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HomeMy WebLinkAboutMINUTES - 07231996 - C82 Contra a: TO: BOARD OF SUPERVISORS Costa FROM: Supervisor Tom Torlakson County DATE: July 23, 1996 SUBJECT: AUTHORIZE SUPERVISOR TOM TORLAKSON, ON BEHALF OF THE BOARD OF SUPERVISORS, TO SIGN THE AMENDED "MEMORANDUM OF UNDERSTANDING" FOR THE DELTA ENVIRONMENT SCIENCE CENTER SPECIFIC REQUEST(S)OR RECOMMENDATION(S)AND JUSTIFICATION RECOMMENDED ACTION: Authorize Supervisor Tom Torlakson, on behalf of the County, to sign the amended ,Memorandum of Understanding for the Delta Environment Science Center as indicated on Attachment 2. BACKGROUND INFORMATION: In April 1994 the County entered into a Memorandum of Understanding with the East Bay Regional Park District, the Contra Costa Community College District, the Contra Costa Campus of California State University at Hayward, the Ironhouse Sanitary District, and the Mt. Diablo Audubon Society for participation in the proposed Delta Environment Science Center to be located in Oakley, California. Supervisor Torlakson has served as the County's representative, and in the capacity of Chair, on the DESC Coordinating Council since the group's inception in 1993. Planning and development of the proposed Science Center subsequent to the acceptance and adoption by the Board of the original Memorandum of Understanding has resulted in participation of varying capacities of other organizations interested in the development of this project, including the Delta Chapter of the Sierra Club, the Contra Costa Water District, and the Contra Costa Mosquito and Vector Control District. The evolution of the project makes it necessary to now amend the Memorandum of Understanding to allow for the additional participation by other organizations, and to enable the establishment of a non-profit corporation to further develop the project. Attachment "A" reflects the "First Amendment to Memorandum of Understanding for the Delta Environment Science Center." Attachment 1 indicates a marked-version of the existing MOU, while Attachment 2 reflects the final document if the proposed changes are adopted. CONTINUED ON ATTACHMENT:XYES SIGNATURE: RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S) ACTION OF BOARD ON July 23, 1996 APPROVED AS RECOMMENDED: X OTHER: VOTE OF SUPERVISORS: X UNANIMOUS(ABSENT ---------- ) AYES: NOES: ABSENT: ABSTAIN• i HEREBY CERTIFY THAT THIS IS A TRUE AND CORRECT COPY OF AN ACTION TAKEN AND ENTERED ON THE MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. cc: Supervisor Torlakson ATTESTED July 23, 1996 County Administrator County Counsel BATCHELOR,CLERK O THE BOA OF Community Development Department PERVISOR NDC TY DMIN RATOR DEPUTY First Amendment to Memorandum of Understanding for the Delta Environment Science Center This is the First Amendment (this "Amendment") to the Memorandum of Understanding effective as of March 16, 1994 (the "MOU") for the Delta Environment Science Center (the :"Center") . Since the MOU became effective, the Participants have caused the Initial Study to be conducted and completed. The completed Initial Study has a broader scope than that contemplated in the MOU, and so includes aspects of the Center which the MOU anticipated including in a later Master Plan. The existing Participants wish -to invite additional organizations to join the Center as Participants, including East County .schools, the Contra Costa Water District and the Contra Costa Mosquito and Vector Control District. The Participants also desire to make additional changes in the MOU. It is accordingly agreed as follows. A. Amended HOU. The MOU is amended by the deletion and addition of the text indicated in the marked copy of the "Amended Memorandum of Understanding for the Delta Environment Science Center" attached as- Attachment 1, except as otherwise provided below with respect to Participants. _: The MOU as so amended is attached as Attachment 2 (the "Amended MOU") . The attachments are incorporated in this Amendment by this reference. B. Effectiveness. This Amendment and the Amended MOU shall take effect upon approval by the five existing Participants (County, Park District, Community College, Ironhouse and Cal State) and notice to such five Participants by Ironhouse Counsel that each of the such five Participants has notified such Counsel of such approval. The effective date of this Amendment and the Amended MOU (the "Amendment Effective Date") shall be the date of such notice. Ironhouse Counsel shall cause such Amendment Effective Date to be inserted in the line provided immediately prior to the signature lines below. However, Mosquito District, East County Schools and IR000T03.M 01/61/09 1 CCWD shall not become Participants (and their representatives shall not become Voting Members of the Council) , and the Delta Group, San Francisco Bay Chapter, Sierra Club ("Delta Group") shall not become an Advisory Member, until the last to occur of (a) the Amendment Effective Date or (b) approval of this Amendment and the Amended MOU by the additional Participant concerned and its signature of this Amendment. If any additional Participant (Mosquito District, East County Schools or CCWD) or the Delta Group has not approved this Amendment and the Amended MOU and signed this Amendment by December 31, 1996, the invitation to such new Participant or Advisory Member to become a party to the Amended MOU and join the Center shall be deemed withdrawn. The Council shall cause Attachments 1 and 2 to be revised appropriately to reflect the foregoing and the other provisions of this Amendment. C. MOU Relationship. In the event of any inconsistency between this Amendment and the MOU, this Amendment shall prevail, but in all other respects this Amendment and the MoU shall constitute one and the same agreement. All initially capitalized terms used in this Amendment have the meaning given them in the Amended MOU except as otherwise expressly provided in this Amendment. D. Signatures. Each individual signing below certifies by her or his signature that the Participant for whom she or he is signing has approved the MOU and this Amendment and that she or he has been duly authorized to execute this Amendment on behalf of his or her Participant. Amendment Effective Date: , 1996. PARTICIPANTS County SIGNATURE DATES: Contra Costa County By: Date: Community College Contra Costa Community College District By: Date: te000703,85c 01/61/09 2 California State _Univeraity. Hayward SIGNATURE DATFs By: Date: Bast Bay Regional Park District By: Date: Ironhouse Sanitary District By: _ Date: ADVISORY MEMBERS fit. Diablo Audubon Society By: Date: Delta Group, San Francisco gay Chapter, Sierra Club By: Date: ADDITIONAL PARTICIPANTS Each organization signing below enters into the above Amendment and the Amended MOU as a Participant on the terms stated above. Mosquito District Contra Costa= Mosquito and Vector Control- District By: Date: Presiding Officer East County Schools By: Date: Contra Costa Water District By: Date: Presiding Officer 1900070,85c 01/61/09 3 • C. gY &JUM EMORANDUM OF UNDERSTANDING FOR THE Q �TA ENVIRONMENT SCIENCE CENTER This is ikMemorandu;tWouny of Understandin :. be ween a followin "%1�ar c pan s ': Contra Costa county , e asay Regional Park District ("Park District") , the Contra Costa C-f Community College District ("Community College") , the 'Ironhouse Sanitary District ("Ironhouse") , arA--California State University Hayward " The Participants desire ' to develop and operate a Delta Environment science Center ( .. "Center") . As presently contemplated the Center woul a constructed near Oakley, California on lands provided by Ironhouse, with the physical structure principally maintained by the Park District. Communit College through its Los Medanos College Campus and would conduct environmental studies and allied science v-R-I programs at the Center, and Y : :_�:� chool distriets--(serving grades k n ergarten roug weYve would use the Center as a resource for the education of their students. Y 5-1 .. :.a�a.:a•. ifp ' y-`(3':' �r�" Jowg'�': Q Jatxaa�ro hvF. o ibit A, entitled, "The Delta Environment sel August- So 19 .—ren In consideration of the foregoing and the promises, terms and conditions of this Agreement, the Participants agree as follows. 1. e <en a r,'s FFA::_ e `:a'.,.>: ,,c a >� .. .�� �� y.." ��� �•� \b>..�, ♦.;.�tro,, (' .l`1,,.r,..i°` Delta= .�. ig! kWn Jw:J'D'oca"�' .7.ici:�o6:c•'wo' ldj�iaxkY611�.:'iC?: 4" A34"inCenter --c-e-unty, -Park , determine. / key struetural elementsi develop -a Master- Plan, and- -n—itiante a fund raising pregicam fer the Genters 1R000703.83R 01/61/08 2e G- f-�rc-v-"-�J w-vf Ir 0-�'91«cLegal'r, �@�-39 @= thanitiwav--xbre� ei�ii netified by .a. the governing beard er apprepriate authority ef eaeh of--then has apffeyed their entry into this Agreement. irenheuse ounsel I prSyidad'-immediately prior to the signature lines era`r:T 3 . Funds. Under separate letter of agreement, the Alameda- Contra Costa County Parks Foundation, a tax exempt entit shall receive, account for, and disperse donation grants receipts for the purposes of the Delta Environment Science 'en er as directed by thethe ouncil. {� p dr t3✓ Q � y ,< '; •s<�a\�\\�,� <��%n\� <�'jsi:y �:\\ ���a ,�,a'C>sh^tL � v'' �ax £�s s�X'Yd:C�fa, �ri such` �It1OLlYl ���t3t� 4S�'�:SLIC #,� 5,:y f3:�,�hO'•.:•� G` 4 . Purpose. The purpose of theoinin of the Partici ants �r`w^Y"(,.+K`S^ir`{`�7..•< Thy}=yam n J1��or�j�rrmn}r�• r�\ nxvoc• Y y�?r�ryu• }� :o• .•.7v LI�.F J'.�7'eMllG•"�`llf� Sfef.yt �iiiJ- AJig. .. .: Ce per's ro " ,� �� . slc \\ •>: es. s. M_-W ........... an o.: <»�izazo«ut:;x<soart<c:>,za :a i i and develop a Master Plan �Fer the Center. a. Initial Study. The Participants desire to further define the design and determine the cost of developing the Center. An euti ne-ef the--seepe-ef ani---initial design study the nTni t.t a Study") aeeemplishing this ebjLti;'teAs attaehed as Exhibit B. A preferred site for,•-.ahe Center has been designated on Ironhouse lands, and Ironhouse is prep r. em � to lease such location to the Center on the terms which it Has proposed. One purpose of the Initial Study is to examine the potential of this 67site and its development constraints. Upon completion of the Initial Study, the ceerdl , ;.. ^ouncil shall re-examine the designated Bite for the Center, and either confirm or change the 65-Ute as the Council deems appropriate, but subject to agreement of Ironhouse as to any location on Ironhouse lands other than that presently designated. The Site so designated by the Council shall be the "Site. " bwX�.ParkaDistrict shairadminister-". the Initial Stud y sh n issue anse I eet an outs ultant en sueh terms as Par-it Distriet .:.��.wj73:::aG<v;.::.;;,,;,>..a�.,°:2...::.J:yO.ak�SAaR.:..1a;c.:b`✓:�c::aa, shall- r easenably—determine (subjeet to therequirementsof this IR000703.834 01161/08 2 M- ON - - - - - - • • - - - - *174 4-1 olp .. � • YR � A �X4•��.Q � .� e�\ 6 x4�.h� �``�a`��,���� A��}y+�1yy�� • ! 6 • • • O • `. 6� td • qxr�- tSz i Hyl b SIM.; •ft p�,d} • �' t� • � Q`Q :.;n. -cis;:'."_""Y "�\ ^'w�y�a�� %`•� �y�.yy��\'�`7.9��p,t \o • o • o 1, •WSW •f�f f f f: Yi. Deadlines by w i'eh e'erta'Z7r-"ameunt.9 4Z�C2]C funding must be paid or legally eem-Itted, Yii. The—eeryieea -whieh—Partleipante and--et-h" Parties will provide the Center, wh,leb, may inelude (but nee4-iiot--be vilis An euiline-o f the _Ment$ of any amendment to this Agreement er preposed jeint powers agreement er other-legal im. Preyisiens €er dispesiti-en ef the Genter's preperty epen the Center's dissolution. ME -7...._i-.. parties - rf Center to preeeed. b. Sueh Master Plan shall be submitted-me---r appreval--I-nn the Master Plan before it shall be deemed adopted or may be implementedby the Eenter. r-a#lure ef any Partieipant to . disappreve-the-Master--Plan within 60 days-€ello g-is shall be deemed appreva4-r ri m-TVT='ewing si Q'GTruna s e'e'neept'Li"a •'Q"ppre'va'l,the Geuneil shall, subjeet to the availability of eause any regu�eed-environmental-de eumentat i en to b~e--pre} ared7- ,funding, shall t tire-extent- required by law preeess the prepesed development w County-and-ether-governmental-autherit#es with jurisdietlen. 6. Ceerdinating Cbuncll. For the purposes stated <t" g M ere", the Participants shalt select re resentatives, w o sh'a orm the Coordinating Councils u 101: <c.: f the Delta Environment science Center. a. Voting •embers: The voting members ("Voting Member's") of the Council shall be the following: -one representative of Community College, to be designated by its governing board. -one representative of - - e member of the Board of supervisors of Contra Costa County whose District includes the Center. IR000703.83R 01/61/08 c .gam -the member of the East Bay Regional Park District Board of Directors whose Ward includes the Center. -one member of the Ironhouse Sanitary District Board of Directors. .fin C\ ,•»m�i`^R `\v. iqi�� .xi. \\\\ .�+.. rr�\`C?xo"n;tMx'o9oaxi/,GC+roo...r.: .vmi h r /•\\\\\ /fy h yrai \•\\\\\��a,\\\\.r.\\ .�< Y3r 2„i/� \n.✓.cza:nro9i.L�. -Y�+'�\.co�•ee?oe'� g iii \\�` ��azad� \\\\\ \ �c,�`aa\e?.o.^z�n*�eoy,"r19.��„0..�:,: Or1�sm tuber:o � a B oard` p L?irGtQ3 :assf , Cc �t X�/ .&y a \\", :w�:��\\\\..caov.,G:.�w�aco'wce4cF,.b»et..,btucast�d�&T:o'z3&sGxsa \\\`xo`to aaa= veto»pxoyr Each member fa.„< p may remove or replace its representative at will. b. Advisory Members: non-voting Advisor Members shall include Mt. Diablo Audubon Societ '�°°"”" ancisco Ba c e v .. :: 6'� �...,.,... .,..:*.�Ya`�uo- a.:*:�a2da's.3�,.�"\•.•�::axac'..A��C<.. \ •:acvwv.�� rs�lr�.;.;ata\�aa�� organizations as bhe Council de ermines appropriate. c. Powers: The ouncil has all the owers necessary to the .x.n..... ...x ,crxh?..t..•,no-. "cam ,...,<m`nca. ..,,,c„.: ..xoog :pisr,•<..r: :.;_�,,, :::�:'vJt,,`:`•rroi2:,�...�,•�'�C,tY:?'••v:y .. 1 \ • .. \ <=.\�NyAI,�,\.��,6..f'J� (Cf yr,a,\,.l%•A.'(Y•'�\LU\Y JO�t S \t 1\\\�.ti ” �V3)iriY'•SJ�\l`��, other,ob��e�t���s.<,::�1� ,A,=t, kg��'� •t�e��.,,��.��th :s�a:�9r, um d. Quorum; Vote: All decisions by the Council shall be by a majority vote of the Council Voting Members present at a meeting at which a quorum of vVoting members is present except as otherwise required by this Agreement. A quorum shall consist of a majority of the Voting Members. o::o....;.r;,.<:,..,,.•^ox ..>,a �.n„;..:,wy:...,ne> •m <scr.-r.�aco`�, .mo ; : ,;x<`can:,rn: :,r <:m... 31E—I �� and hale# in <aecorance �tththe � cabrle:`re u` rem'ent�s�3s>fi�e . J� \.Jh.wT:: 2:`:" ?kyy .ian 4aw::. \x::aadtaeb 4 R.aph M Broris .At >h�ovnm�nt bode Sections � 95fl: s� a �.:;:::Y.. ..,..,..: �......,..w,:.«✓::S:r�xc�•isa;.:.�`',�.Wu.�.:;ixc.�rca�:z�z�zx�s.,<a�;�,,.a...�.;.�..,..x.,,.��..�.":,cu..c.,;<.icsscr,�va:tr��:�o`..,,,....�, e . Fundraising: In addition to the power to raise funds, the -e--dinat ng ^ouncil shall 'be charged with the duty to 1R000703.a3R 01/61/08 5 use all due diligence to seek funds for the operation and maintenance of the Center, and to that end shall seek donations and grants and other forms of assistance in the public and private sectors. All funds received shall be deposited with the Alameda- Contra Costa County' Parks Foundation. 7. Ironhouse Site Access. Ironhouse District shall provide reasonable access to Participants, their representatives or contractors involved in the �o lanj 8. Environmental Documentation. Ironhouse #s . prov.id . #,W t#e environmental documentation for the Premises an Site o�the Center, ; as such Premises and Site were proposed in November of 1993, by including the Center in the EIR (nn:' ;n prepay t en) for the Ironhouse District's new wastewater treatment plant. If additional CEQA compliance is required, it will be determined and directed by the Council. 9. Lease. The preferred site is on Ironhouse District landsT Section 4a , and Ironhouse intends to lease such site to the Cener on terms to be determined by Ironhouse and the Geera;nat ngCouncil. 10. NO � a $ 5 � 77 \ ide �.. cvrre�cT—�i�£—ra-i3ti`l'e�`and--�'i`-Ait3'6�e' 93�—t�3'e—d�e--�3i-e'rcR—yrs Seetien 2 . The tem ef this Agreement shall ..---after until;—a--public^entity—ice--famed—pursuant to , a je• agreement er the Geuneil deter-mine-s-,by 60 Or more vote te diesel-ve the Center. 11. Chances in Membership. ? cAm q . xogeox?�cc>" �° N *aria:-:v�: •�arxx.^< �f>, v .`c?�^^` . '�•C4JA.4•. ' e°FE<q � :. ' �. er:0;.Q F:; e `�Z•.. .<3•}<?"?-?t.'C:w``tii.,`-.•'tC,S�S`•'\dot� 7Y'° �SS4n:,,.•t.yC,,O <.tt S• a:..Y�.�kcJ-;S.'� c -o� -Y`: . ��`\ Ci�ab...'y" `,`� <. h°�tJ'•Z at � zns>~:ands #tsc Members `s =: .1-baRX-1 �Ay�� Stf. ,...... :.C>.... I\, r"Oa!!�.�^.. 0. �rC\4�f4•t+: '/..?l-,v,!ifvi Vii:�V " L# ous, S 1Q�::%'k3�J '<'`k:�cZ°%(''+`.,'ic; � .,�w�,�°,�Ii��i�<�•-•syr.. .•<�.q.�,�yo-. .. � ` nen-vet • ' ng member ef the Geuneil may withdraw --em— the -Center an GeuZ i eil up en•previ written ne eG-T within i i V V-'GC--s Qi7F7r"G i GT1. of the—initial --Study or the -Master -P-�a�—�e—a��., IR000703.0t 01/61/08 6 Withdrawal of -g—eies shall met haye the eftfeet_e# sn__ts,p r-eu ,.,( � with tis,„_ een t o f two -th t,..a f ts. agenei 9-i41a7- vzia�zzc-� vu..vi irsczs-crTc- ..a ...�. �a� v�-cTry 12. Egnatures. Each official signing below Partie -certifies b his or her signature that E,3(el '`a` 'ty�y' 'n.^`�a'.' M'.M^'C'. ^R>.�.\4 v�C \ ��hOMIT `E: MI4 I ,,z' • E5so ;a' \\ rccs �\\���co-,:ati. �a�t�d:✓�«v\�'or she rias been duly authorized r6 execute t s greemen on behalf of his or her Participant. rmnryl J Jyi cwgXiv J C U L� ��ed' / o G P the 03 on,'x. �ly�o/�•}�� �I:A 0...: ' -4i13R �JiG�4it�.1.Y-moi y M 4r -MM7r �r;�. .K�t�� '4!t�ggi7w 'hilar; it is po#�te t .t ii-t,� I �' eNNE 4 //: v J < Z4. ♦ ab v,Cp`,�pS,2ev<v � lt\\.(Y «}AFY .op, \442'4\ �. °HY.\ ` r�„h(J : a M a nf'\ •\442 v\� h`c.4t'c < >Yn \ 2. MI. 4� .. 9 1 4 :M�, E 4 ds�''s.��:�� ?�� \��� .u.>,osaa.:tcw..eescc:xeeussuac�x i;.,'�er�'X�:.$�&fr;¢uwYw.�v Effective Date? r,_ I. e —N���.:.: x>s ;<:>:�:>�:\`�1,� , 199 4. a; i Geunty SIGNATURE DATES! CeRununity Gemmunity Gellege D str et BY! Date: California State-uniierei ra ir6#reb9 a Sanitary E str __ IR000703.839 01/61/08 7 c .goil- - A ., .� \ .......... fo::a:f:•:<:•....<:f..........J/A...... nnVgV:hiik...... \\\v V///////l/:i.\\ .:.•.. .-- vV:• / 1T'N.%l/ / Y•/H�HM„Y r•CC\„Y�Q.\ yY1Mx”" � \Y\+W'YJ/Y / „r�»•.1t3�°\f8.�\':`.\`N.C',•:'i`tn°:tY<'?.\\1:: .. 1'�\`t'S^Y'••/1����/ �'C����`C�hF;2:�3?3.'•;2tYM3Y5!li��� ' . .WSiJ. ADVISORY MEMBER Mt. Diable Auduben Seei-ety Bye Patet INA '0 .:<•:''/.:v:•i�:JT:•:<•::<tioil:•i},y:T:f.TTTn�<•TT:J>Tyb:<•.\\•vin.......<^\V...... Elim BBATnrm6 n -he--$elf.d—£nvir-emnent Seienee-Center: Faeility Designed te Prepare Students for--the--Future date 199;3 - R i , TcrT IR000703.83R 01/61/O8 8 (Attachment 2) AMENDED MEMORANDUM OF UNDERSTANDING FOR THE DELTA ENVIRONMENT SCIENCE CENTER This is the Amended Memorandum of Understanding (this "Agreement") between the following, each of whom is a "Participant": Contra Costa County ("County") , the East Bay Regional Park District ("Park District") , the Contra Costa Community College District ("Community College") , the Ironhouse Sanitary District ("Ironhouse") , California State University, Hayward ("CSU Hayward") ; Contra Costa Mosquito and Vector Control District ("Mosquito District") ; East County schools ("East County Schools") ; and the Contra Costa Water District ("CCWD") . The Participants desire to develop and operate a Delta Environment Science Center (the "Center") . As presently contemplated the Center would be constructed near Oakley, California on lands provided by Ironhouse, with the physical structure principally maintained by the Park District. Community College through its Los Medanos College Campus and CSU Hayward would conduct environmental studies and allied science programs at the Center, and East County Schools and other schools serving grades kindergarten through twelve would use the Center as a resource for the education of their students. The present concept of the Center is further developed in the Initial Study dated November 1995 (and completed pursuant to Section 4 of the MOU) , as modified by decisions of the Coordinating Council ("Council") at its meetings on December 13, 1995 and thereafter. In consideration of the foregoing and the promises, terms and conditions of this Agreement, the Participants agree as follows. 1. Delta Environment Science Center. The Participants have joined together to develop the Center. 2. Effective Date. The Memorandum of Understanding took effect on March 16, 1994. It was subsequently amended, becoming this Agreement, with such amendments and this Agreement taking effect on , 1996. 3. Funds. Under separate letter of agreement, the Alameda-Contra Costa County Parks Foundation, a tax exempt entity, shall receive, account for, and disperse donations, grants and other receipts for the purposes of the Delta Environment Science Center, all as directed by the Council. The Council may cause the Alameda-Contra Costa County Parks (Attachment 2) IR000M.83C 01/61/08 Foundation to be paid a fee for its services in such amount and on such terms as the Council may approve. 4 . Purpose. The purpose of the joining of the Participants is to develop the Center, including further planning of the Center's programs and physical facilities, fund-raising, interim educationalprograms, and determination and establishment of a long-term form of organization for the Center, to all or any portion of which long-term organization the Council may transfer its functions and assets. a. Initial Study. The Participants desire to further define the design and determine the cost of developing the Center. A preferred site for the Center has been designated on Ironhouse lands, and Ironhouse intends to lease such location to the Center on the terms which it has proposed. One purpose of the Initial Study is to examine the potential of this site and its development constraints. Upon completion of the Initial Study, the Council shall re-examine the designated site for the Center, and either confirm or change the site as the Council deems appropriate, but subject to agreement of Ironhouse as to any location on Ironhouse lands other than that presently designated. The site so designated by the Council shall be the "Site. " b. (Park District administered the Initial Study, which has been completed. ) C. The Participants through the Council plan to consider additional participants iri the Center and, where appropriate, initiate discussions with a view towards membership. 5. Continued Planning. The Council shall continue to: develop the Center, including planning, considering (and where appropriate inviting) additional participants and Advisory Members, sponsoring educational programs,:::seeking funds for the Center, and carrying out the other purposes stated in Section 4. 6. Council. For the purposes stated in this Agreement, the Participants shall select representatives, who shall form the Coordinating Council ("Council") of the Delta Environment Science Center. a. Voting Members: The voting members ("Voting Members") of the Council shall be the following: -one representative of Community College, to be designated by its governing board. -one representative of CSU Hayward. (Attachment 2) iR000703.83C 01/61/08 2 -the member of the Board of Supervisors of Contra Costa County whose District includes the Center. -the member of the East Bay Regional Park District Board of Directors whose Ward includes the Center. -one member of the Ironhouse Sanitary District Board of Directors. - one representative of East County Schools (and, if desired, one or more alternates) , to be designated by the following schools serving one or more of grades K-12, in such manner as they shall determine: Liberty-Union High School District; all public schools serving any area within the borders of such Liberty-Union High School District; the Antioch Unified School District; the Pittsburg Unified School District; . and the schools in the Mt. Diablo Unified School District which serve Bay Point. - one member of the Board of Directors of Mosquito District, to be designated by such Board. - one member of the Board of Directors of CCWD, to be designated by such Board. Each Participant may remove or replace its representative at will. b. Advisory Members: non-voting Advisory Members shall include Mt. Diablo Audubon Society, the Delta Group of the San Francisco Bay Chapter of the Sierra Club, and such other organizations as the Council determines appropriate. c. Powers: The: Zouneil has all the powers necessary to accomplish the concept stated in the recitals, the matters set forth in Sections 4 and 5, and the other objectives and tasks stated in this Agreement. d. Quorum; Vote: All decisions by the Council shall be by a majority vote of the Council Voting Members present at a meeting at which a quorum of Voting Members is present except as otherwise required by this Agreement. A quorum shall consist of a majority of the Voting Members. e. Notice: Meetings of the Council shall be noticed and held in accordance with the applicable requirements of the Ralph M. Brown Act, Government Code Sections 54950 et seq. (Attachment 2) ta000703.a3c 01/61/08 3 f. Fundraising: In addition to the power to raise funds, the Council shall be charged with the duty to use all due diligence to seek funds for the operation and maintenance -of the Center, and to that end shall seek donations and grants and other forms of assistance in the public and private sectors. All funds received shall be deposited with the Alameda-Contra Costa County Parks Foundation. 7. Ironhouse Site Access. Ironhouse District shall provide reasonable access to Participants, their representatives or contractors involved in the planning and development of the Center. 8. Environmental Documentation. Ironhouse has provided environmental documentation for the Premises and Site of the Center, as such Premises and Site were proposed in November of 1993, by including the Center in the EIR for the Ironhouse District's new wastewater treatment plant. If additional CEQA compliance is required, it will be determined and directed by the Council. 9. Lease. The preferred site is on Ironhouse District lands (Section 4a) , and Ironhouse intends to lease such site to the Center on terms to be determined by Ironhouse and the Council. 10. Term. The term of this Agreement shall continue until the first to occur of the following: (a) the Council establishes a. long-term form of organization for the Center and transfers the Center's assets and functions to such portion(s) of such organization as the Council shall determine; or (b) the Council determines by vote of 2/3 or more of' the Voting Members present at a meeting at which a quorum is present to terminate the MOU. 11. Changes in Membership. Any Participant or Advisory Member of the Council may withdraw from the Center and Council upon providing written notice to all Participants. Withdrawal of Participants and Advisory Members shall not have the effect of terminating this Agreement so long as at least Park District, Ironhouse and Community College remain Participants. Additional public agencies may join the Council with the consent of two-thirds of all the Voting Members of the Council. 12. Signatures. Each official signing below certifies by his or her signature that the Participant for whom he or she is signing has approved this Agreement and that he or she has been duly authorized to execute this Agreement on behalf of his or her Participant. 13. Interim Executive Director. The Council may create and fill the position of Executive Director, who shall report to, take direction from, and be selected by the Council. The compensation, duties, terms of engagement, contract (if any) and other aspects' of (Attachment 2) 1R000703.83C 01/61/08 the Executive Director shall be as determined by the Council. While it is contemplated that initially the Executive Director position will be filled on an interim basis for 18-24 months, the • Council may elect to extend this period or to convert the interim position to a regular one. Effective Date of above: , 1996. Date Became Participant (if after Effective Date) : Contra Costa Mosquito and Vector Control District: , 1996. East County Schools: , 1996. Contra Costa Water District: , 1996. ADVISORY MEMBER Delta Group, San Francisco Bay Chapter, Sierra Club: , 1996. (Attachment 2) 1R000703.83C 01/61/08 5