administer, implement, and otherwise conduct waste management and other related local
programs as deemed appropriate by the agency and consistent with the purpose and intent of
this Agreement.
SECTION 7. Expressed Limitation of Powers.
The Authority’s power to adopt, impose, implement, and/or comply with regulations and
ordinances is expressly limited to state-mandated legislation and regulations related to solid
waste, recycling, organic waste, and waste diversion. The Authority shall establish a budget
policy requiring Board consideration of the minimum work required to comply with state
mandates and regulations in the most demonstrably cost-effective way possible. Said policy
shall not preclude other requirements such as Board consideration of the equitable distribution
of services throughout the IWMA Region and program enhancements that are funded by grant
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revenues and/or reimbursements from Participating Agencies. Additionally, the IWMA shall
establish a purchasing policy with a similar provision when preparing scopes of work for
consultants and independent contractors who are engaged in implementing the Authority’s
projects and programs. Notwithstanding the foregoing, all existing IWMA ordinances, rules, and
regulations, whether or not mandated by the state, shall remain in full force and effect and not
subject to this limitation of power unless otherwise determined by the Board.
SECTION 8. Boundaries.
The boundaries of the Authority shall be the boundaries of the Cities and the Authorized
Districts identified herein as the IWMA Region. In the event a Participating Agency withdraws
from the Authority, the boundaries shall be modified to exclude the area of the withdrawing
agency. In the event a qualified city or district joins the Authority, the boundaries shall be
modified to include the area of the joining Participating Agency. Section 8 shall not prevent the
Authority’s use and/or operation of facilities outside of its boundaries within the County of San
Luis Obispo.
SECTION 9. Organization.
9.1 The Board. The Authority shall be governed by the Board, which shall
exercise or oversee the exercise of all powers and authority on behalf of the Authority.
9.2 Participating Agencies.
(a) Cities. City membership in the Authority shall be voluntary, but
only the cities incorporated in the County of San Luis Obispo
presently or in the future, are declared eligible for
membership in the Authority as a regional agency. City
representatives to the Authority shall consist of one (1)
member from the governing body of each incorporated City
within the boundaries of the County of San Luis Obispo which
is a party to this Agreement. The Cities may elect to have an
alternate member(s) in addition to any official member, but
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said alternate shall be an elected or appointed official and
shall be able to vote only in the absence of the official
representative.
(b) Authorized Districts. The Authorized Districts shall be
collectively represented on the Board by one (1)
representative and one (1) alternate elected or appointed by
and among themselves. The Authorized District
Representative shall have all rights, power, and authority
granted to a City representative. The Authorized District
alternate shall be elected or appointed officials and entitled to
vote only in the absence of the official Authorized District
Representative.
(c) Representatives of the shall be appointed to serve on the
Board in accordance with procedures established by each of
the governing bodies of their respective agencies, except that
the Authorized District Representative and alternate shall be
elected or appointed pursuant to Section 4. Representatives
shall serve so long as they hold office with their member
agency, until they shall resign or are removed by a majority
vote of their member agency, or pursuant to a set term
established by their member agency. Vacancies among
representatives or alternates shall be filled in the same
manner as the first appointment.
(d) Designation of the official representative or alternate(s), or
changes thereto, shall be transmitted in writing to the
Executive Director of the Authority by the appointing agency.
(e) In addition to the incorporated Cities and Authorized Districts
presently a party to this Agreement, any other city or qualified
special district which may desire to participate in the activities
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of the Authority may do so by executing this Agreement
without prior approval or ratification of the named parties to
this Agreement and shall thereafter be governed by all the
terms and provisions of this Agreement as of the date of
execution.
(f) Membership and/or participation of any Participating Agency
shall be contingent upon the execution of this Second
Amended and Restated Joint Powers Agreement, as same may
be further amended from time to time, with no requirement
to execute the Original JPA or any prior amendments thereto.
9.3 Principal Office. The principal office of the Authority shall be located at
870 Osos Street, San Luis Obispo, CA 93401. The Board may change that principal office upon
giving at least 15 days' notice to each Participating Agency and to CalRecycle.
9.4 Officers.
(a) The officers of the Board shall consist of a President and Vice
President elected for a term of one year by a majority vote of
the Board
(b) Both the President and Vice President of the Board shall be
elected at the last meeting preceding July of each year.
(c) The officers shall serve until their successors are elected.
(d) The duties of the officers shall be as follows:
1) President
a) Shall preside over all meetings of the Board.
b) Shall appoint all ad hoc committees subject to
ratification by the Board.
c) Shall be an ex-officio member of all
committees.
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d) Shall execute all contracts and legal documents
on behalf of the Authority except those that
have been delegated to the Executive Director
through purchasing policies or other actions of
the Board of Directors.
2) Vice President
a) Shall serve as President pro-tem in the absence
of the President.
b) Shall give whatever aid necessary to the
President.
c) Shall be an ex-officio member of all
committees.
d) In the event of a vacancy occurring in the office
of either the President or Vice President upon
said officer's death, resignation, removal or
his/her ceasing to be an official representative
of a member agency, such vacancy will be filled
by majority vote of the Board, the officer
elected to serve for the balance of the
unexpired term.
9.5 Executive Director. The Board shall employ or contract for the services of
a general manager (the “Executive Director”) who shall be the chief administrative officer of the
Authority. The Authority shall select a qualified Executive Director using professional personnel
standards and an open competitive process. The Executive Director shall plan, organize and
direct the administration and operations of the Authority, either directly or by means of
delegation to IWMA staff, shall advise the Board on policy matters, shall recommend an
administrative structure to the Board, shall hire and discharge administrative staff, shall develop
and recommend budgets, shall reply to communications on behalf of the Authority, shall
approve payments of amounts duly authorized by the Board, shall implement Board policy, shall
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carry out such other duties that may be assigned to the Executive Director by the Board from
time to time, and shall attend meetings of the Board and committees as directed.
9.6 Committees.
(a) Committees, subcommittees, and advisory committees may
be established as the Board may deem appropriate.
(b) Membership on “ad-hoc” policy committees shall be at the
discretion of the President, subject to ratification by the
Board, and consisting of less than a quorum of the Board.
Nothing herein shall be construed to limit membership on
these aforesaid committees to officials of the member
agencies. The President may appoint any individual deemed
qualified to serve on a committee.
(c) Standing Committees shall include an Executive Committee
and other committees as established by the Board. The
composition and bylaws of the standing committees shall be
established by the Board by resolution. All Standing
Committee meetings shall be held subject to the provisions of
the Ralph M. Brown Act (Sections 54950 et seq. of the
California Government Code) and other applicable laws of the
State of California.
SECTION 10. Meetings of the Board.
10.1 Notice of Meetings. All meetings of the Board shall be held subject to the
provisions of the Ralph M. Brown Act (Sections 54950 et seq. of the California Government
Code) and other applicable laws of the State of California.
10.2 Regular Meetings. The Board shall hold at least four regular meetings
each year. The date upon which, and the hour and place at which, each regular meeting shall be
fixed by resolution of the Board.
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10.3 Special Meetings. Special meetings of the Board may be called in
accordance with the provisions of the California Government Code.
10.4 Notice of Meetings. All meetings of the Board shall be held subject to the
provisions of the Ralph M. Brown Act (Sections 54950 et seq. of the California Government
Code) and other applicable laws of the State of California.
10.5 Minutes. The Executive Director shall cause minutes of all meetings of the
Board and any standing committees of the Board to be kept and shall, after each meeting and
approval of the Board, cause a copy of the minutes to be forwarded to each Participating
Agency.
10.6 Quorum and Voting. For purposes of conducting business, there shall be
present a quorum consisting of a majority of the Board. Each director shall have one vote. No
action shall be effective without the affirmative votes of a majority of those present. The Board
shall adopt such procedures as are consistent with this Agreement and applicable law and are
necessary or helpful in conducting the business of the Authority in an orderly manner.
10.7 Budget. The Cities and the County have entered into a Memorandum of
Agreement among the County of San Luis Obispo and the Cities of Arroyo Grande, Atascadero,
El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach, and San Luis Obispo for the
Establishment and Payment of Landfill Tipping Fee Surcharges To Support The San Luis Obispo
Integrated Waste Management Authority (the “MOA”). Pursuant to the MOA, those members
of the Authority having jurisdiction over such matters have agreed to establish tipping fee
surcharges (the “Tipping Fee Surcharges”) which shall be paid into a Solid Waste Authority—
Trust Fund (as defined in the MOA) for the purposes therein.
(a) A line item and program budget for the Authority's operations
shall be adopted by the Board for the ensuing Fiscal Year prior
to June 30 of each year. All costs incurred by the Authority
shall be set forth in the budget and shall be paid out of the
solid waste fund derived from tipping fee surcharges and
other sources as approved by the Board.
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The line item and program budget shall be submitted in draft
form to all Participating Agencies for review and comment
prior to adoption.
The line item and program budget shall include sufficient
detail to constitute an operating guideline, the anticipated
sources of funds, and the anticipated expenditures to be made
for the operations of the Authority and the administration,
maintenance and operating costs of the facilities identified in
Paragraph 6.1 herein. Any budget for Sole Use Facilities shall
be maintained separately. Approval of the line item and
program budget by the Board shall constitute authority for the
Executive Director to expend funds for the purposes outlined
in the approved budget, subject to the availability of funds.
(b) A budget for the acquisition, construction, or operation of
facilities, or for contracting for the acquisition, construction,
or operation of facilities, identified in Paragraph 6.1 herein
shall be adopted by the Board before the Authority commits
any acquisition or construction funds or contracts. It may be
amended if and when determined by the Board. Approval of
the budget(s) for the facilities identified in Paragraph 6.1
herein shall constitute authority for the Executive Director
(or any trustee or other fiduciary appointed by the Authority)
to receive state or federal grant funds and proceeds of
Revenue Bonds and to expend funds for the acquisition,
construction, or operation of the facilities identified in
Paragraph 6.1 herein.
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(c) A budget(s) governing the acquisition, construction, or
operation of Sole Use Facilities may be adopted by the
affected Participating Agency or Agencies. When such
budgets are adopted by affected parties, appropriate
accounts shall be established by the Authority and
designated as such participant or participant’s fund.
Disbursement of such funds by the Authority shall be made
only upon receipt of written authorization from the
designated finance officer of the affected Participating
Agency or Agencies. Receipts and disbursements for the
acquisition or construction of Sole Use Facilities may also be
made directly by the affected Participating Agency or
Agencies, in which case such budgets shall not be a part of
the budget of the Authority.
10.8 Rules of Procedure. The Board shall from time to time, establish written
rules and procedures for the conduct of their meetings.
SECTION 11. Joint Operating Fund and Contributions.
The Authority shall have the power to establish a joint operating fund. The fund shall be used to
pay all administrative, operating, and other expenses incurred by the Authority. Funding shall
be on an enterprise basis or as determined by the Board. All monies in the joint operating fund
shall be paid out by the Auditor-Controller / Treasurer for the purposes for which the fund was
created upon authorization by the President of the Board and approval by the Executive Director
of demands for payment, or as otherwise authorized by resolution of the Board filed with the
Auditor-Controller / Treasurer. No Participating Agency shall be obligated to make any
contributions of funds to the Authority for facilities to be established in accordance with Section
6.1 or pay any other amounts on behalf of the Authority, other than as required by this Section
11, without that Participating Agency’s consent evidenced by a written instrument signed by a
duly authorized representative of that Participating Agency. The Authority shall contract with
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an independent certified professional accountant to conduct annual fiscal audits as required by
applicable statute or legislation and report the results of such audit to the Board.
11.1 Auditor-Controller / Treasurer. The Auditor-Controller / Treasurer of San
Luis Obispo County shall be the Auditor-Controller / Treasurer of the Authority. The Auditor-
Controller / Treasurer shall preform all responsibilities and obligations as provided in
Government Code section 6505.5. To the extent a conflict exists between this Section 11 and
the Government Code, the Government Code shall control.
11.2 Notwithstanding Sections 11.1 above, designation of the Auditor-
Controller / Treasurer may be changed from time to time by resolution of the Board without
necessitating amendment to this Agreement.
SECTION 12. Records and Accounts.
This Section and Section 11 are intended to ensure strict accountability of all funds of the
Authority and to provide accurate reporting of receipts and disbursements of such funds. The
Authority shall maintain accurate and correct books of account, showing in detail the costs and
expenses of any service or acquisition and construction and the maintenance, operation,
regulation and administration of any service or Joint Facilities or Sole Use Facilities, and all
financial transactions of the Participating Agencies relating to any service or Joint Facilities or
Sole Use Facilities. Books and records shall be established and maintained in accordance with
generally accepted accounting principles promulgated by the California State Controller's Office
and the Governmental Accounting Standards Board. The books of account shall correctly show
any receipts and any costs, expenses, or charges to be paid by all or any of the Participating
Agencies. The books of account shall be open to inspection at all times by a representative or
agent of any of the Participating Agencies. In addition, if required by any resolution authorizing
the issuance of Revenue Bonds, the Authority shall maintain appropriate books, records,
accounts and files relating to each project as required by such resolution which shall be open to
inspection by holders of Revenue Bonds if and to the extent, and in the manner, provided in the
resolution.
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SECTION 13. Rates and Fees.
The Authority shall be funded by a combination of rates, fees, and other funding mechanisms
as allowed by applicable authority. Use of revenue from rates and fees shall not be restricted
based upon the funding mechanism. The Authority shall establish and regulate rates and/or
tipping fees at facilities within the County of San Luis Obispo, such as landfills or other collection
sites, for (1) the operation, acquisition, construction, repair, and maintenance of new and
existing facilities; (2) the implementation of state legislation and regulations; (3) the operation
of programs, education, outreach, monitoring and enforcement efforts; and (4) the
preparation, adoption, and implementation a regional management plan.
The Authority may impose fees in amounts sufficient for (1) the implementation of state
legislation and supporting programs; (2) education outreach, monitoring, reporting and
compliance efforts; (3) the preparation, adoption, and implementation of a regional
management plan; and (4) any other purposes as provided for by this Agreement. Revenue
generation may include fees imposed on “Haulers” (defined as companies with an agreement
with a governmental entity for the collection of solid waste, recyclables, or green waste in San
Luis Obispo County), assessments, or any other funding mechanism as allowed by applicable
authority. Rates and fees shall be set or modified by resolution only.
Prior to the Authority increasing rates or fees, or imposing new rates or fees, the Authority shall
provide the Participating Agencies with all necessary facts, data, information and analyses
related to justification and/or explanation of the proposed rates and fees that meet all
applicable legal requirements to support their adoption. The Authority shall coordinate with
the Participating Agency managers in this regard to ensure the facts, data, information and
analyses provided by the Authority is adequate to enable the Participating Agencies to
implement the Authority’s proposed rates and fees through the Proposition 218 process, if
deemed applicable to a Participating Agency by that Agency; however, determinations
regarding the application of Proposition 218 to any proposed increased rate or fee shall be made
solely by each Participating Agency with no Authority representations of any kind.
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The Authority shall establish a rate and/or fee setting policy which shall govern the obligations
of the Authority to its Participating Agencies in the implementation of any new or increased
rates or fees.
SECTION 14. Failure to Meet Waste Stream Requirements.
The Authority shall be entitled to cause the waste streams of each Participating Agency to be
monitored, pursuant to procedures approved by the Board, in order to determine whether state
waste diversion requirements are being met. If the waste stream diversion of any Participating
Agency fails to meet any such requirements, including but not limited to taking all actions
necessary to comply with state mandates, that Participating Agency shall be solely responsible
for any and all resulting liabilities, damages, fines, criminal and civil sanctions, and costs and
expenses. That Participating Agency shall also indemnify and hold the Authority and the other
Participating Agencies harmless from and against any and all liabilities, damages, fines,
sanctions, costs and expenses that are incurred as a result of the violation or a claimed violation
including, without limitation, all fees and costs of legal counsel. If two or more Participating
Agencies are responsible for a failure to meet any such requirements or are claimed to have
violated any such requirements, the Participating Agencies responsible for the violations or
which are the subject of such claims shall be responsible to, and shall indemnify, the Authority
and the other Participating Agencies in proportion to their relative responsibility for the
violations or claimed violations. Upon notification of any such violation or claim, the
Participating Agency or Agencies shall take such prompt, corrective action as is necessary to
meet the requirements. Nothing in this Section shall preclude one or more Participating
Agencies or the Authority from imposing or establishing additional incentives to meet waste
diversion requirements.
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SECTION 15. Withdrawal and Dissolution.
15.1 The parties to this Agreement pledge full cooperation and agree to assign
representatives to serve as official appointed representatives of the Authority or any committee
or subcommittee thereof who shall act for and on behalf of their Participating Agency in any or
all matters which shall come before the Authority, subject to any necessary approval of their
acts by the governing bodies of the Participating Agencies.
15.2 Any party to this Agreement may withdraw from the Authority, upon
providing six (6) months’ prior written notice, and terminate its participation in this Agreement
by resolution of its governing body. The withdrawal of the Participating Agency shall have no
effect on the continuance of this Agreement among the remaining Participating Agencies, and
the Agreement shall remain in full force and effect with respect to the remaining Participating
Agencies. No withdrawal shall become effective until six (6) months after receipt of the written
notice by the Authority.
15.3 A Participating Agency which has withdrawn from the Authority shall not
be liable for the payment of further contributions falling due beyond the date of withdrawal and
shall have no right to reimbursement of any monies previously paid to the Authority. The
Authority may authorize a reimbursement if in its judgment such reimbursement is fair and
equitable and can be done without jeopardy to the operation of the Authority. If any
Participating Agency fails to pay a required contribution, as determined by the Board, that
Participating Agency shall be provided with a sixty (60) day written notice and an opportunity
to cure. If the Board determines that the Participating Agency has failed to cure or negotiate a
cure within sixty (60) days following delivery of the written notice shall be deemed a voluntary
withdrawal from the Authority.
15.4 The Authority may be dissolved at any time and this Agreement
terminated by a joint agreement duly-approved and executed by a majority of the Members
which are parties hereto. Said termination agreement shall provide for the orderly payment of
all outstanding debts and obligations and for the return of any surplus funds of the Authority in
proportion to the contributions made by the Participating Agencies. In the event the Authority
is dissolved, the individual Participating Agencies shall be responsible for complying with the
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requirements of the Act as included in the approved SRREs, HHWE, NDFE, Countywide or
Regional Siting Element and Integrated Waste Management Plan in addition to compliance with
all waste management related legislation.
SECTION 16. Amendments Including Termination.
This Agreement may only be amended or terminated by a written instrument executed by a
majority of the Members and meeting the requirements imposed by the terms or conditions of
all Revenue Bonds and related documentation including, without limitation, indentures,
resolutions, and letter of credit agreements. Notwithstanding the foregoing, no amendment or
termination shall require any Participating Agency to contribute any funds to the Authority or
become directly or contingently liable for any debts, liabilities or obligations of the Authority
without the consent of that agency evidenced in a written instrument signed by a duly
authorized representative of that Participating Agency.
SECTION 17. Filing with the Secretary of State.
The Secretary shall file all required notices with the Secretary of State in accordance with
California Government Code sections 6503.5 and 53051
SECTION 18. Notices.
All notices which any Participating Agency of the Authority may wish to give in connection with
this Agreement shall be in writing and shall be served by personal delivery, by electronic mail,
or by US mail addressed to the Participating Agency, or Participating Agencies, or the Authority
at its principal office, or to such other address as the Authority or Participating Agency or
Participating Agencies may designate from time to time by written notice given in the manner
specified in this Section. Service of notice pursuant to this Section shall be deemed complete on
the day of service by personal delivery (but 24 hours after such delivery in the case of notices of
special meetings of the Board), two days after mailing if deposited in the United States mail, or
in 24 hours if provided by electronic mail.
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SECTION 19. Successors and Assigns.
This Agreement shall be binding upon and shall inure to the benefit of the permitted successors
and assigns of the Participating Agencies. However, no Participating Agency shall assign any of
its rights under this Agreement except to a duly formed public entity organized and existing
under the laws of the State of California approved by a majority of the voting Directors who do
not represent the assigning Participating Agency. No assignment shall be effective unless and
until the Authority, the Participating Agencies, and the proposed assignee comply with all then
applicable requirements of law relating to changes in the composition of entities such as the
Authority if and when they have Revenue Bonds outstanding and with the terms and conditions
of all Revenue Bonds and related documentation including, without limitation, indentures,
resolutions and letter of credit agreements.
SECTION 20. Severability
Should any part, term, sentence, or provision of this Agreement be decided by a final judgment
of a court or arbitrator to be illegal or in conflict with any law of the State of California or
otherwise be unenforceable or ineffectual, the validity of its remaining parts, terms, sentences,
and provisions shall not be affected and the Participating Agencies represent that they would
have adopted this Agreement even without the ineffectual or non-valid provision(s).
SECTION 21. Section Headings.
All section headings contained in this Agreement are for convenience and reference. They are
not intended to define or limit the scope of any provision of this Agreement.
SECTION 22. Effective Date.
This Agreement shall take effect upon its execution by all Members, pursuant to resolutions of
such governing bodies authorizing such execution and shall remain in full force and effect until
dissolved pursuant to the provisions herein. This Agreement may be executed in counterparts
which together shall constitute a single agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first hereinabove written.
CITY OF SAN LUIS OBISPO
By: ___________________________ Date: ________________________
Erica A. Stewart, Mayor
ATTEST
By: ___________________________ Resolution No. _________ (2022 Series)
Teresa Purrington, City Clerk
APPROVED AS TO FOR AND LEGAL EFFECT
By: ___________________________ Date: __________________________
J. Christine Dietrick, City Attorney
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PARTICIPATING AGENCIES
CITIES
Arroyo Grande
Atascadero
El Paso de Robles
Grover Beach
Morro Bay
Pismo Beach
San Luis Obispo
AUTHORIZED DISTRICTS
Avila Beach CSD
California Valley CSD
Cambria CSD
Cayucos Sanitary District
Ground Squirrel Hollow CSD
Heritage Ranch CSD
Los Osos CSD
Nipomo CSD
Oceano CSD
San Miguel CSD
San Simeon CSD
Templeton CSD
Page 88 of 814
JOINT POWERS AGREEMENT
TO ESTABLISH AN
INTEGRATED WASTE MANAGEMENT AUTHORITY
FOR THE CITIES OF
SAN LUIS OBISPO COUNTY, CALIFORNIA
Deleted: AND COUNTY
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SECOND AMENDED AND RESTATED JOINT POWERS AGREEMENT
TO ESTABLISH AN
INTEGRATED WASTE MANAGEMENT AUTHORITY
FOR THE CITIES OF SAN LUIS OBISPO COUNTY, CALIFORNIA
THIS SECOND AMENDED AND RESTATED JOINT POWERS AGREEMENT is made and
entered into this on _________________________________, by and between the incorporated
cities of Arroyo Grande, Atascadero, El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach,
and San Luis Obispo, all being municipal corporations of the State of California and located
within the boundaries of the County of San Luis Obispo California, hereinafter called “Cities.”
WHEREAS, on May 10, 1994, an agreement was executed by and between the Cities and
the County of San Luis Obispo (“County”) forming a joint powers authority pursuant to the
provisions of the Joint Exercise of Powers Act (Government Code section 6500 et seq., for the
purpose of facilitating the development of waste diversion programs and projects that provide
economies of scale without interfering with individual agencies’ exercise of power within their
own jurisdiction (hereinafter referred to as the “Original JPA Agreement”); and
WHEREAS, pursuant to the Original JPA Agreement, the member agencies created and
established a public entity identified as the San Luis Obispo County Integrated Waste
Management Authority (“IWMA”); and
WHEREAS, in or around 2001, a Memorandum of Agreement (“MOA”) was executed by
and between the Cities, the County, and certain special districts within the County (“Authorized
Districts”) amending the Original JPA Agreement to include the Authorized Districts for
representation on the IWMA Board; and
WHEREAS, on or about November 15, 2021, the County withdrew from the IWMA; and
the Cities and Authorized Districts determined that a single regional agency remained
advantageous to advise, plan for, and implement solutions to common solid waste and a waste
diversion efforts; and
WHEREAS, the IWMA was originally formed to meet the requirements of the California
Integrated Waste Management Act (California Public Resources Code section 40000 et seq.) and
all regulations adopted under that legislation require, among other things, that certain public
agencies in California make adequate provision for solid waste management within their
jurisdictions; and
WHEREAS, since the IWMA’s formation, Assembly Bill 341 (Chesbro, 2011) (Recycling of
Commercial Solid Waste (“MCR”)) was signed into law and established requirements for
jurisdictions to implement a commercial solid waste recycling program designed to divert
commercial solid waste; and
Deleted: AND COUNTY
Deleted: 10th
Deleted: "CITIES," and the County of San Luis Obispo, a
body politic and corporate and a subdivision of the State of
California, hereinafter called "COUNTY," as follows:
Deleted: WHEREAS, Section 6500, et seq., of the California
Government Code (Title 1, Division 7, Chapter 5, Article 1)
provides for agreements between two or more public
agencies to jointly exercise any power common to the
contracting parties, subject to certain mandatory provisions
contained therein; and ¶
WHEREAS, it is desirable
Deleted: be created by and with the consent of CITIES and
COUNTY…
Deleted: suggest,
Deleted: problems; assist with programs by utilizing the
professional talents of the various governmental
jurisdictions in the County and of experts in various other
fields and to coordinate their
Deleted: WHEREAS,
Deleted: requires
Deleted: CITIES
Deleted: COUNTY have the power to plan, acquire,
construct, maintain, manage, regulate, operate and control
facilities…
Deleted: the collection, transportation, processing and
disposal of the …
Deleted: , including recyclables,
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WHEREAS, since the IWMA’s formation, Assembly Bill 1826 (Chesbro, 2014) (Recycling
of Commercial Organic Waste (“MORe”)) was signed into law and established the requirement
for jurisdictions to implement an organic waste recycling program to divert organic waste
generated by businesses; and
WHEREAS, since the IWMA’s formation, Senate Bill 1383 (Lara, 2016) was signed into
law requiring jurisdictions to implement organic waste diversion programs that include
providing organic waste collection services to businesses and residences, edible food recovery
goals, public education and outreach, contamination monitoring and sampling activities,
recordkeeping and reporting, organic materials and edible food recovery, infrastructure
capacity planning, procurement of recovered organic waste products, and enforcement; and
WHEREAS, the Cities and Authorized Districts continue to believe that by combining
their separate powers they can achieve their waste diversion goals and satisfy the requirements
of the Integrated Waste Management Act and other legislation more effectively than if they
exercise those powers separately; and
WHEREAS, the Cities affirm, that pursuant to this Second Amended and Restated Joint
Powers Agreement, the IWMA remains a regional agency in accordance with Public Resources
Code section 40970 et seq.; and
WHEREAS, pursuant to Section 40977, the Cities shall include one (1) Authorized District
to be included as a member in the IWMA regional agency for the purpose of representation on
the IWMA Board of Directors; and
WHERAS, the Authorized District “member” may change from time to time; the current
elected or appointed Authorized District representative shall represent the collective interests
of all Authorized Districts; and
WHEREAS, this Second Amended and Restated Joint Powers Agreement shall be
considered a Memorandum of Understanding between the Cities and the Authorized Districts
to enable and allow one (1) representative of the Authorized Districts to participate in the
governance of the IWMA as a member agency pursuant to Section 40977 of the Public Resource
Code to represent the interests of all Authorized Districts; and
WHEREAS, the Cities and the Authorized Districts (together “Participating Agencies”)
desire to establish and confer upon a separate legal entity the powers necessary to enable them
to achieve their waste diversion goals and to comply with the Integrated Waste Management
Act, Assembly Bill 341, Assembly Bill 1826, Senate Bill 1383, and all current and future state-
mandated laws, rules and regulations to the extent allowed by law and by the terms and
conditions of this Second Amendment; and
WHEREAS, the Participating Agencies desire to avoid a series of amendments to the
Agreement over time due to future state-mandated legislation and programs, and as such, the
parties desire to authorize the IWMA Board to enact policies, resolutions, and ordinances as are
necessary to ensure and oversee compliance with any and all future state-mandated programs
related to solid waste, recycling, waste diversion, and any other purpose of the Authority as
provided in this Agreement.
Deleted: within their jurisdictions
Deleted: CITIES and COUNTY
Deleted: CITIES and COUNTY intend by this Agreement to
exercise their respective powers jointly and to exercise such
additional powers as are available for the purpose of
achieving their waste diversion goals, complying with the
Integrated Waste Management Act and developing
integrated resource recovery facilities for the benefit of all
CITIES and COUNTY; and¶
WHEREAS, the CITIES and COUNTY intend,
Deleted: to establish
Deleted: Section 40973;
Deleted: the CITIES and COUNTY intend,
Deleted: this agreement and Public Resources Code
Deleted: 40973, that said regional agency, and not the
CITIES and COUNTY which are members of the regional
agency,…
Deleted: responsible for compliance with the waste
diversion requirements set forth
Deleted: Public Resources Code, Article 1
Deleted: Chapter 6 (commencing with
Deleted: 41780);
Deleted: CITIES
Deleted: COUNTY
Deleted: .
Page 91 of 814
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NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
SECTION 1. Definitions.
To the extent that any of the following definitions conflict with any definition set forth in the
California Integrated Waste Management Act, (Pub. Resources Code, § 40000 et seq.), and the
Regulations promulgated thereunder, said Act and/or Regulations shall take priority. The terms
defined in this Section that begin in this Agreement with quotation marks have the following
meanings:
1.1 “Act” means the California Integrated Waste Management Act of 1989
(Pub. Resources Code, § 40000 et seq.) and all regulations adopted under that legislation, as
that legislation and those regulations may be amended from time to time.
1.2 “Agreement” means this Second Amended and Restated Joint Exercise of
Powers Agreement, as it may be amended from time to time.
1.3 “Authority” means the San Luis Obispo County Integrated Waste
Management Authority, a joint exercise of powers agency created by the Members pursuant to
this Agreement.
1.4 “Authorized Districts” means certain special districts with solid waste
authority participating in the IWMA through this Second Amended and Restated Joint Powers
Agreement, including but not limited to the Avila Beach Community Services District, California
Valley Community Services District, Cambria Community Services District, Cayucos Sanitary
District, Ground Squirrel Hollow Community Services District, Heritage Ranch Community
Services District, Los Osos Community Services District, Nipomo Community Services District,
Oceano Community Services District, San Miguel Community Services District, San Simeon
Community Services District, and Templeton Community Services District, or other qualified
agencies that may later determine to become a Participating Agency by execution of this
Agreement.
Deleted: PRC Sec.
Deleted: California Public
Deleted: Sections
Page 92 of 814
- 4 -
1.5 “Authorized District Representative” means the representative, or
alternate, elected or appointed by the Authorized Districts to represent the Authorized Districts’
interests as a member of the IWMA regional agency pursuant to Section 40977 of the Public
Resources Code.
1.6 “Board” means the Board of Directors of the Authority
1.7 “CalRecycle” means the California Department of Resources Recycling
and Recovery.
1.8 “City” means any Participating Agency that is a city, and “Cities” means
all of the Participating Agencies that are Cities.
1.9 “Composting Facility” means a facility at which composting is conducted
and which produces a product meeting the definition of compost in Public Resources Code (PRC)
section 40116. (“Compost” means the product resulting from the controlled biological
decomposition of organic wastes that are source separated from the municipal solid waste
stream, or which are separated at a centralized facility. “Compost” includes vegetable, yard and
wood wastes which are not hazardous waste, and biosolids where combined with other organic
materials in a mixture that consists largely of decayed organic matter, and is used for fertilizing
and conditioning land.)
1.10 “Executive Director” means the person hired and appointed by the Board
as the Authority's chief administrative officer to administer the affairs of the Authority and to
implement the policies of the Board.
1.11 “Fiscal Year” means the period commencing on each July 1 and ending on
the following June 30.
1.12 “HHW” means household hazardous waste as described in the household
hazardous waste element as required by the Act (Pub. Resources Code, § 40000 et seq.), as that
element may be amended from time to time.
1.13 “HHWE” means the Household Hazardous Waste Element as required by
the Act (Pub. Resources Code, § 40000 et seq.) as that element may be amended from time to
time.
1.14 “IWMA” means the Authority as defined herein.
Deleted: Member
Deleted: Members
Deleted: cities
Deleted: <#>“County” means the unincorporated areas of
San Luis Obispo County, California.¶
Deleted: California Public
Deleted: Sections
Deleted: California Public
Deleted: Sections
Page 93 of 814
- 5 -
1.15 “IWMA Region” means the jurisdictional territory and boundaries of all
Participating Agencies.
1.16 “Joint Facilities” means a materials recovery facility, composting or HHW
Facility, or other facility developed for the purpose of complying with requirements established
by state legislation or the regulations of CalRecycle, or combination thereof, which is owned by
some or all of the Participating Agencies directly, or by the Authority, or by a private entity, or
a public agency, for the benefit of some or all of the Participating Agencies.
1.17 “Members” means the Cities who are members of this regional agency,
formed pursuant to Public Resources Code section 40970 et seq, and the one (1) Authorized
District Representative pursuant to Public Resources Code section 40977.“MRF” means a
“materials recovery facility” which means a permitted solid waste facility where solid wastes or
recyclable materials are sorted or separated, by hand or by use of machinery, for the purposes
of recycling or composting. (Title 14, Ch. 9, Art. 3, Section 18720, “Definitions.”) "MRF" also
means a transfer station which is designed to, and, as a condition of its permit, shall recover for
reuse or recycling at least 15 percent of the total volume of material received by the facility.
(Pub. Resources Code, § 50000(a)(4).)
1.18 “Participating Agency” or “Participating Agencies” means and shall
include the Cities and the Authorized Districts who are signatories to this Agreement, delegating
powers to the Authority pursuant to this Agreement, and participating in the governance of the
IWMA.
1.19 “NDFE” means a Nondisposal Facility Element as required by the Act (Pub.
Resources Code, § 40000 et seq.), as that element may be amended from time to time.
1.20 “Revenue Bonds” means revenue bonds, notes, certificates of
participation and any other instruments and evidences of indebtedness issued by the Authority
from time to time pursuant to the law or any other applicable law in order to finance the MRF,
any Joint Facilities or any Sole Use Facilities.
Deleted: located within the boundary of the Authority and
is …
Deleted: members
Deleted: members
Deleted: <#>“Manager” means the person hired and
appointed by the Board as the Authority's administrative
officer to administer the affairs of the Authority and to
effect the policies of the Board.¶
“Member” means any of the signatories to this Agreement
and “Members” means all of the signatories to this
Agreement.¶
“
Deleted: <#>(PRC
Deleted: California Public
Deleted: Sections
Page 94 of 814
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1.21 “Sole Use Facilities” means an integrated resource recovery facility,
performing one or more of the functions of a MRF, composting or HHW Facility which is located
within the boundary of the Authority and is owned by one Participating Agency or a private
entity, but in all events is operated for the benefit of the residents and/or constituents of the
IWMA Region.
1.22 “Solid Waste Landfill” shall have the meaning set forth in Section 40195.1
of the Public Resources Code, as that section may be amended from time to time.
1.23 “SRRE” means a Source Reduction And Recycling Element as required by
the Act (Pub. Resources Code, § 40000 et seq.), as that element may be amended from time to
time.
SECTION 2. Purpose.
Government Code section 6500 et seq. provides that two or more public agencies by agreement
may jointly exercise any power common to the contracting parties. Public Resources Code
section 40977 authorizes a district to be included as a member of a regional agency. Public
Resources Code section 40976 authorizes a city or county to enter into a memorandum of
understanding with another city, county, or district for the purpose of preparing and
implementing source reduction and recycling elements or a countywide integrated waste
management plan. It is the intent of the Participating Agencies to utilize these statutory
authorizations in this Agreement.
The Participating Agencies enter this Agreement with the intent to operate the Authority in
compliance with the requirements of the Act and other state legislation, with a minimum level
of staff, addressing those operations and programs that can be most cost-effectively handled at
the regional level by maximizing local resources, private sector participation, and contract
services provision. The duties and responsibilities of each Participating Agency are described in
the applicable adopted plans. The Authority is formed with the purpose and intent of facilitating
the development of programs and projects related to waste diversion for the benefits of the
residents and/or constituents of the IWMA Region that provide economies of scale without
interfering with individual agencies' exercise of power within their own jurisdiction.
Deleted: member
Deleted: one
Deleted: more, but not all,
Deleted: Members
Deleted: California Public
Deleted: Sections
Deleted: This Agreement is entered into for the purposes
of providing for the joint exercise of certain powers
common to the Members and for the exercise of such
additional powers as are conferred by law in order to
achieve our waste diversion goals. The Members are each
empowered by the laws of the State of California to exercise
the powers specified in this Agreement and to comply with
the provisions of the Act and other laws. These common
powers shall be exercised for the benefit of any one or more
of the Members or otherwise in the manner set forth in this
Agreement.¶
¶
The members enter the agreement
Deleted: city and the County
Page 95 of 814
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SECTION 3. Creation of Authority.
3.1 The Cities hereby re-create and re-establish an authority and public entity
to continue to be known as the “San Luis Obispo County Integrated Waste Management
Authority,” (hereinafter referred to as the “Authority” or “IWMA”) it being understood that the
Board shall be entitled to change the Authority's name from time to time. The Authority shall
be a public entity separate from each of the Cities and the Authorized Districts.
3.2 The Authority shall constitute and remain as a regional agency pursuant
to Public Resources Code section 40970 et seq. The regional agency shall include one (1)
Authorized District Representative as a member pursuant to Public Resources Code section
40977. Said regional agency, and not the Participating Agencies of the regional agency, shall be
responsible for compliance with the waste diversion requirements set forth in Public Resources
Code, Article 1 of Chapter 6 (commencing with Section 41780). In the event that the regional
agency fails to comply with said waste diversion requirements, it is expressly understood and
agreed that Section 14 of this Agreement shall provide for indemnification for the benefit of the
regional agency and its Participating Agencies as specifically set forth therein.
3.3 The assets, rights, debts, liabilities, and obligations of the Authority shall
not constitute assets, rights, debts, liabilities, or obligations of any of the Participating Agencies.
However, nothing in this Agreement shall prevent any Participating Agency from separately
contracting for, or assuming responsibility for, specific debts, liabilities, or obligations of the
Authority, provided that both the Board and that Participating Agency approve such contract or
assumption in writing.
3.4 This Second Amended and Restated Joint Powers Agreement shall take
effect upon its adoption by each of the Cities. The Authorized Districts, and each of them, may
elect to participate in the IWMA by execution of this agreement wherein they shall be bound by
its terms and conditions. All prior agreements, including the MOA, shall be extinguished upon
the execution of this Agreement by the Cities.
Deleted: Members
Deleted: )
Deleted: if it so chooses.
Deleted: Members
Deleted: Section 40973.
Deleted: CITIES and COUNTY which are members
Deleted: the
Deleted: 12
Deleted: members
Deleted: Members.
Deleted: Member
Deleted: Member
Page 96 of 814
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SECTION 4. Inclusion of the Authorized Districts.
4.1 This Second Amended and Restated Joint Powers Agreement shall be
considered a Memorandum of Understanding between the Cities and the Authorized Districts
to allow one (1) representatives of the Authorized Districts to participate in the governance of
the IWMA pursuant to Section 40977 of the Public Resources Code. Participation of the
Authorized Districts is limited to special districts within San Luis Obispo County that possess solid
waste authority. The Authorized District Representative shall have all the governing rights and
powers granted to an IWMA City Member. This Second Amended and Restated Joint Powers
Agreement shall supersede, replace, and supplant the Memorandum of Agreement executed
by and between the Cities, the County, and the Authorized Districts in or around 2001.
4.2 Authorized Districts, collectively, shall appoint or elect one representative
and one alternate to represent the Authorized Districts on the IWMA Board of Directors.
Authorized District Representative shall be limited to elected or appointed officials of an
Authorized District. Said representatives shall represent the collective interests of all Authorized
Districts. The selected Authorized District Representative shall serve a defined term, if so
determined by the Authorized Districts, or so long as they hold an elected or appointed office
with their Participating Agency, or until they resign or are removed prior to the end of their
term. The Authorized District Representative alternate shall be entitled to vote on IWMA
matters only in the absence of the Authorized District Representative.
4.3 The Authorized Districts, as Participating Agencies, shall have no
individual powers and/or authority other than through the Authorized District Representative.
SECTION 5. Term.
The Authority is and remains effective as of the date of this Agreement. It shall continue until
dissolved in accordance with Section 15 of this Agreement. However, in no event shall the
Authority be dissolved if its dissolution would conflict with or violate the terms or conditions of
any Revenue Bonds or related documentation including, without limitation, indentures,
resolutions, and letter of credit agreements.
Moved (insertion) [1]
Deleted: shall become
Deleted: 13
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SECTION 6. Powers.
6.1 The Authority is empowered to acquire, construct, finance, refinance,
operate, regulate and maintain a Solid Waste Landfill, transfer station, MRF, composting, HHW,
or Joint Facilities and Sole Use Facilities subject, however, to the conditions and restrictions
contained in this Agreement. The Authority shall also have the power to plan, study and
recommend proper solid waste management consistent with the Act and other legislation and,
to the extent permitted by the Act and this Agreement, implement plans approved by the IWMA
and the programs specified in the state approved and locally adopted SRREs, the HHWE, the
NDFE, and the Countywide or Regional Siting Element for all or any portion of the area included
within the IWMA Region. Notwithstanding any other provisions of this Agreement, the Authority
shall not acquire, regulate, set fees for, or operate any solid waste landfills, recycling, or
composting facilities owned or operated by Participating Agencies without the express written
consent of such Participating Agency.
6.2 To the full extent permitted by applicable law, the Authority is authorized,
in its own name, to do all acts necessary or convenient for the exercise of such powers that each
Member could exercise separately including, without limitation, any and all of the following:
(a) to make and enter into contracts;
(b) to apply for and accept grants, advances and contributions;
(c) to contract for the services of engineers, attorneys, accountants,
planners, consultants, fiscal agents and other persons and entities;
(d) to make plans and conduct studies;
(e) to acquire, improve, hold, lease and dispose of real and personal
property of all types;
(f) to sue and be sued in its own name;
(g) to incur and discharge debts, liabilities and obligations;
(h) to establish rates, tolls, tipping fees, other fees, rentals and other
charges in connection with the Authority’s facilities identified in
Paragraph 6.1 herein, as well as any and all services and programs
provided and/or implemented by the Authority;
Deleted: 5
Deleted: a
Deleted: Authority's boundary.
Deleted: agreement
Deleted: member jurisdictions
Deleted: member(s).
Deleted: , including contracts with any Member
Deleted: Authority's
Deleted: 5
Page 98 of 814
- 10 -
(i) to hire agents and employees;
(j) to exercise the power of eminent domain for the acquisition of real
and personal property;
(k) to issue Revenue Bonds, grant or bond anticipation notes, or other
governmental financing instruments, in accordance with all applicable
laws for the purpose of raising funds to finance or refinance the
acquisition, construction, improvement, renovation, repair,
operation, regulation or maintenance of the facilities identified in
Paragraph 6.1 herein or as otherwise deemed necessary or beneficial
to the Authority;
(l) to sell or lease the facilities identified in Paragraph 6.1 herein;
(m) to loan the proceeds of Revenue Bonds to any person or entity to
finance or refinance the acquisition, construction, improvement,
renovation or repair of the facilities identified in Paragraph 6.1 herein;
(n) to provide that the holders of Revenue Bonds, whether directly or
through a representative such as an indenture trustee, be third party
beneficiaries of any of the obligations of any Member to the Authority
and to covenant with the holders of any Revenue Bonds on behalf of
any such Member to perform such obligations and comply with any
agreements that Member may have with the Authority;
(o) to prepare and implement plans and programs as deemed necessary
and/or beneficial to the Authority in carrying out the purposes of this
Agreement;
(p) to provide public education, outreach, and marketing activities in
support of diversion and edible food recovery programs;
(q) to enter into memorandums of understanding with other regional
agencies, cities, counties, and special districts;
Deleted:
Deleted: 5.1 herein
Deleted: 5
Deleted: 5
Deleted: .
Page 99 of 814
- 11 -
(r) to adopt, as authorized by California law, ordinances as are necessary
to ensure and oversee compliance with any and all current and future
state-mandated legislation and programs related to solid waste,
recycling, and waste diversion;
(s) to act as the delegate, on behalf of the Participating Agencies, for the
responsibilities of compliance, monitoring, reporting, and education
of all state-mandated legislation, including, but not limited to the
Integrated Waste Management Act, Assembly Bill 341, Assembly Bill
1826, and Senate Bill 1383.
6.3 Such powers shall be exercised subject only to the limitations set forth in
this Agreement, applicable law, and such restrictions upon the manner of exercising such
powers as are imposed by law in the exercise of similar powers. The Authority hereby designates
the City of San Luis Obispo as the Member required to be designated by Section 6509 of the
California Government Code. Should the Participating Agencies desire to designate an
alternative agency for the purposes of Section 6509, such new designation may be changed by
resolution of the Participating Agencies without need for an amendment to this Agreement.
6.4 This Agreement shall not limit the ability of the Participating Agencies to
plan, administer, implement, and otherwise conduct waste management and other related local
programs as deemed appropriate by the agency and consistent with the purpose and intent of
this Agreement.
SECTION 7. Expressed Limitation of Powers.
The Authority’s power to adopt, impose, implement, and/or comply with regulations and
ordinances is expressly limited to state-mandated legislation and regulations related to solid
waste, recycling, organic waste, and waste diversion. The Authority shall establish a budget
policy requiring Board consideration of the minimum work required to comply with state
mandates and regulations in the most demonstrably cost-effective way possible. Said policy
shall not preclude other requirements such as Board consideration of the equitable distribution
of services throughout the IWMA Region and program enhancements that are funded by grant
Deleted: upon the Members
Deleted: In no event shall the Authority be authorized to
exercise any power not expressly authorized.
Deleted: County
Page 100 of 814
- 12 -
revenues and/or reimbursements from Participating Agencies. Additionally, the IWMA shall
establish a purchasing policy with a similar provision when preparing scopes of work for
consultants and independent contractors who are engaged in implementing the Authority’s
projects and programs. Notwithstanding the foregoing, all existing IWMA ordinances, rules, and
regulations, whether or not mandated by the state, shall remain in full force and effect and not
subject to this limitation of power unless otherwise determined by the Board.
SECTION 8. Boundaries.
The boundaries of the Authority shall be the boundaries of the Cities and the Authorized
Districts identified herein as the IWMA Region. In the event a Participating Agency withdraws
from the Authority, the boundaries shall be modified to exclude the area of the withdrawing
agency. In the event a qualified city or district joins the Authority, the boundaries shall be
modified to include the area of the joining Participating Agency. Section 8 shall not prevent the
Authority’s use and/or operation of facilities outside of its boundaries within the County of San
Luis Obispo.
SECTION 9. Organization.
9.1 The Board. The Authority shall be governed by the Board, which shall
exercise or oversee the exercise of all powers and authority on behalf of the Authority.
9.2 Participating Agencies.
(a) Cities. City membership in the Authority shall be voluntary, but
only the cities incorporated in the County of San Luis Obispo
presently or in the future, are declared eligible for
membership in the Authority as a regional agency. City
representatives to the Authority shall consist of one (1)
member from the governing body of each incorporated City
within the boundaries of the County of San Luis Obispo which
is a party to this Agreement. The Cities may elect to have an
alternate member(s) in addition to any official member, but
Moved (insertion) [2]
Deleted: <#>If and to the extent the Authority exercises a
power granted to it under this Agreement and the exercise
of a like power by one or more Members within its or their
boundaries would be inconsistent with or likely to interfere
with the exercise of that power by the Authority, that
Member or those Members shall not exercise that power;
provided, however, that nothing in this Agreement shall
limit a Member's right or that of any commission, agency or
other body or authority of any Member to adopt, amend or
implement zoning, building, land use or safety ordinances,
laws or regulations with respect to real estate located
within its boundaries upon which a facility identified in
Paragraph 5.1 and paragraph 52 (j) is or will be located.¶
Moved up [1]: <#>¶
SECTION
Deleted: <#>6.
Moved up [2]: <#>Boundaries.¶
Deleted: <#>The boundaries of the Authority shall be the
boundaries of San Luis Obispo County. In the event a
member…
Deleted: <#>member. Section 6 shall not prevent any
facility identified in Paragraph 5.1 herein from being located
outside the boundary of the Authority.
Deleted: 7
Deleted: Membership
Deleted: Membership
Deleted: County of San Luis Obispo and all
Deleted:
Page 101 of 814
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said alternate shall be an elected or appointed official and
shall be able to vote only in the absence of the official
representative.
(b) Authorized Districts. The Authorized Districts shall be
collectively represented on the Board by one (1)
representative and one (1) alternate elected or appointed by
and among themselves. The Authorized District
Representative shall have all rights, power, and authority
granted to a City representative. The Authorized District
alternate shall be elected or appointed officials and entitled to
vote only in the absence of the official Authorized District
Representative.
(c) Representatives of the shall be appointed to serve on the
Board in accordance with procedures established by each of
the governing bodies of their respective agencies, except that
the Authorized District Representative and alternate shall be
elected or appointed pursuant to Section 4. Representatives
shall serve so long as they hold office with their member
agency, until they shall resign or are removed by a majority
vote of their member agency, or pursuant to a set term
established by their member agency. Vacancies among
representatives or alternates shall be filled in the same
manner as the first appointment.
(d) Designation of the official representative or alternate(s), or
changes thereto, shall be transmitted in writing to the
Executive Director of the Authority by the appointing agency.
(e) In addition to the incorporated Cities and Authorized Districts
presently a party to this Agreement, any other city or qualified
special district which may desire to participate in the activities
Deleted: COUNTY and CITIES
Deleted: the member
Deleted: . Representatives to the Authority shall
consist of the five members of
Deleted: Board of Supervisors of the County of
San Luis Obispo and of one additional member
from the governing body of each incorporated
city within the boundaries of the County of San
Luis Obispo which is a party to this Agreement,
with each incorporated area being limited
Deleted: one representative.
Deleted: or
Deleted: be
Deleted: .
Deleted: <#>Member agencies may elect to have
an alternate member(s) in addition to any official
member, but said alternate shall be an elected
official and shall be able to vote only in the
absence of the official representative.¶
Deleted: <#>
Deleted: <#>Manager
Deleted: cities
Deleted: which may hereafter be incorporated
within the boundaries of the County of San Luis
Obispo and…
Page 102 of 814
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of the Authority may do so by executing this Agreement
without prior approval or ratification of the named parties to
this Agreement and shall thereafter be governed by all the
terms and provisions of this Agreement as of the date of
execution.
(f) Membership and/or participation of any Participating Agency
shall be contingent upon the execution of this Second
Amended and Restated Joint Powers Agreement, as same may
be further amended from time to time, with no requirement
to execute the Original JPA or any prior amendments thereto.
9.3 Principal Office. The principal office of the Authority shall be located at
870 Osos Street, San Luis Obispo, CA 93401. The Board may change that principal office upon
giving at least 15 days' notice to each Participating Agency and to CalRecycle.
9.4 Officers.
(a) The officers of the Board shall consist of a President and Vice
President elected for a term of one year by a majority vote of
the Board
(b) Both the President and Vice President of the Board shall be
elected at the last meeting preceding July of each year.
(c) The officers shall serve until their successors are elected.
(d) The duties of the officers shall be as follows:
1) President
a) Shall preside over all meetings of the Board.
b) Shall appoint all ad hoc committees subject to
ratification by the Board.
c) Shall be an ex-officio member of all
committees.
Deleted: of
Deleted: and subsequent annual ratification
Deleted: established by the Board within the boundary of
the Authority.…
Deleted: Member and to the California Integrated Waste
Management Board…
Deleted: -
Deleted: member agency representatives to the
Authority…
Deleted: -
Deleted: said
Deleted: as Chairman
Deleted: <#>Shall exercise general
supervision over all activities of said
Authority.¶
Page 103 of 814
- 15 -
d) Shall execute all contracts and legal documents
on behalf of the Authority except those that
have been delegated to the Executive Director
through purchasing policies or other actions of
the Board of Directors.
2) Vice President
a) Shall serve as President pro-tem in the absence
of the President.
b) Shall give whatever aid necessary to the
President.
c) Shall be an ex-officio member of all
committees.
d) In the event of a vacancy occurring in the office
of either the President or Vice President upon
said officer's death, resignation, removal or
his/her ceasing to be an official representative
of a member agency, such vacancy will be filled
by majority vote of the Board, the officer
elected to serve for the balance of the
unexpired term.
9.5 Executive Director. The Board shall employ or contract for the services of
a general manager (the “Executive Director”) who shall be the chief administrative officer of the
Authority. The Authority shall select a qualified Executive Director using professional personnel
standards and an open competitive process. The Executive Director shall plan, organize and
direct the administration and operations of the Authority, either directly or by means of
delegation to IWMA staff, shall advise the Board on policy matters, shall recommend an
administrative structure to the Board, shall hire and discharge administrative staff, shall develop
and recommend budgets, shall reply to communications on behalf of the Authority, shall
approve payments of amounts duly authorized by the Board, shall implement Board policy, shall
Deleted: -
Deleted: Chairman
Deleted: in administering of the Authority
Deleted: -
Deleted: Authority
Deleted: ¶
Manager.
Deleted: Manager
Deleted: manager
Deleted: Manager
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carry out such other duties that may be assigned to the Executive Director by the Board from
time to time, and shall attend meetings of the Board and committees as directed.
9.6 Committees.
(a) Committees, subcommittees, and advisory committees may
be established as the Board may deem appropriate.
(b) Membership on “ad-hoc” policy committees shall be at the
discretion of the President, subject to ratification by the
Board, and consisting of less than a quorum of the Board.
Nothing herein shall be construed to limit membership on
these aforesaid committees to officials of the member
agencies. The President may appoint any individual deemed
qualified to serve on a committee.
(c) Standing Committees shall include an Executive Committee
and other committees as established by the Board. The
composition and bylaws of the standing committees shall be
established by the Board by resolution. All Standing
Committee meetings shall be held subject to the provisions of
the Ralph M. Brown Act (Sections 54950 et seq. of the
California Government Code) and other applicable laws of the
State of California.
SECTION 10. Meetings of the Board.
10.1 Notice of Meetings. All meetings of the Board shall be held subject to the
provisions of the Ralph M. Brown Act (Sections 54950 et seq. of the California Government
Code) and other applicable laws of the State of California.
10.2 Regular Meetings. The Board shall hold at least four regular meetings
each year. The date upon which, and the hour and place at which, each regular meeting shall be
fixed by resolution of the Board.
Deleted: Manager
Deleted: and
Deleted: a Solid Waste Technical Advisory
Committee.…
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10.3 Special Meetings. Special meetings of the Board may be called in
accordance with the provisions of the California Government Code.
10.4 Notice of Meetings. All meetings of the Board shall be held subject to the
provisions of the Ralph M. Brown Act (Sections 54950 et seq. of the California Government
Code) and other applicable laws of the State of California.
10.5 Minutes. The Executive Director shall cause minutes of all meetings of the
Board and any standing committees of the Board to be kept and shall, after each meeting and
approval of the Board, cause a copy of the minutes to be forwarded to each Participating
Agency.
10.6 Quorum and Voting. For purposes of conducting business, there shall be
present a quorum consisting of a majority of the Board. Each director shall have one vote. No
action shall be effective without the affirmative votes of a majority of those present. The Board
shall adopt such procedures as are consistent with this Agreement and applicable law and are
necessary or helpful in conducting the business of the Authority in an orderly manner.
10.7 Budget. The Cities and the County have entered into a Memorandum of
Agreement among the County of San Luis Obispo and the Cities of Arroyo Grande, Atascadero,
El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach, and San Luis Obispo for the
Establishment and Payment of Landfill Tipping Fee Surcharges To Support The San Luis Obispo
Integrated Waste Management Authority (the “MOA”). Pursuant to the MOA, those members
of the Authority having jurisdiction over such matters have agreed to establish tipping fee
surcharges (the “Tipping Fee Surcharges”) which shall be paid into a Solid Waste Authority—
Trust Fund (as defined in the MOA) for the purposes therein.
(a) A line item and program budget for the Authority's operations
shall be adopted by the Board for the ensuing Fiscal Year prior
to June 30 of each year. All costs incurred by the Authority
shall be set forth in the budget and shall be paid out of the
solid waste fund derived from tipping fee surcharges and
other sources as approved by the Board.
Deleted: Section 54956 of
Deleted: California
Deleted: Manager
Deleted: member
Deleted: voting
Deleted: representatives, including one COUNTY
representative. Each representative
Deleted: However, eight (8) affirmative votes shall be
required for taking any action in the event any Member
demands such a vote. …
Deleted: representatives to the Authority
Deleted: to conduct
Deleted: ,
Deleted: Authority
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The line item and program budget shall be submitted in draft
form to all Participating Agencies for review and comment
prior to adoption.
The line item and program budget shall include sufficient
detail to constitute an operating guideline, the anticipated
sources of funds, and the anticipated expenditures to be made
for the operations of the Authority and the administration,
maintenance and operating costs of the facilities identified in
Paragraph 6.1 herein. Any budget for Sole Use Facilities shall
be maintained separately. Approval of the line item and
program budget by the Board shall constitute authority for the
Executive Director to expend funds for the purposes outlined
in the approved budget, subject to the availability of funds.
(b) A budget for the acquisition, construction, or operation of
facilities, or for contracting for the acquisition, construction,
or operation of facilities, identified in Paragraph 6.1 herein
shall be adopted by the Board before the Authority commits
any acquisition or construction funds or contracts. It may be
amended if and when determined by the Board. Approval of
the budget(s) for the facilities identified in Paragraph 6.1
herein shall constitute authority for the Executive Director
(or any trustee or other fiduciary appointed by the Authority)
to receive state or federal grant funds and proceeds of
Revenue Bonds and to expend funds for the acquisition,
construction, or operation of the facilities identified in
Paragraph 6.1 herein.
Deleted: member agencies
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Deleted: but
Deleted: 5
Deleted: budgets
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(c) A budget(s) governing the acquisition, construction, or
operation of Sole Use Facilities may be adopted by the
affected Participating Agency or Agencies. When such
budgets are adopted by affected parties, appropriate
accounts shall be established by the Authority and
designated as such participant or participant’s fund.
Disbursement of such funds by the Authority shall be made
only upon receipt of written authorization from the
designated finance officer of the affected Participating
Agency or Agencies. Receipts and disbursements for the
acquisition or construction of Sole Use Facilities may also be
made directly by the affected Participating Agency or
Agencies, in which case such budgets shall not be a part of
the budget of the Authority.
10.8 Rules of Procedure. The Board shall from time to time, establish written
rules and procedures for the conduct of their meetings.
SECTION 11. Joint Operating Fund and Contributions.
The Authority shall have the power to establish a joint operating fund. The fund shall be used to
pay all administrative, operating, and other expenses incurred by the Authority. Funding shall
be on an enterprise basis or as determined by the Board. All monies in the joint operating fund
shall be paid out by the Auditor-Controller / Treasurer for the purposes for which the fund was
created upon authorization by the President of the Board and approval by the Executive Director
of demands for payment, or as otherwise authorized by resolution of the Board filed with the
Auditor-Controller / Treasurer. No Participating Agency shall be obligated to make any
contributions of funds to the Authority for facilities to be established in accordance with Section
6.1 or pay any other amounts on behalf of the Authority, other than as required by this Section
11, without that Participating Agency’s consent evidenced by a written instrument signed by a
duly authorized representative of that Participating Agency. The Authority shall contract with
Deleted: Member
Deleted: Members
Deleted: members
Deleted: Member's
Deleted: Members'
Deleted: Member
Deleted: Members
Deleted: Member
Deleted: Members
Deleted:
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Deleted: member agencies.
Deleted: Controller and Manager
Deleted: Member
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Deleted: 9
Deleted: Member's
Deleted: Member.¶
¶
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an independent certified professional accountant to conduct annual fiscal audits as required by
applicable statute or legislation and report the results of such audit to the Board.
11.1 Auditor-Controller / Treasurer. The Auditor-Controller / Treasurer of San
Luis Obispo County shall be the Auditor-Controller / Treasurer of the Authority. The Auditor-
Controller / Treasurer shall preform all responsibilities and obligations as provided in
Government Code section 6505.5. To the extent a conflict exists between this Section 11 and
the Government Code, the Government Code shall control.
11.2 Notwithstanding Sections 11.1 above, designation of the Auditor-
Controller / Treasurer may be changed from time to time by resolution of the Board without
necessitating amendment to this Agreement.
SECTION 12. Records and Accounts.
This Section and Section 11 are intended to ensure strict accountability of all funds of the
Authority and to provide accurate reporting of receipts and disbursements of such funds. The
Authority shall maintain accurate and correct books of account, showing in detail the costs and
expenses of any service or acquisition and construction and the maintenance, operation,
regulation and administration of any service or Joint Facilities or Sole Use Facilities, and all
financial transactions of the Participating Agencies relating to any service or Joint Facilities or
Sole Use Facilities. Books and records shall be established and maintained in accordance with
generally accepted accounting principles promulgated by the California State Controller's Office
and the Governmental Accounting Standards Board. The books of account shall correctly show
any receipts and any costs, expenses, or charges to be paid by all or any of the Participating
Agencies. The books of account shall be open to inspection at all times by a representative or
agent of any of the Participating Agencies. In addition, if required by any resolution authorizing
the issuance of Revenue Bonds, the Authority shall maintain appropriate books, records,
accounts and files relating to each project as required by such resolution which shall be open to
inspection by holders of Revenue Bonds if and to the extent, and in the manner, provided in the
resolution.
Deleted: the Public Utilities Code Section 99245
Deleted: :¶
Receive and receipt
Deleted: money of
Deleted: Authority
Deleted: place it in
Deleted: Treasury of San Luis Obispo County to
Deleted: credit of the Authority
Deleted: Be responsible for
Deleted: safekeeping and disbursement of all
Authority money held by him/her. Pay any sums
due from the Authority, from Authority funds held
by him/her or any portion thereof, upon warrants
of the Controller designated herein. ¶
Invest funds.¶
The Authority shall reimburse the Treasurer for
the actual cost of services rendered.¶
¶
Controller. The
Deleted: of the County of San Luis Obispo shall
Deleted: the Controller for the Authority. The
Controller shall:¶
Draw warrants
Deleted: pay demands against the Authority
when the demands have been approved by the
Authority …
Deleted: and/or the Manager. He/She shall be
responsible on his/her official bond for his/her
approval of the disbursement of Authority money.¶
Keep and maintain records and books of accounts
including keeping separate sub accounts of tipping
fee surcharges and other revenues deposited into
the Solid Waste Authority Trust Fund and ...
Deleted: a certified public accountant or public ...
Deleted: <#>Verify and report in writing as soon ...
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Deleted: insure
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Deleted: sole use facility
Deleted: Members
Deleted: joint use
Deleted: sole use facility
Deleted: Members
Deleted: Members.
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SECTION 13. Rates and Fees.
The Authority shall be funded by a combination of rates, fees, and other funding mechanisms
as allowed by applicable authority. Use of revenue from rates and fees shall not be restricted
based upon the funding mechanism. The Authority shall establish and regulate rates and/or
tipping fees at facilities within the County of San Luis Obispo, such as landfills or other collection
sites, for (1) the operation, acquisition, construction, repair, and maintenance of new and
existing facilities; (2) the implementation of state legislation and regulations; (3) the operation
of programs, education, outreach, monitoring and enforcement efforts; and (4) the
preparation, adoption, and implementation a regional management plan.
The Authority may impose fees in amounts sufficient for (1) the implementation of state
legislation and supporting programs; (2) education outreach, monitoring, reporting and
compliance efforts; (3) the preparation, adoption, and implementation of a regional
management plan; and (4) any other purposes as provided for by this Agreement. Revenue
generation may include fees imposed on “Haulers” (defined as companies with an agreement
with a governmental entity for the collection of solid waste, recyclables, or green waste in San
Luis Obispo County), assessments, or any other funding mechanism as allowed by applicable
authority. Rates and fees shall be set or modified by resolution only.
Prior to the Authority increasing rates or fees, or imposing new rates or fees, the Authority shall
provide the Participating Agencies with all necessary facts, data, information and analyses
related to justification and/or explanation of the proposed rates and fees that meet all
applicable legal requirements to support their adoption. The Authority shall coordinate with
the Participating Agency managers in this regard to ensure the facts, data, information and
analyses provided by the Authority is adequate to enable the Participating Agencies to
implement the Authority’s proposed rates and fees through the Proposition 218 process, if
deemed applicable to a Participating Agency by that Agency; however, determinations
regarding the application of Proposition 218 to any proposed increased rate or fee shall be made
solely by each Participating Agency with no Authority representations of any kind.
Deleted: 11
Deleted: to be charged
Deleted: the new
Deleted: identified in Paragraph 5.1 herein in amounts
sufficient to discharge all indebtedness and liabilities
relating to agencies under contract to provide efficient
operation of facilities,
Deleted: and
Deleted: of facilities (including, without limitation, any
Revenue Bonds issued in connection therewith), and to
accommodate the planning and
Deleted: activities required by the Act.
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The Authority shall establish a rate and/or fee setting policy which shall govern the obligations
of the Authority to its Participating Agencies in the implementation of any new or increased
rates or fees.
SECTION 14. Failure to Meet Waste Stream Requirements.
The Authority shall be entitled to cause the waste streams of each Participating Agency to be
monitored, pursuant to procedures approved by the Board, in order to determine whether state
waste diversion requirements are being met. If the waste stream diversion of any Participating
Agency fails to meet any such requirements, including but not limited to taking all actions
necessary to comply with state mandates, that Participating Agency shall be solely responsible
for any and all resulting liabilities, damages, fines, criminal and civil sanctions, and costs and
expenses. That Participating Agency shall also indemnify and hold the Authority and the other
Participating Agencies harmless from and against any and all liabilities, damages, fines,
sanctions, costs and expenses that are incurred as a result of the violation or a claimed violation
including, without limitation, all fees and costs of legal counsel. If two or more Participating
Agencies are responsible for a failure to meet any such requirements or are claimed to have
violated any such requirements, the Participating Agencies responsible for the violations or
which are the subject of such claims shall be responsible to, and shall indemnify, the Authority
and the other Participating Agencies in proportion to their relative responsibility for the
violations or claimed violations. Upon notification of any such violation or claim, the
Participating Agency or Agencies shall take such prompt, corrective action as is necessary to
meet the requirements. Nothing in this Section shall preclude one or more Participating
Agencies or the Authority from imposing or establishing additional incentives to meet waste
diversion requirements.
Deleted: 12
Deleted: Member
Deleted: Member
Deleted: Member
Deleted: Member
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Deleted: Members
Deleted: Members
Deleted: Member
Deleted: Members
Deleted: Members
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SECTION 15. Withdrawal and Dissolution.
15.1 The parties to this Agreement pledge full cooperation and agree to assign
representatives to serve as official appointed representatives of the Authority or any committee
or subcommittee thereof who shall act for and on behalf of their Participating Agency in any or
all matters which shall come before the Authority, subject to any necessary approval of their
acts by the governing bodies of the Participating Agencies.
15.2 Any party to this Agreement may withdraw from the Authority, upon
providing six (6) months’ prior written notice, and terminate its participation in this Agreement
by resolution of its governing body. The withdrawal of the Participating Agency shall have no
effect on the continuance of this Agreement among the remaining Participating Agencies, and
the Agreement shall remain in full force and effect with respect to the remaining Participating
Agencies. No withdrawal shall become effective until six (6) months after receipt of the written
notice by the Authority.
15.3 A Participating Agency which has withdrawn from the Authority shall not
be liable for the payment of further contributions falling due beyond the date of withdrawal and
shall have no right to reimbursement of any monies previously paid to the Authority. The
Authority may authorize a reimbursement if in its judgment such reimbursement is fair and
equitable and can be done without jeopardy to the operation of the Authority. If any
Participating Agency fails to pay a required contribution, as determined by the Board, that
Participating Agency shall be provided with a sixty (60) day written notice and an opportunity
to cure. If the Board determines that the Participating Agency has failed to cure or negotiate a
cure within sixty (60) days following delivery of the written notice shall be deemed a voluntary
withdrawal from the Authority.
15.4 The Authority may be dissolved at any time and this Agreement
terminated by a joint agreement duly-approved and executed by a majority of the Members
which are parties hereto. Said termination agreement shall provide for the orderly payment of
all outstanding debts and obligations and for the return of any surplus funds of the Authority in
proportion to the contributions made by the Participating Agencies. In the event the Authority
is dissolved, the individual Participating Agencies shall be responsible for complying with the
Deleted: 13
Deleted: member
Deleted: city or county
Deleted: CITIES and COUNTY
Deleted: with 30 days
Deleted: member
Deleted: members
Deleted: members.
Deleted: 30 days
Deleted: member
Deleted: ¶
Deleted: party hereto
Deleted: its
Deleted: Authority, said entity
Deleted:
Deleted: to have voluntarily withdrawn
Deleted: COUNTY and CITIES
Deleted: Agreement
Deleted: .
Deleted: abolished
Deleted: member agencies
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requirements of the Act as included in the approved SRREs, HHWE, NDFE, Countywide or
Regional Siting Element and Integrated Waste Management Plan in addition to compliance with
all waste management related legislation.
SECTION 16. Amendments Including Termination.
This Agreement may only be amended or terminated by a written instrument executed by a
majority of the Members and meeting the requirements imposed by the terms or conditions of
all Revenue Bonds and related documentation including, without limitation, indentures,
resolutions, and letter of credit agreements. Notwithstanding the foregoing, no amendment or
termination shall require any Participating Agency to contribute any funds to the Authority or
become directly or contingently liable for any debts, liabilities or obligations of the Authority
without the consent of that agency evidenced in a written instrument signed by a duly
authorized representative of that Participating Agency.
SECTION 17. Filing with the Secretary of State.
The Secretary shall file all required notices with the Secretary of State in accordance with
California Government Code sections 6503.5 and 53051
SECTION 18. Notices.
All notices which any Participating Agency of the Authority may wish to give in connection with
this Agreement shall be in writing and shall be served by personal delivery, by electronic mail,
or by US mail addressed to the Participating Agency, or Participating Agencies, or the Authority
at its principal office, or to such other address as the Authority or Participating Agency or
Participating Agencies may designate from time to time by written notice given in the manner
specified in this Section. Service of notice pursuant to this Section shall be deemed complete on
the day of service by personal delivery (but 24 hours after such delivery in the case of notices of
special meetings of the Board), two days after mailing if deposited in the United States mail, or
in 24 hours if provided by electronic mail.
Deleted: 14
Deleted: all
Deleted: Member
Deleted: Member
Deleted: Member
Deleted: 15
Deleted: Sections
Deleted:
Deleted: 16
Deleted: Member or
Deleted: during usual business hours at the principal office
of the Member or Authority, to an officer or person
apparently in charge of that office, or
Deleted: depositing the same in the United States
Deleted: postage prepaid, and
Deleted: Member or
Deleted: Member
Deleted: ) or
Deleted: day
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SECTION 19. Successors and Assigns.
This Agreement shall be binding upon and shall inure to the benefit of the permitted successors
and assigns of the Participating Agencies. However, no Participating Agency shall assign any of
its rights under this Agreement except to a duly formed public entity organized and existing
under the laws of the State of California approved by a majority of the voting Directors who do
not represent the assigning Participating Agency. No assignment shall be effective unless and
until the Authority, the Participating Agencies, and the proposed assignee comply with all then
applicable requirements of law relating to changes in the composition of entities such as the
Authority if and when they have Revenue Bonds outstanding and with the terms and conditions
of all Revenue Bonds and related documentation including, without limitation, indentures,
resolutions and letter of credit agreements.
SECTION 20. Severability
Should any part, term, sentence, or provision of this Agreement be decided by a final judgment
of a court or arbitrator to be illegal or in conflict with any law of the State of California or
otherwise be unenforceable or ineffectual, the validity of its remaining parts, terms, sentences,
and provisions shall not be affected and the Participating Agencies represent that they would
have adopted this Agreement even without the ineffectual or non-valid provision(s).
SECTION 21. Section Headings.
All section headings contained in this Agreement are for convenience and reference. They are
not intended to define or limit the scope of any provision of this Agreement.
SECTION 22. Effective Date.
This Agreement shall take effect upon its execution by all Members, pursuant to resolutions of
such governing bodies authorizing such execution and shall remain in full force and effect until
dissolved pursuant to the provisions herein. This Agreement may be executed in counterparts
which together shall constitute a single agreement.
Deleted: 17
Deleted: Members.
Deleted: Member
Deleted: Voting
Deleted: Member.
Deleted: Members
Deleted: 18
Deleted: .
Deleted: 19
Deleted: 20
Deleted: the chairman or mayor and clerks of the
governing bodies of the County of San Luis Obispo and at
least four (4) cities
Deleted: eight (8)
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first hereinabove written.
CITY OF SAN LUIS OBISPO
By: ___________________________ Date: ________________________
Erica A. Stewart, Mayor
ATTEST
By: ___________________________ Resolution No. _________ (2022 Series)
Teresa Purrington, City Clerk
APPROVED AS TO FOR AND LEGAL EFFECT
By: ___________________________ Date: __________________________
J. Christine Dietrick, City Attorney
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PARTICIPATING AGENCIES
CITIES
Arroyo Grande
Atascadero
El Paso de Robles
Grover Beach
Morro Bay
Pismo Beach
San Luis Obispo
AUTHORIZED DISTRICTS
Avila Beach CSD
California Valley CSD
Cambria CSD
Cayucos Sanitary District
Ground Squirrel Hollow CSD
Heritage Ranch CSD
Los Osos CSD
Nipomo CSD
Oceano CSD
San Miguel CSD
San Simeon CSD
Templeton CSD
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1
SECOND AMENDMENT TO THE
SAN LUIS OBISPO COUNTY INTEGRATED WASTE MANAGEMENT AUTHORITY
("IWMA") JOINT POWERS AGREEMENT
This Second Amendment to the Joint Powers Agreement ("Second Amendment")
dated October 13, 2021, is made by and between the incorporated cities of Arroyo
Grande, Atascadero, El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach, and
San Luis Obispo, hereinafter called "Cities," and the County of San Luis Obispo,
hereinafter called "County."
RECITALS
WHEREAS, on May 10, 1994, an agreement was executed by and between the
Cities and the County forming a joint powers authority pursuant to the provisions of the
Joint Exercise of Powers Act (Government Code sections 6500 et seq.), for the purposes
of facilitating the development of waste diversion programs and projects and of providing
economies of scale on a regional basis (hereinafter referred to as the "JPA Agreement");
and
WHEREAS, in or around 2001, a memorandum of agreement ("MOA") was
executed by and between the Cities, the County, and certain special districts within the
County ("Authorized Districts") (collectively "parties") amending the JPA Agreement to
include the Authorized Districts for representation on the IWMA Board ("First Amendment
to the JPA Agreement"); and
WHEREAS, Section 7.2 (b) of the JPA Agreement provides that "[r]epresentatives
to the Authority shall consist of the five members of the Board of Supervisors of the
County of San Luis Obispo and of one additional member from the governing body of
each incorporated city within the boundaries of the County of San Luis Obispo which is a
party to this Agreement . . ."; and
WHEREAS, Section 8.5 of the JPA Agreement provides that to establish a quorum
of the IWMA Board, there must be present a majority of representatives, "including one
COUNTY representative"; and
WHEREAS, on September 14, 2021, the County Board of Supervisors voted to
withdraw from the IWMA with an effective date of November 15, 2021; and
WHEREAS, to facilitate the continued operation of the IWMA Board of Directors
without the County as a member jurisdiction, this Second Amendment to the JPA
Agreement is necessary to (1) revise the representative members of the IWMA Board of
Directors to eliminate the participation of the County Board of Supervisors; and (2)
eliminate the requirement that a County representative is required to establish a quorum
of the IWMA Board.
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2
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Section 5.3 of the JPA Agreement is amended and restated as follows:
Such powers shall be exercised subject only to the limitations set forth in this
Agreement, applicable law and such restrictions upon the manner of exercising
such powers as are imposed by law upon the Members in the exercise of similar
powers. In no event shall the Authority be authorized to exercise any power not
expressly authorized. The Authority hereby designates the City of San Luis Obispo
as the Member required to be designated by Section 6509 of the California
Government Code.
2. Section 7.2 (b) of the JPA Agreement is amended and restated as follows:
Representatives of the CITIES shall be appointed to serve on the Board in
accordance with procedures established by each of the governing bodies of the
member agencies. Representatives to the Authority shall consist of one member
from the governing body of each incorporated city, within the boundaries of the
County of San Luis Obispo, which is a party to this Agreement, with each
incorporated area being limited to one representative. Representatives shall serve
so long as they hold office with their member agency or until they shall resign or
be removed by a majority vote of their member agency. Vacancies among
representatives shall be filled in the same manner as the first appointment.
3. Section 8.5 of the JPA Agreement is amended and restated as follows:
8.5 Quorum and voting. For purposes of conducting business, there shall be
present a quorum consisting of a majority of representatives. Each representative
shall have one vote. No action shall be effective without the affirmative votes of a
majority of those present. The representatives to the Authority shall adopt such
procedures as are consistent with this Agreement and necessary to conduct the
business of the Authority in an orderly manner.
4. All other terms and conditions of the JPA Agreement will remain in full force and
effect.
5. Effective Date. This Second Amendment shall become effective upon the adoption
and execution of all member agencies and the formal exit of the County of San
Luis Obispo from the IWMA.
IN WITNESS WHEREOF, the parties have each caused this Second Amendment
to the JPA to be executed by their duly authorized representative effective upon the
execution by all member agencies.
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CITY OF SAN LUIS OBISPO
By: _________________________ Date: _______________________
Erica A. Stewart, Mayor
By: _________________________ Resolution No. 11283 (2021 Series)
Teresa Purrington, City Clerk
APPROVED AS TO FORM AND LEGAL EFFECT:
By: __________________________ Date: ________________________
J. Christine Dietrick, City Attorney
Page 123 of 814
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1
FIRST AMENDMENT TO THE
MEMORANDUM OF AGREEMENT BETWEEN THE MEMBER JURISDICTIONS OF THE
SAN LUIS OBISPO COUNTY INTEGRATED WASTE MANAGEMENT AUTHORITY
AND THE AUTHORIZED DISTRICTS
This First Amendment to the Memorandum of Agreement ("First Amendment to
the MOA") is executed on the date below stated, by and between the Member
Jurisdictions of the San Luis Obispo County Integrated Waste Management Authority (the
County of San Luis Obispo and the incorporated cities of Arroyo Grande, Atascadero, El
Paso de Robles, Grover Beach, Morro Bay, Pismo Beach, and San Luis Obispo) and the
special district parties to the Memorandum of Agreement ("MOA") (Avila Beach
Community Services District, California Valley Community Services District, Cambria
Community Services District, Cayucos Sanitary District, Ground Squirrel Hollow
Community Services District, Heritage Ranch Community Services District, Los Osos
Community Services District, Nipomo Community Services District, Oceana Community
Services District, San Miguel Community Services District, San Simeon Community
Services District, and Templeton Community Services District (hereinafter "Authorized
Districts")).
RECITALS
WHEREAS, on May 10, 1994, an agreement was executed by and between the
incorporated cities of San Luis Obispo County and the County of San Luis Obispo forming
a joint powers authority pursuant to the provisions of the Joint Exercise of Powers Act
(Government Code sections 6500 et seq.), for the purpose of facilitating the development
of waste diversion programs and projects that provide economies of scale without
interfering with individual agencies' exercise of power within their own jurisdiction
(hereinafter referred to as the "JPA Agreement"); and
WHEREAS, pursuant to the JPA Agreement, the power to perform the
responsibilities of the joint powers authority was vested in the San Luis Obispo County
Integrated Waste Management Authority Board of Directors ("IWMA Board"); and
WHEREAS, in or around 2001, an MOA was executed by and between the
incorporated cities, the County of San Luis Obispo, and the Authorized Districts amending
the JPA Agreement to include the Authorized Districts for representation on the IWMA
Board ("First Amendment to the JPA Agreement"); and
WHEREAS, in or around October 13, 2021, the JPA Agreement was amended
("Second Amendment to the JPA Agreement") to reflect the County of San Luis Obispo's
withdrawal from the IWMA (a true and correct copy of the Second Amendment to the JPA
Agreement is attached hereto as Exhibit A); and
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2
WHEREAS, by this First Amendment to the MOA, the parties hereto desire to
acknowledge, accept, and agree to be bound by the terms and conditions of the Second
Amendment to the JPA Agreement.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. The parties hereto desire to acknowledge, accept, and agree to be bound
by the terms and conditions of the Second Amendment to the JPA
Agreement.
2. All other terms and conditions of the MOA will remain in full force and effect.
This First Amendment to the MOA may be executed in any number of counterparts,
each of which when executed and delivered shall constitute a duplicate original, but all
counterparts together shall constitute a single agreement.
IN WITNESS WHEREOF, the parties have each caused this First Amendment to
the MOA to be executed by their duly authorized representative effective upon the
execution by all member agencies.
Page 126 of 814
CITY OF SAN LUIS OBISPO
By: _________________________ Date: _______________________
Erica A. Stewart, Mayor
By: _________________________ Resolution No. 11283 (2021 Series)
Teresa Purrington, City Clerk
APPROVED AS TO FORM AND LEGAL EFFECT:
By: __________________________ Date: ________________________
J. Christine Dietrick, City Attorney
Page 127 of 814
1
SECOND AMENDMENT TO THE
SAN LUIS OBISPO COUNTY INTEGRATED WASTE MANAGEMENT AUTHORITY
("IWMA") JOINT POWERS AGREEMENT
This Second Amendment to the Joint Powers Agreement ("Second Amendment")
dated October 13, 2021, is made by and between the incorporated cities of Arroyo
Grande, Atascadero, El Paso de Robles, Grover Beach, Morro Bay, Pismo Beach, and
San Luis Obispo, hereinafter called "Cities," and the County of San Luis Obispo,
hereinafter called "County."
RECITALS
WHEREAS, on May 10, 1994, an agreement was executed by and between the
Cities and the County forming a joint powers authority pursuant to the provisions of the
Joint Exercise of Powers Act (Government Code sections 6500 et seq.), for the purposes
of facilitating the development of waste diversion programs and projects and of providing
economies of scale on a regional basis (hereinafter referred to as the "JPA Agreement");
and
WHEREAS, in or around 2001, a memorandum of agreement ("MOA") was
executed by and between the Cities, the County, and certain special districts within the
County ("Authorized Districts") (collectively "parties") amending the JPA Agreement to
include the Authorized Districts for representation on the IWMA Board ("First Amendment
to the JPA Agreement"); and
WHEREAS, Section 7.2 (b) of the JPA Agreement provides that "[r]epresentatives
to the Authority shall consist of the five members of the Board of Supervisors of the
County of San Luis Obispo and of one additional member from the governing body of
each incorporated city within the boundaries of the County of San Luis Obispo which is a
party to this Agreement . . ."; and
WHEREAS, Section 8.5 of the JPA Agreement provides that to establish a quorum
of the IWMA Board, there must be present a majority of representatives, "including one
COUNTY representative"; and
WHEREAS, on September 14, 2021, the County Board of Supervisors voted to
withdraw from the IWMA with an effective date of November 15, 2021; and
WHEREAS, to facilitate the continued operation of the IWMA Board of Directors
without the County as a member jurisdiction, this Second Amendment to the JPA
Agreement is necessary to (1) revise the representative members of the IWMA Board of
Directors to eliminate the participation of the County Board of Supervisors; and (2)
eliminate the requirement that a County representative is required to establish a quorum
of the IWMA Board.
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Page 128 of 814
2
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Section 5.3 of the JPA Agreement is amended and restated as follows:
Such powers shall be exercised subject only to the limitations set forth in this
Agreement, applicable law and such restrictions upon the manner of exercising
such powers as are imposed by law upon the Members in the exercise of similar
powers. In no event shall the Authority be authorized to exercise any power not
expressly authorized. The Authority hereby designates the City of San Luis Obispo
as the Member required to be designated by Section 6509 of the California
Government Code.
2. Section 7.2 (b) of the JPA Agreement is amended and restated as follows:
Representatives of the CITIES shall be appointed to serve on the Board in
accordance with procedures established by each of the governing bodies of the
member agencies. Representatives to the Authority shall consist of one member
from the governing body of each incorporated city, within the boundaries of the
County of San Luis Obispo, which is a party to this Agreement, with each
incorporated area being limited to one representative. Representatives shall serve
so long as they hold office with their member agency or until they shall resign or
be removed by a majority vote of their member agency. Vacancies among
representatives shall be filled in the same manner as the first appointment.
3. Section 8.5 of the JPA Agreement is amended and restated as follows:
8.5 Quorum and voting. For purposes of conducting business, there shall be
present a quorum consisting of a majority of representatives. Each representative
shall have one vote. No action shall be effective without the affirmative votes of a
majority of those present. The representatives to the Authority shall adopt such
procedures as are consistent with this Agreement and necessary to conduct the
business of the Authority in an orderly manner.
4. All other terms and conditions of the JPA Agreement will remain in full force and
effect.
5. Effective Date. This Second Amendment shall become effective upon the adoption
and execution of all member agencies and the formal exit of the County of San
Luis Obispo from the IWMA.
IN WITNESS WHEREOF, the parties have each caused this Second Amendment
to the JPA to be executed by their duly authorized representative effective upon the
execution by all member agencies.
Page 129 of 814
CITY OF SAN LUIS OBISPO
By: _________________________ Date: _______________________
Erica A. Stewart, Mayor
By: _________________________ Resolution No. 11283 (2021 Series)
Teresa Purrington, City Clerk
APPROVED AS TO FORM AND LEGAL EFFECT:
By: __________________________ Date: ________________________
J. Christine Dietrick, City Attorney
Page 130 of 814