HomeMy WebLinkAboutMINUTES - 04271993 - 2.3 f.
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THE BOARD OR SUPERVISORS OF
CONTRA COSTA COUNTY, CALIFORNIA
Adopted this Order on April 27, 1993 by the following vote:
AYES: Supervisors Powers, Smith, McPeak, Torlakson
NOES: Supervisor Bishop
ABSENT: None
ABSTAIN: None
SUBJECT: West County Transfer Station
The Board considered the report and recommendations of
Val Alexeeff, Director, Growth Management & Economic Development
Agency (GMEDA) , on the West County Transfer Station. A copy of
the report is attached and included as a part of this document.
Bill Davis, Executive Director, West Contra Costa
Integrated Waste Management Authority, 1 Alvarado Square, San
Pablo, spoke on the the contract and cautioned that financial
backing for the transfer station could be lost if a decision on
this matter is not made soon.
Gretchen Mariotti, City of Pinole, 100 Tennent St. ,
Pinole, urged the Board to approve the contract.
The Board was in receipt of a letter from George L.
Livington, Mayor, City of Richmond, expressing support for the
contract with consideration given to the suggestions presented by
Mr. Alexeeff in his memo.
Board members discussed the issues noted by Mr.
Alexeeff and calling attention to the fact that the JPA is
requiring the County to relinquish its franchising authority and
its rate setting authority as a condition of entering an
agreement with the JPA.
Therefore, IT IS BY THE BOARD ORDERED THAT:
1. The recommendations of the Director, Growth
Management and Economic Development Agency are APPROVED;
2 . Supervisors Powers and Smith are REQUESTED to work
with staff in assisting all parties to resolve their differences;
3 . The Director, GMEDA, is REQUESTED to report to the
Board on May 18, 1993 , on the rate impact, the issue of the cost
of the facility, including contract and JPA alternatives; and
4. The Director, GMEDA, to provide an interim report
as soon as possible that delineates the provisions that the
County desires to have included in the JPA or contract.
Supervisor Bishop advised that she had some concerns
that she would like to see addressed in a written report, and
therefor would not support the motion.
cc• Dir. GMEDA I hereby certify that this Is a true and correct copy of
County Counsel an action taken and entered on the minutes of the
Board of Supervisors on the date shown.
ATTESTED: G 9 7. /,,P y.3
PHIL BATCHELOR,Clerk of the Board
of Supervisors and County Administrator
By = f" �J --,Deputy
2-3
TO: BOARD OF SUPERVISORS
FROM: VAL ALEXEEFF, DIRECTOR
GROWTH MANAGEMENT& ECONOMIC DEVELOPMENT AGENCY
DATE: APRIL 27, 1993
SUBJECT: WEST COUNTY TRANSFER STATION
SPECIFIC REQUEST(S)OR Rr.COMMENDATION(S)&13ACK(iROl1ND ANI).Il1S.1-IFICATION
RECOMMENDATIONS:
DEFER ACCEPTANCE of the contract pending resolution of outstanding issues and
RECONSIDER membership in the JPA provided key issues are resolved.
FISCAL IMPACT:
Contract approval or membership in the JPA will be $25,000 in addition to negotiated
proration of expenditures. (Potential source of funds from Keller Franchise Fee or rate
pass-through.)
BACKGROUND/REASONS FOR RECOMMENDATIONS:
County staff has spent a substantial amount of time attempting to resolve issues between the
County and the West County Integrated Waste Management Authority ("JPA"). The JPA
is requiring the County to relinquish its franchising authority and its rate setting authority
as a condition of entering an agreement with the JPA..
Contra Costa County is interested in expediting the completion of a West County transfer
station, which will be needed in approximately eighteen months due to the closure of the
West Contra Costa Sanitary Landfill, and has therefore been negotiating with the West
County cities in this matter.
CONIINUI D ON AITACHMEN'r. X YES SIGNAI'URI .
RE'COMMENDA770N OF COUNrY ADMINISIRATOR RISCOMM1sNDA'110N OF BOARD COMMI'IT1:F.
APPROVE OTHER
SIGNATURE(S):
ACI.ION OF BOARD ON APPROVED AS RI COMMPNDED (YnH.'.R
VO'rEOFSUPERVISOR S I HFRFBY Cls ' -Y '11-IA7' '11118 IS A TRUE AND
CORRECT' OPY OF AN ACTION TAKEN AND
UNANIMOUS(ABSENI' EN'l : sD ON '114E MIN1P11-S OF 11-IE BOARD OF
ISRVISORS ON'.1111.DAl'E SHOWN.
AYES: NOES:
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ABSENT. ABSTAIN:
PIIII. '1'Cl-lls1.,OR,CI.FRK OF 1111-130ARI)OF
SUPERVI. AND COUNCY ADMINISTRATOR
13Y ,DEPUTY
VA:dg
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Contact: V• Iexceff(6464620)
CC: County Administrator
County Counsel
GMEDA Departments
WEST COUNTY TRANSFER STATION
APRIL 27, 1993
PAGE 2
BACK6ROUND/REASONS FOR RECOMMENDATIONS: (CONTINUED)
The County also desires to protect its ratepayers. Further, the County has special
responsibilities due to Countywide, State mandated AB 939 requirements. The County must
consider and continue to fulfill its various responsibilities under the law and to its ratepayers.
As noted above, contract negotiations with the JPA have been extremely time-consuming.
There have been numerous (at least six) drafts of the subject contract, the last of which
added provisions detrimental to the interests of the County and its ratepayers.
It is staffs opinion that the contract creates disproportionate responsibilities and benefits,
does not fairly promote the interests of the County's ratepayers, and may hinder the County
in meeting AB 939 waste diversion requirements.
The proposed contract is attached hereto as Attachment A. Attachment B hereto is staff's
listing of major and some minor objections to the contract.
In lieu of a contract, staff proposes that the County seek to join the JPA.
The advantages of the JPA include:
1. Contra Costa County should be a voting member of the West County
JPA and every other JPA created to comply with 939.
2. Contra Costa County should be a voting member of the West County
JPA and all JPAs to which it directs waste.
3. As conditions change, the County and JPA can alter their position.
Other provisions in the 'JPA that the County would prefer include:
1. Contra Costa County should insist that there be equal protection to all
ratepayers by having membership proportional to the waste flow
directed to it.
2. There be an additional seat for Contra Costa County for 939
responsibility.
3. Each agency's waste flow percentage should be spelled out in
documents.
4. Set one rate (per ton) for use of facility (total cost of all activities
divided by total tons anticipated each year).
5. Members should remain elected officials. Alternates may be appointed
officials.
L,
R
r A L •y
MAYOR
Citi•c:�1
George L. Livingston •
tie6`[�
April 26, 1993
The Honorable Sunne McPeak
Contra Costa County Board of Supervisors
2301 Stanwell Drive
Concord, CA 94520
Dear Supervisor McPeak:
In my letter of April 13 1 encouraged Contra Costa County to accept the contract proposed by the West
Contra Costa Integrated Waste Management Authority(the JPA) as quickly as possible. The contract is
one way to work out the participation of the County in the JPA's planned transfer station and recycling
facility.
Since the letter was sent, I received a copy of a proposed memorandum from Val Alexeeff to the Board
of Supervisors setting forth your staffs concerns regarding the proposed contract.
I continue to believe that the contract is good for both the County and the JPA. But I believe that Mr.
Alexeeff's subsequent proposal may be even better for the rate-payers of my City and for the County. In
fact, many of the suggestions in the County's staff report were considered and recommended by my
special City Council Committee which has recently looked into the JPA.
It appears that Supervisor Powers has worked with County Staff to develop a workable solution to the
County's participation in solid waste issues and the transfer station in West County. The solution is for
Contra Costa County to join the JPA and work hand in hand with the West County cities in developing
the facility. Prompt action on the part of the County and the JPA in getting together will not slow down
the project, but will speed it up and make it better.
The only thing that has to be done is that we have to work out the terms for the County's membership on
the JPA. This gives all of the members of the JPA a chance to make the JPA better. Tom Powers and
County Staff have pointed out a few issues which have concerned me greatly and which are very important
to the City of Richmond and its rate-payers, as well as to the County and its rate payers.
First, the voting on the JPA should be based on the amount of garbage that each member of the JPA
generates. I call this the "One Can, One Vote Rule" The "One Can, One Vote Rule" would increase the
representation of Richmond and provide assurances to my constituents that their interests will be protected.
The fact is that the cost of the JPA and its facility will be paid through fees on garbage going through the
facility and since Richmond will contribute more than half of the garbage (up to 60%), Richmond rate-
payers will pay more than half of the cost of the JPA and the transfer and recycling facility. The County's
rate-payers will pay the second largest contribution.
Second, is the issue of how much each city's residents wiH pay to use the JPA facility. It has concerned
me that some of the smaller West County cities will not require the same level of recycling that will be
needed for Richmond and the County in order to meet state requirements. The way the JPA is now
organized, these smaller cities could establish two levels of service with two prices. This could mean that
Richmond residents would have to pay a higher price than residents of smaller cities. This would not be
fair. The garbage generated in the larger cities will create economies of scale that wills ave all of the users
2600 Barrett Ave. P.O. Box 4046 Richmond California 94804 telephone: 510 620-6503
a lot of money. l agree with Supervisor Powers that we should not support a program that could possibly
allow the residents of Hercules or Pinole to pay a lower tipping fee at the transfer station than Richmond
or unincorporated Contra Costa County.
!understand that the County wants to have two seats on the JPA. l am not against that since the County
has the second largest waste stream in the JPA and the County has special AB 939 responsibilities under
state law. I hope that the other cities do not stand in the way of the transfer station project just because
the JPA will have two representatives from the County.
l endorse the proposals of the County as a well thought-out compromise that will allow the West County
cities and the County to work together on the garbage problem. We are all hying our best to represent
our rate-payers and to give them the best service that can be provided at the lowest possible price.
The County and the City of Richmond both have staff members who could provide services to the JPA
more cheaply than the consultants and full-time JPA employees who the JPA now hired. Our legal,
engineering, planning, and,financial staffs can work together on the JPA and save the rate payers a lot of
money. This should please all of the members of the JPA and, most of all, please the rate-payers who
could save up to $500,000.00 per year.
The time has come for the cities and the County to work together and the County's membership on the
JPA will make that a reality. The special committee that/ appointed to look into the JPA has completed
its task. The issues which ;the County has pointed out are issues that we have thought through carefully.
l support the County's membership in the JPA, the "One Can, One Vote Rule", and brimming the JPA's
expense budget for outside consultants and full-time JPA employees by using City and County staff
wherever possible.
Please take action on this important matter as quickly as possible. The City of Richmond looks forward
to working constructively with the cities of El Cerrito, Hercules, Pinole and San Pablo and Contra Costa
County on the JPA.
Very truly ours,
George L. Livingston
Mayor of Richmond
GLL.pmr
O' CITY OF SAN PABLO
i,.,, ;;t One Alvarado Square, San Pablo, CA 94806
� (510)215-3000 • Fax#(510)235-7059
Office of the Mayor
April 19, 1993 RECEIVED
Supervisor Tom Torlakson, District #5 APR L 2 199`3
Contra Costa County Board of Supervisors
651 Pine Street, Room 106 CLERK BOARD of E l
Martinez, California 94553 CON?Ra.COS?
Dear Supervisor Torlakson:
As Mayor of San Pablo and Board Member of the West Contra Costa Integrated
Waste Management Authority, I urge you to approve the proposed agreement between the
Authority and the County. This agreement has been worked on for many months by
members of the Authority and Supervisor Tom Powers.
This contract must be adopted soon in order that the financing on the West County
IRRF can move forward. Without timely action on this contract, tax exempt financing could
be significantly delayed and would cause us to be unable to meet our AB939 requirements.
I ask you to place this item on your agenda as soon as possible so that we can move
forward. Supervisor Powers involvement with this has helped to move it to this stage, now
we need to move on.
Please let me know when you will have this item on your agenda so that I may attend.
Sincereiy,
J sep M. Gomes
ayor
( L; 1) /f
Recycled Paper
ATTACHMENT A
West Contra Costa
Integrated Waste Management Authority
One Alvarado Square
San Pablo, California 94806
TEL: (510)215-3125 FAX: (510)236-1636
April 9, 1993 VIA HAND DELIVERY
Mr. Phil Batchelor
Clerk of the Board of Supervisors
and County Administrator
Contra Costa county
651 Pine St. , ,11th Floor, Room 106
Martinez, CA 94553
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
Dear Mr. Batchelor:
The Board of Directors of the West Contra Costa Integrated Waste
Management Authority (Authority) at its meeting on April 8, 1993,
unanimously:
(1) Approved the attached contract and
(2) Respectfully requested that the Board of Supervisors consider
approval of the contract and amendment of chapter 418-5 of the
County Ordinance Code as soon as practicable to ensure that
this matter does not become an obstacle to the implementation
of needed solid waste facilities in West County.
Please note that the Authority has been advised that a proposal by
Union Bank to provide a letter of credit necessary for financing
the IRRF will expire April 20, 1993. Delay in resolution of this
matter will jeopardize the proposal by Union Bank.
Negotiations
Negotiations have been underway for nearly 1-1/2 years (since
.November 1991) .,and have been conducted by Authority Board Members
(Purnell, Washington, Ritz) and Supervisor Powers assisted by
County staff (Val Alexeeff) and Authority staff (Bill Davis) .
Negotiations were first directed towards arrangements under which
the County would become a member of the Authority. Agreement on
conceptual arrangements between Supervisor Powers and Directors
Purnell, Washih.gton and Ritz agreed to conceptual arrangements in
late February 1992 . These conceptual arrangements were approved by
the Authority Board of Directors on March 12 , 1992 .
At a meeting of Supervisor Powers and Directors Purnell, Washington
and Ritz on October 15, 1992, Supervisor Powers suggested a
contract between the Authority and the County instead of County
4� Recycled Paper
Mr. Phil Batchelor
April 9, 1993
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
membership in the Authority. It was agreed, at that time, that the
conceptual arrangements should be presented to each City Council
.and Board of Supervisors for approval.
The conceptual arrangements were discussed at a Stfidy Session of
the Richmond City Council on December 7, 1992. The City Council
was not scheduled to consid6r action and did not take any action on
the conceptual arrangements. The following day, the Board of
Supervisors, upon Supervisor Powers motion, selected a contract
between the Authority and the County in lieu of membership in the
Authority.
Relationship to Conceptual
Arrangements
The attached contract, with two exceptions, is in accordance with
those portions of the conceptual arrangements agreed to by
Supervisor Powers and Directors Purnell, Washington and Ritz that
are not related to County membership in the Authority. Provisions
related to the landfill to be. used for disposal of waste have been
modified to reflect the provisions related to export of waste
contained in the agreement between the County and the Contra Costa
Solid Waste Authority as approved by the Board of Supervisors on
March 9, 1993 . The second exception is the provision in the
proposed contract that the Authority would not levy an IRRF
franchise fee.
The portions of the. conceptual arrangements related to Host
Mitigation Fees were identified as an unresolved issue in the
conceptual arrangements. The proposed contract, however,
incorporates the concepts described in the conceptual arrangements
and makes the concepts applicable to any area impacted by the
existence and operation of the IRRF and to any Authority Member
City or the County who proposes Mitigation Fees.
Sulninary
The Authority Board of Directors believes that the proposed
contract:
1. Provides a fair and equitable basis for co-operation between
the Copnty and the Authority reflecting the fact that 90% of
the materials to be received at the facility will come from
within the cities.
2
Mr. Phil Batchelor
April 9 , 1993
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
2 . Is. consistent with those portions of conceptual arrangements
(excluding ' items related to Board of Directors seats and
voting arrangements) previously agreed to by Supervisor Powers
and Directors Purnell, Washington and Ritz and approved by the
Authority Board of Directors on March 12 , 1992.
3. Will enable the implementation and financing of the facility
to proceed and the facility to be available prior to closure
of the West Contra Costa Sanitary Landfill.
4 . Provides that the County would retain authority consistent
with the fact that 90% of the materials to be received are not
now subject to County authority.
Specifically, the County would retain land use permitting
authority, public health and safety authority, and collection
franchise authority for the Sanitary District area. The
County's ability
ility to levy mitigation Fees would be limited. The
County would relinquish authority to surcharge IRRF rates and
to impose solid waste management or diversion requirements
through an IRRF franchise agreement.
I would appreciate the opportunity to meet with you as soon as
possible to discuss the attached contract and the anticipated date
for its consideration by the Board of Supervisors.
Should you have any questions, please let me know.
Sincerely,
Bill Davis
Executive Director
A:20bawhelor
Attachment
cc: Members, County Board of Supervisors
Authority Board of Directors & Alternates
West County Mayors
West County: City Managers
Val Alexeeff, Manager - GMEDA, Contra Costa County
Rich Granzella, Richmond Sanitary service
Dennis Varni, Richmond Sanitary Service
3
1 CONTRACT BETWEEN
2 WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
3 AND
4 CONTRA COSTA COUNTY
5 This Contract is entered into as of 1993
6 by and between the WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT
7 AUTHORITY (hereinafter "Authority") , a public entity Joint- Powers
8 Authority, and the COUNTY OF CONTRA COSTA (hereinafter "County") ,
9 a political subdivision of the state of California.
10 BACKGROUND
11 A. WHEREAS, the Authority was formed on April 2 , 1991
12 pursuant to the, laws of the State of California by the City of El
13 Cerrito, City of Hercules, City of Pinole, City of Richmond, City
14 of San Pablo and the West Contra Costa Sanitary District
15 (hereinafter "District") to, -among other things establish
16 integrated resource recovery facilities for the benefit of the
17 member agencies of the Authority;
18 B. WHEREAS, the Authority shortly after its formation
19 undertook the development and implementation of an Integrated
20 Resource Recovery Facility (hereinafter 11IRRF11) located partially
21 in the unincorporated portion of North Richmond and partially
22 within the boundaries of the Authority;
23 C. WHEREAS, the District has withdrawn from membership in
24 the Authority and County has adopted County Ordinance No. 91-31,
25 requiring a franchise from or agreement with the County to provide
26 solid waste collection service in the unincorporated area of the
April 8, 1993
,r
1 County;
2 D. WHEREAS, the West Contra Costa Sanitary Landfill is
3 scheduled to close in 1994 and alternative solid waste management
4 facilities must be in operation by that time to ensure continued
5 cost-effective disposal of solid waste generated within the
6 boundaries of the Authority and within the boundaries of the
7 District;
8 E. WHEREAS, the California Integrated Waste Management Act
9 of 1989 requires each city and each county in the State to divert
10 solid waste from landfills and specifies diversion goals of 25% by
11 January 1, 1995 and 50% by January 1, 2000 or face administrative
12 penalties of up to $10,000 per day;
13 F. WHEREAS, the development, financing, construction and
14 operation of the IRRF, or similar facility, is needed to provide
15 for continued disposal of solid waste generated within the
16 boundaries of the Authority and District and to comply with the
17 requirements of the Act for diversion of waste from landfills and
18 avoid administrative penalties;
19 G. WHEREAS, while the IRRF is partially located in the
20 unincorporated area, approximately 90% of the materials expected to
21 be received at the IRRF will be from within the corporate limits of
22 cities which are member agencies of the Authority and approximately
23 10% is expected to be received from the unincorporated area within
24 the District and these facts mandate a co-operative- arrangement
25 between the County and Authority which properly recognizes the
26 County's regulatory role and provides for continued development,
2 April 8, 1993
1 financing, construction and operation of the IRRF under the
2 sponsorship of the Authority and regulation of rates by the
3 Authority;
4 H. WHEREAS, the Authority Board of Directors has adopted
5 Resolution No. 92-7 "Defining Stage I of the Integrated Resource
6 Recovery Facility" which establishes the waste composition to be
7 used as the basis for design of the Stage I IRRF and the
8 capabilities to be provided by the Stage I IRRF; and
9 I. WHEREAS, the County and the Authority intend by this
10 Agreement to provide for continued timely development, financing,
11 construction and operation of the IRRF by the Authority; to provide
12 for continued disposal of solid waste generated from within, the
13 unincorporated ,area encompassed by the District and for the
14 diversion of such waste from landfills through the use of the IRRF;
15 and to provide for regulation of the IRRF by the Authority in
16 accordance with;the provisions of 'this Agreement;
17 THEREFORE, THE COUNTY AND THE AUTHORITY DO HEREBY AGREE AS
is FOLLOWS:
19 SECTION 1. DEFINITIONS
J
20 The terms defined in this Section that begin in this Contract
21 with capital letters have these meanings:
22 1. 1 "Act" means the California Integrated . Waste
23 Management Act of 1989 (California Public Resources Code Section
24 40000 et sea. ) and all regulations adopted under that legislation,
25 as that legislation and those regulations may be amended from time
26 to time.
3 Aptil 8,1993
1 1. 2 "Agreement" means the Joint Exercise of Powers
2 Agreement creating the Authority, as it may be amended from time to
3 time.
4 1. 3 "Authority" means the West Contra Costa Integrated
5 Waste Management Authority, a joint exercise of powers agency.
6 1.4 "Board" means the Board of Directors of the
7 Authority.
8 1.5 "City" means any Member Agency of the Authority that
9 is a city, and "Cities" means all of the Member Agencies of the
10 Authority that are cities.
11 1. 6 "Contract" means this contract and any amendments
12 thereto entered into by the Authority and the County.
13 1.7 "County" means Contra Costa County, California.
14 1.8 "Countywide Solid Waste Management Costs" means
15 costs incurred by County which are not associated with preparation
16 or implementation of the County Source Reduction and Recycling
17 Element, Household Hazardous Waste Element or activities specific
18 to a particular geographic area and which are incurred as a result
19 of preparation of the Countywide Integrated Waste Management Plan
20 and Countywide Siting Element and implementation of the.Countywide
21 features of said Plan and Siting Element and are for services that
22 do not duplicate services provided by the Authority or a Member..
23 Countywide features are those provisions of said Plan and Siting
24 Element which are applicable to all of Contra Costa County.----
25 1.9 "District" means the West Contra Costa Sanitary
26 District.
4 April 8, 1993
1 1. 10 "Fiscal Year" means the period commencing on each
2 July 1 and ending on the following June 30,
3 1. 11 "IRRF" means the integrated resource ...recovery
4 facility consisting of a Central Processing Facility, Landfill
5 Processing Facility and Interim Recycling Center and the lands and
6 appurtenances associated with these facilities.
7 1.12 "Law" means Articles 1, 2 and 4 of Chapter 5 of
8 Division 7 of Title 1 of the California Government Code (California
9 Government Code Sections 6500, et sea. ) and all regulations adopted
10 under that legislation, as that legislation and those regulations
11 may be amended from time to time.
12 1. 13 "Member" means any of the signatories to the Joint
13 Powers Agreement and "Members" means all of the signatories to the
14 Joint Powers Agreement.
15 1.14 "Mitigation Fees" means fees proposed by a Member or
16 county and agreed to by the County and Authority the use of which
17 shall be limited to the reasonable costs for mitigation of impacts
is reasonably related to the existence and operation of the IRRF in
19 addition to mitigation required as a part of the conditions of
20 approval and the reasonable costs of preparation of work plans,
21 budgets and time schedules for use of revenues generated by
22 Mitigation Fees. The aggregate total of all Mitigation Fees shall
23 not exceed two dollars ($2.00) per ton, adjusted in accordance with
24 this Contract, of Solid Waste received at the IRRF.
25 1. 15 "IRRF Rate Regulation Methodology" means the
26 combination of guidelines for fixing rates, definition of all
5 April 8, 1993
1 necessary components of the rate making process, definition of the
2 types of revenues and costs that will and will not be included in
3 the rate calculation and how such revenues and costs are to be
4 computed; formula(ae) for changing rates, a schedule that governs
5 the dates by which the Authority and the IRRF owner/operator must
6 reach particular milestones and that specifies the effective date
7 for the rate change, definition of the formats that the IRRF
8 owner/operator must use in its application, definition of the
9 information that the IRRF owner/operator is and is not required to
10 provide in its application, identification of audit and reporting
11 requirements and occurrences requiring a rate change, and other
12 information necessary to the establishment of fair and equitable
13 rates for the IRRF.
14 1. 16 "Price Index" means the Consumer Price Index, All
. 15 Urban, San Francisco-Oakland-San- Jose, as determined by the U.S.
16 Department of Labor or other mutually satisfactory index in the
17 event that said Index is not longer published.
18 1. 17 "Revenue Bonds" means revenue bonds-, notes,
19 certificates or participation and any other instruments and
20 evidences of indebtedness issued or entered into by the Authority
21 and other commitments by the Authority, such as a Service
22 Agreement, arising from a letter of credit or loan obtained for
23 financing the IRRF.
24 1; 18 "Solid Waste"means those materials defined as solid
25 waste in Section 40191 of the California Public Resources Code, as
26 well as recyclables and recoverable materials that otherwise would
6 April 8, 1993
1 become solid waste 'or are subject to collection franchise
2 agreements, which materials are of the variety that can be properly
3 processed at the IRRF.
4 SECTION 2 . PURPOSE
5 2 . 1 This Contract is entered into pursuant to powers
6 given the County and the Authority to contract with other public
7 entities, within and without their respective jurisdictions, for
8 the purposes of providing for continued timely development,
9 financing, construction and operation of the IRRF under the
10 sponsorship of the Authority; providing for continued disposal of
11 solid waste generated from within the unincorporated area
12 encompassed by the District and for the diversion of such waste
13 from landfills through the use of the IRRF; and for providing for
14 regulation of the IRRF.
15 SECTION 3 . TERM AND TERMINATION
16 3 . 1 The term of this Contract shall begin on the date
17 first written above and continue until terminated by the County
18 becoming a voting member of the Authority, by mutual consent of the
19 parties or by either party providing the other 60 days' written
20 notice of termination. However, this Contract shall not be
21 terminated by either party: 1) during the first twelve months after
22 the date first written on page one of this Contract and 2) provided
23 Authority issues Revenue Bonds during said twelve months, shall not
24 be terminated without the written consent of the trustee, lender or
25 letter of credit bank until all indebtedness on account of the
26 Revenue Bonds have been retired.
7 April 8, 1993
1 3 . 2 It is understood that in no event shall this
2 Contract be terminated if its termination would conflict with or
3 violate the terms or conditions of any Revenue Bonds or related
4 documentation including, without limitation, indentures,
5 resolutions, .letter of credit or loan agreements.
6 3 .3 The provisions of Section 6 and Section 10 of this
7 Contract shall become null and void with respect to those portions
8 of the IRRF located within the unincorporated area which may in the
9 future come to be located within the boundaries of the Authority.
10 SECTION 4 . WASTE AND RATE COVENANTS
11 4.. 1 County agrees and covenants to the Authority that
12 County shall direct all of the Solid Wastes generated and collected
13 within the unincorporated area of the District (or specified
14 portions or specified types of such wastes) to the IRRF to the
15 extent that Members (except the City of El Cerrito) are also
16 required, and that county, upon receipt of notice from the
17 Authority will promptly direct said Solid Wastes (or specified
18 portions or specified types of- such wastes) as required by the
19 Authority. Nothing in this section shall preclude County from
20 imposing or establishing additional incentives to meet the waste
21 diversion requirements of the Act.
22 4.2 County agrees and covenants to the Authority that
23 Authority may require County to include tipping fees or other
24 charges, paid to the owner .or operator of the IRRF in connection
25 with the waste streams directed to the IRRF pursuant to Section 4 .1
26 to be "passed through" to ratepayers within the unincorporated area
8 April 8, 1993
1 encompassed by the District and that the County will promptly
2 include said fees and charges in rates levied by the County as
3 collection rates -as required by the Authority, in the same-manner
4 and to the extent that Members are required to do the same.
5 4 .3 County agrees and covenants to the Authority that
6 Authority may require County to include some or all of such fees
7 and charges imposed by the Authority, as may be required to meet
8 the obligation to the holders of Revenue Bonds, to be "passed
9 through" to ratepayers as part of collection rates levied by County
10 for the unincorporated area encompassed by District and further to
11 provide for payment of such fees and charges to the Authority in
12 the event the waste stream from the- unincorporated area of the
13 District is at any time, in whole or in part, not processed through
14 the IRRF due to the unavailability, in whole or in part, of the
15 IRRF to receive or process materials, in the same manner and to the
16 - extent that Members are required to do the same.
17 4.4 C:ounty agrees that holders of Revenue Bonds, whether
18 directly or through a representative such as an indenture. trustee,
19 be third party beneficiaries of any of the obligations of the
20 County to the Authority and that Authority may covenant with the
21 holders of any Revenue Bonds on behalf of the County to perform its
22 obligations under this contract, to the extent that Members are
23 required to perform the same obligation.
24 SECTION 5. COLLECTION FRANCHISE AGREEMENTS
25 5. 1 Collection franchise agreements entered into by
26 county shall include provisions which materially conform to the
9 April 8. 1993
1 provisions contained in Exhibit A to this Contract to the extent
2 that Members and the Members collection franchise agreements are
3 required to provide for the same and such other provisions as may
4 be necessary to the financing of the IRRF and Members and Members'
5 collection franchise agreements are required to provide such other
6 provisions:
7 SECTION 6. REGULATION OF FACILITIES
8 6. 1 Pursuant to Chapter 418-5 of the County Ordinance
9 Code this Contract is in lieu of a franchise by the County and the
10 Authority shall be the sole franchisor for the IRRF.
11 6.2 County agrees to exercise its authority over the
12 IRRF in a manner consistent with the provisions of this Contract,
13 subject to applicable State, Federal and local laws and
14 requirements.
15 6.3 Permits, licenses, ordinances, rules and regulations
16. and any similar approvals of the County shall not contain
17 requirements pertaining to the achievement of any solid waste
18 management or diversion-- goals at the IRRF, provided that this
19 Contract shall not preclude County from imposing or enforcing
20 requirements necessary to the protection of public health and
21 safety. Permits issued by the Local Enforcement. Agency shall not
22 be considered permits issued by the County to the extent that the
23 Local Enforcement Agency's actions are mandated by State law or
24 regulation.
25 6.4 Any franchise granted by the Authority shall require
26 compliance with all State, Federal and local laws and regulations
10 April 8, 1993
1 for the protection of public health and safety.
2 6. 5 Any franchise granted by the Authority need not be
3 competitively bid and Authority shall confer with the County prior
4 to executing a franchise agreement with a third party for the IRRF.
5 6. 6 Authority will not levy an IRRF franchise fee.
6 SECTION 7. RATE REGULATION
7 7 . 1 Pursuant to Chapter 418-5 of the County Ordinance
8 Code, the Authority shall review, approve and otherwise regulate
9 the rates to be -charged at the IRRF.
10 7 . 2 The Authority shall establish rates to be charged at
it the IRRF in amounts sufficient to provide for the efficient
12 operation of the IRRF Facilities, to discharge all indebtedness and
13 liabilities relating to the acquisition and construction of the
14 IRRF (including . without limitation, any Revenue Bonds issued in
15 connection therewith) , to accommodate the planning and
16 implementation of activities required by the Act and to pay any
17 other costs or financial obligations of the Authority.
18 7. 3 Authority shall provide for payments to County as
19 part of the IRRF rates in accordance with the following criteria:
20 (a) County costs limited to:
21 (1) Those reasonable, necessary, prudent and
22 verifiable costs actually incurred by the County for services
23 reasonably related to the regulation . and permitting of the IRRF
24 pursuant to State law or regulation provided that said costs are
25 not the responsibility of the IRRF owner nor recoverable from any
26 other source.
11 April 8, 1993
1 (2) The reasonable share of verifiable
2 Countywide Solid Waste Management Costs allocable to the area
3 within the boundary of the Authority and unincorporated District
4 area which are not otherwise being funded by any other -County-
5 imposed fees.
6 (b) Any changes in County costs for services
7 resulting from the enactment of state law or amendment thereto or
8 regulations promulgated thereunder occurring after the date of this
9 Contract shall also be recoverable as part of IRRF rates provided
10 that the criteria specified in Section 7 . 3 (a) (1) are met and
11 further provided that said statutory or regulatory changes are
12 beyond the control of the County.
13 7.4 Except- as provided in this Section 7 . 4 and Section
14 7 .5, IRRF rates. established by the Authority to be uniform for all
15 sections of the area within the boundary of the Authority and the
16 unincorporated area encompassed by District.
17 (a) The Authority may set differential mates for
18 the unincorporated area encompassed by the District if, within 30
19 days of receipt of written notification from Authority that all
20 Member Agencies have submitted collection franchise agreements
21 satisfactory for the IRRF financing, County does not provide
22 Authority with a collection franchise agreement which is in
23 accordance with the requirements of Section 5 of this Contract.
24 (1) County agrees that, in the event of
25 failure of the County to provide the Authority with a collection
26 franchise agreement which is in accordance with the requirements of
12 April 8,1993
1 Section 5 of this Contract, County shall not directly or indirectly
2 cause delivery of Solid Waste (or specified portions or specified
3 types of such Waste) as identified by the- Authority, to be
4 delivered to any, other facility or otherwise diverted away from the
5 IRRF provided that County shall not be precluded from establishing
6 incentives to meet the diversion requirements of the Act.
7 (2) Any dif f erential rate established pursuant
8 this Section 7 .4 (a) shall be established as necessary to recover
9 any difference between the amounts actually paid for Solid Waste
10 from the unincorporated District area and the amounts that would
11 have been paid. had the collection franchise agreement been
12 received.
13 (b) The Authority may set differential rates for
14 the unincorporated area encompassed by the District as necessary to
15 provide for collection of the reasonable share of verifiable
16 Countywide Solid Waste Management Costs allocable to the Member
17 Agencies from Solid Waste delivered to the IRRF from Member
18 Agencies jurisdictions and collection of the reasonable share of
19 verifiable Countywide Solid Waste Management Costs allocable to
20 unincorporated District area from Solid Waste delivered to the IRRF
21 from the unincorporated District area.
22 (c) The Authority may set differential rates for
23 the unincorporated area encompassed by the District to collect
24 County's fair share of the Authority's costs incurred in
25 development and, implementation of the IRRF from Solid Waste
26 delivered to the IRRF from the District area to the extent that
13 April S, 1993
1 County's fair share of such costs is not paid by the financial
2 contribution received from County pursuant to Section 19 of this
3 Contract. County's fair share of such costs shall be ten percent
4 (10%) of the total costs incurred by Authority in development and
5 implementation of the IRRF.
6 7. 5 Reasonable, necessary, prudent and verifiable costs
7 or financial obligations incurred by the Authority may be included
8 in the IRRF rates provided that costs or financial obligations
9 allocable to solid waste programs that may be undertaken in the
10 future by the Authority solely on behalf of a Member shall not be
11 included in IRRF rates chargeable for Solid Waste received from the
12 unincorporated District area.
13 7. 6 Costs incurred by County which are not Countywide
14 Solid Waste Management Costs nor provided for in Section 7 . 3 of
. 15 this Contract shall not be included in IRRF rates chargeable for
16 Solid Waste received from Members.
17 7.7 County and Authority costs incurred pursuant to any
18 other contract(s) that may in the future be entered into by County
19 and Authority may be included in IRRF rates as provided in the
20 terms and conditions of said future contract(s) .
21 7.8 Authority agrees that IRRF rates will subject to
22 regulation by the IRRF Rate Regulation Methodology approved by the
23 Authority Board of Directors which has been developed in
24 consultation with County.
25 7 .9 County acknowledges that Chapter 418-5 of the County
26 Ordinance Code will need to be amended to implement this Contract
14 April S, 1993
1 and will use its best efforts to enact said amendments as soon as
2 possible but not later than June 1, 1993 to provide for .timely
3 implementation of the IRRF.
4 SECTION 8. FAILURE TO MEET WASTE STREAM DIVERSION
5 REQUIREMENTS
6 8. 1 County acknowledges that it has reviewed Authority
7 Board of Directors Resolution No. 92-7 and is satisfied that the
8 Stage I IRRF, as defined in Resolution No. 92-7, can reasonably be
9 expected to achieve,ieve, in conjunction with other actions by County,
10 compliance withwaste stream diversion requirements applicable to
11 the unincorporated District area.
12 8.2 The Authority shall be entitled to cause the waste
13 streams from the unincorporated area within the District that are
14 directed (or which are required by the Authority to be so directed)
15 to the IRRF to be monitored by county pursuant to procedures
16 approved by the Board in order to determine whether federal or
17 state waste diversion requirements are being met.
18 8. 3 If the waste stream diversion for the unincorporated
19 area within the District fails to meet the requirements of the Act,
20 Authority's responsibility to County for liabilities, damages,
21 criminal and civil sanctions and costs and expenses which are the
22 result of performance or non-performance of the IRRF shall be as
23 set forth in Sedtion 14.3 of this Contract.
24 SECTION 9. DISPOSAL OF IRRF WASTE STREAM
25 9. 1 The waste stream from the IRRF shall be disposed of
26 at the most cost effective landfill.
15 April S. 1993
1 9.2 The Authority shall determine the most cost.
2 effective landfill to receive the waste stream from the IRRF. In
3 making this determination, the Authority shall consider all
4 relevant factors, including but not limited to, transportation
5 costs, closure and post closure requirements and costs, disposal
6 fees, fees levied by governmental entities and costs of compliance
7 with County ordinances and requirements affecting the disposal of
8 IRRF waste at in-County landfills. Both short and long-term
9 potential costs shall be considered by the Authority.
10 9. 3 The Authority agrees that, after consideration of all
11 relevant factors, landfill (s) within Contra Costa County will be
12 used provided that such in-County landfill(s) is demonstrated to
13 favorably compare in total cost to alternative out-of-County
14 landfill(s) .
15 9.4 Agreements for export of Solid Waste to out-of-County
16 - landfills shall include provisions for:
17 (a) Termination at the sole discretion of the Authority
18 at the end of two (2) years after the start of commercial operation
19 of the IRRF and thereafter at the end of each subsequent five (5)
20 year period.
21 (b) Monitoring the location and costs of disposal.
22 (c) Passing on to the users of the IRRF any cost savings
23 resulting from lower costs.
24 9.5 Authority will, not less than 1-year prior to the
25 expiration of the time periods specified in Section 9 .4 (a) initiate
26 a review and verification of the total costs of in-County and out-
16 April S, 1993
1 of-County landfills and shall make the determinations required by
2 Section 9. 2 and; Section 9 . 3 not less than 90-days prior to the
3 expiration of the time periods specified- in Section- 9.4 (a).. If the -
4 results of the Authority review disclose that total costs for use
5 of out-of-County landfill (s) is 95% or more of the total costs for
6 use of in-County landfill(s) , in-County landfill(s) shall be
7 afforded adequate opportunity to match or better the proposal by
8 out-of-County landfill (s) .
9 9. 6 The County and Authority recognize that if the Authority
10 exports Solid Waste, agencies outside of Contra Costa County may be
11 allowed to dispose of Solid Waste at Keller Canyon Landfill, and
12 that as a result, the County shall have no obligation to provide
13 capacity for Solid Waste from the IRRF. County agrees that any
14 entity outside of Contra Costa County delivering Solid Waste to
15 Keller Canyon Landfill shall pay. rates at least as high as those
16 imposed on Contra Costa users and abide by all requirements imposed
17 on Contra Costa users. County and Authority will comply with all
18 applicable laws; including the Interstate Commerce Clause of the
19 U.S. Constitution, Conditions No. 5.2 and 9 . 3 of Land Use Permit
20 No. 2020-89, and the daily tonnage limitations in the Solid Waste
21 Facilities Permit applicable to Keller Canyon Landfill.
22 SECTION 10. PUBLIC" OWNERSHIP POTENTIAL
23 10. 1 In the event that the unincorporated land on which
24 the IRRF , or any portion of the IRRF, is located becomes publicly
25 owned by the Authority, the Authority and County shall negotiate
26 and enter into appropriate agreement(s) providing that such public
17 April 8, 1993
1 ownership shall be revenue neutral to private ownership with
2 respect to tax revenues that would otherwise accrue to the North
3 Richmond Redevelopment Agency, the County and Special Districts. No
4 new agreements) need be entered into between County and Authority
5 to the extent that other agreement(s) are then in place which
6 adequately protect the County's interest in said tax revenues.
7 Nothing in this Section 10 shall prejudice in any manner the rights
8 or activities of any. Member to acquire any portion of the IRRF.
9 SECTION 11. IRRF MITIGATION FEES
10 11. 1 Subject to the provisions of this Contract, Mitigation
it Fees shall be collected in IRRF rates and all amounts collected
12 shall be placed in trust for exclusive use in the area impacted by
13 the existence and operation of the IRRF.
14 11.2 Prior to the expenditure of any amounts collected as
15 Mitigation Fees, the County and any other party proposing
16 Mitigation Fees shall provide the Authority with a proposed budget,
17 scope of work and time schedule which identifies the use of
18 Mitigation Fees, cost of service to be provided with said Fees, and
19 the area impacted.
20 11. 3 The County and any other party proposing Mitigation Fees
21 shall provide the Authority with a proposed budget, scope of work
22 and time schedule which identifies the use of initial Mitigation
23 Fees, cost of service to be provided with said Fees, and the area
24 impacted. The County and any-other party proposing Mitigation Fees
25 shall annually report to the Authority on the uses of Mitigation
26 Fees in comparison with the budget, scope of work and time schedule
18 April S, 1993
1 established pursuant to Section 11.2 and any changes in work plan,
2 budget or amount of Mitigation Fees planned for the next ensuing
3 period. Said reporting shall be coordinated with the schedule
4 established for IRRF rate adjustments.
5 11.4 The County and Authority agree to review, annually or at
6 such other times as may be agreed to by the parties, the budget,
7 work scope, and associated Mitigation Fees to determine the need
. 8 for revision, if any in said budget, work scope and Mitigation
9 Fees. Authority agrees to include this provision as a condition
10 precedent to inclusion of Mitigation Fees proposed by other parties
11 in IRRF rates.
12 11.5 The County agrees to deposit revenue received as
13 Mitigation Fees! into a segregated account to be used only in
14 accordance with the provisions of this Contract and the budget and
15 work scope established pursuant to this Contract. Authority agrees
16 to include this requirement as a condition precedent to inclusion
17 of Mitigation Fees proposed by other parties in IRRF rates.
18 11. 6 Authority shall not be obligated to include any
19 Mitigation Fees �in IRRF rates in the absence of the budget, scope
20 of work, time schedule or identification of the area impacted
21 required by Sections 11.2 or 11.3 or in the absence of the reports
22 required by Section 11. 3 .
23 11.7 Authority shall not include any Mitigation Fees requested
24 by a party in IRRF rates upon Authority's finding of failure of
25 said party to materially comply with the provisions of this Section
26 11.
19 April 8, 1993
1 11.8 The aggregate total of all Mitigation Fees set forth in
2 Section 1. 13 shall be annually adjusted from July 1, 1992 by the
3 percentage change in the Price Index, July to July, or other such
4 time period as required by the IRRF Rate Regulation Methodology.
5 An example calculation is provided in Exhibit B to this Contract.
6 SECTION 12 . AMENDMENTS
7 12 . 1 This Contract constitutes the entire agreement between
8 the parties and may only be modified by a written amendment. duly
9 authorized and executed by the parties which meets the requirements
10 imposed by the terms and conditions of Revenue Bonds and related
11 documentation including, without limitation, indentures,
12 resolutions, letter of credit agreements and loan agreements.
13 12 .2 No oral understanding or agreement relating to this
14 Contract no incorporated herein or by amendment pursuant to Section
15 12 . 1 shall not be binding on any of the parties.
16 SECTION 13 . NOTICES
.17 13 . 1 All notices to either party by the other shall be
18 made in writing and delivered in person or by facsimile
19 transmission or mailed to such party at their respective addresses
20 as follows, or to other such address as either party may from time
21 to time designate in writing to the other party:
22 AUTHORITY:
23
24 West Contra Costa Integrated
25 Waste Management Authority
26 One Alvarado Square
27 San Pablo, California 94806
28
29 Attention: Executive Director
30
20 April 8, 1993
1 COUNTY:
2
3 Contra Costa County
4 651 Pine Street, 11th Floor
5 Martinez, California 94553
6
7 Attention: Chief Administrative Officer
8
9 13 . 2 Service of notice pursuant to this Section 13 shall
10 be deemed complete on the day of service by personal delivery or by
11 facsimile transmission or five (5) days after mailing if deposited
12 in the United States mail.
13 13 .3 Each party shall notify the other party in writing
14 of its official telephone number and facsimile number within five
15 (5) days following execution of this Contract and shall thereafter
16 notify the other party of any change in said telephone or facsimile
17 numbers.
18 SECTION 14 . INDEMNITY
19 14. 1 County shall indemnify, hold harmless and assume the
20 defense of, in any actions at law or in equity, the Authority, its
21 Members, officers, employees, agents and elective and appointive
22 boards, from all claims, losses, damage, including property damage,
23 personal injury, including death, and liability of every kind,
24 nature and description, arising out of any action or inaction of
25 .the County or any person directly or indirectly employed by, or
26 acting as agent for County, and arising out of action or inaction
27 of the County's franchised collector or any person directly or
28 indirectly employed by or acting as agent for said franchised
29 collector, directly or indirectly related to the performance of the
30
21 April 8, 1993
1 obligations of the County or the County's franchised collector
2 under this Contract.
3 14 . 2 Authority shall indemnify, hold harmless and
4 assume the defense of, in any actions at law or in equity, the
5 County, its' officers, employees, agents, and elective and
6 appointive boards, from all claims, losses, damage, including
7 property damage, personal injury, including death, and liability of
8 every kind, nature and description, arising out of any action or
9 inaction of the Authority or any person directly or indirectly
10 employed by, or acting as agent for Authority, directly or
11 indirectly related to the performance of the obligations of the
12 Authority under this Contract.
13 14 .3 Authority shall indemnify and hold harmless the
14 County, its officers, employees, agents and elective and appointive
15 boards, for all administrative civil penalties imposed pursuant to
16 the Act, which are in whole or in part due to the acts or omissions
17 of the Authority and/or the IRRF operator, provided, however, this
18 obligation shall be specifically limited to:
19 (i) Payment of only that portion of those
20 administrative civil penalties actually imposed on the County which
21 are allocable to the unincorporated area within the District, and
22 (ii) Payment of only that portion of those
23 administrative civil penalties specifically attributable to a
24 failure of the IRRF resulting from acts or omissions of the
25 Authority; and the Authority shall have no liability for failures
. 26 in performance of the IRRF resulting from:
22 April 8, 1993
I (a) variations in quantity or composition of
2 Solid Waste delivered to the IRRF;
3 (b) events or circumstances, including
4 contractual arrangements, occurring in the system for collection
5 and delivery of Solid Waste to the IRRF;
6 (c) force majeure or change in law; or
7 (d) Lack of markets for materials recovered
8 at the IRRF;
9 (iii) With respect to acts or omissions of the
10 IRRF operator, enforcement of the contract(s) between the Authority
11 and the IRRF operator and conveyance to County of any amounts which
12 are the responsibility of the IRRF operator, but not paid by the
13 IRRF operator, and actually recovered by the Authority on behalf of
14 County.
15 14 .4 Authority shall not be responsible in any manner for
16 payment of administrative civil penalties imposed pursuant . to
17 Section 41813 of the Act.
18 14 . 5 With regard to duty of the Authority to indemnify
19 the County pursuant to Section 14. 3, County shall notify Authority
20 in writing, within five (5) working days of receipt of any notice
21 from the California Integrated Waste Management Board of any
22 deficiency which County contends is specific. to the performance of
23 the IRRF and provide Authority with a legible copy of the
24 California Integrated Waste Management Board notice of deficiency.
25 (i) Failure of County to provide said prompt
26 written notice to Authority shall relieve Authority of any
23 April 8,1993
1 liability for subsequent administrative penalties, unless County
2 demonstrates that the notice delay did not prejudice the Authority
3 in any manner.
4 (ii) Authority and County agree to co-operate in
5 responding to any notice of deficiency which is specific to the
6 performance of the IRRF.
7 (iii) Authority agrees to comply with any
8 compliance order which is specific to the performance of the IRRF
9 and duly issued by the California Integrated Waste Management Board
10 pursuant to Section 41850 of the Act.
11 14 . 6 Authority shall have the right to represent itself
12 in all matters including, but not limited to, public hearings.
13 SECTION 15. ASSIGNMENT
14 15. 1 This Contract shall not be assigned to any
15 third party without the prior written consent of the other party
16 provided that no assignment of any kind shall occur that does not
17 meet the requirements imposed by the terms or conditions of all
18 Revenue Bonds and related documentation including, without
19 limitation, indentures, resolutions and letter of credit
20 agreements.
21 SECTION 16. RESOLUTION OF DISPUTES
22 16. 1 County and Authority shall continue to perform
23 their respective obligations pending the resolution of a dispute.
24 16. 2 First Procedure
25 (i) Upon the occurrence of a dispute between County
26 and Authority which cannot be resolved informally, each party shall
24 April 8, 1993
1 designate one representative who shall meet for the purpose of
2 resolving said controversy or dispute.
3 (ii) If the matter is not resolved; or provision- for
4 further meeting(s) is not made, at the meeting referred to in
5 subdivision (i) - of this Section 16.2 , either party may, within
6 three business days after the date of such meeting, submit the
7 matter to members of the governing bodies of the Authority and
8 County for resolution.
9 16. 3 Arbitration
10 (i) If the matter is not resolved, or provision for
11 the further meeting(s) is not made, at a meeting of the members of
12 the governing bodies of the parties or said meeting is not held
13 within sixty (days) following submission of the matter pursuant to
14 subdivision (ii) of Section 16. 1, either party may, within three
15 business days after the date of such meeting or expiration of the
16 sixty day period and following notice to the other- party, submit
17 the matter for resolution on an equitable basis by a single
18 arbitrator under the commercial arbitration rules of the American
19 Arbitration Association. The arbitrator's decision shall be final
20 and binding upon the Authority and County.
21 (ii) The Authority or County may enforce any award,
22 order or judgement of the arbitrator in any court of competent
23 jurisdiction.
24 SECTION 17. SEVERABILITY
25 Should any part, term or provision of this Agreement
26 be decided by a final judgement of a court or arbitrator to be
25 April 8, 1993
1 illegal or in conflict with any law of the State of California or
2 otherwise be enforceable or ineffectual, the remaining parts, .terms
3 and provisions shall not be affected.
4 SECTION 18. SECTION HEADINGS
5 All section headings contained in this Contract are for
6 convenience and reference. They are not intended to define or
7 limit the scope of any provision of this Contract.
8 SECTION 19. JOINT OPERATING FUND CONTRIBUTION
9 County agrees to pay to the Authority within ten (10)
10 working days of the date of this Contract the amount of TWENTY-FIVE
it THOUSAND DOLLARS ($25 , 000) as a payment to the Authority's Joint
12 Operating Fund to offset costs incurred by the Authority in the
13 development and implementation of the IRRF. Said payment by County
14 to Authority shall be reimbursed by the Authority at the same time
15 and in the same manner that payments by Members to the Authority's
16 Joint Operating Fund are reimbursed.
17
18
19
20
21
22
23
24
25
26
26 April 8, 1993
1 IN WITNESS WHEREOF, the County and Authority have caused
2 this Contract to be duly executed and attested by the respective
3 officers, duly authorized to so act, as the date set forth in the
4 first paragraph of this Contract.
5 WEST CONTRA COSTA INTEGRATED
6 WASTE MANAGEMENT. AUTHORITY
7
8
9 ATTEST:
10 Robin E. Slavik Lonnie Washington, Jr.
11 Secretary Chair of the Board
12
13 DATED:
14
15
16 CONTRA COSTA COUNTY
17
18 ATTEST: Phil Batchelor, Clerk
19 of the Board of Tom Torlakson
20 Supervisors and Chief Chair of the Board
21 Administrative Officer of Supervisors
22
23 BY
24 Deputy
25
26 DATED:
27 April S, 1993
1 EXHIBIT 'A'
2 TO CONTRACT BETWEEN
3 WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
4 AND
5 CONTRA COSTA COUNTY
6 COLLECTION FRANCHISE AGREEMENT REQUIREMENTS
7 Section 1. Flow Control
8 (a) County to have complete authority to direct delivery of Solid
9 Waste (or specified portions or specified types of such
10 wastes) to the IRRF as required by the Authority pursuant to
11 Section 4 of the Contract.
12 Section 2 . Rates
13 (a) The franchised collector to collect the rate (charge) set by
14 the Authority for the IRRF in addition to all other rates and
15 charges allowable under the collection franchise agreement.
16 (b) All amounts collected pursuant to subdivision (a) of this
17 Section 2 to be held in a separate fund by the franchised
18 collector and any interest earnings thereon to remain in the
19 fund. The franchised collector shall be required to make
20 payments from this fund as part of the tipping fee paid to the
21 IRRF operator or to other such trustee or person as the
22 Authority may designate.
23 (c) The franchised collector to keep adequate books and records of
24 such fund in accordance with Generally Accepted Accounting
25 Practices and allow the County and/or the Authority to inspect
26 such books and records during regular business hours at the
1 April 8, 1993
1 offices of the franchised collector.
2 (d) The franchised collector to provide regular reports to County
3 and Authority of the activity in said fund showing itemized
4 collections and disbursements, interest earnings and fund
5 balance.
6 (e) The franchised collector to make disbursements from the fund
7 only as directed by the Authority. In the event that
8 delinquent payments by customers of the franchised collector
9 or other factors cause the fund to have insufficient monies
10 to make any required payment, the collector shall advance any
11 shortfall within the fund against future collections from
12 other assets or revenues.
13 (f) The franchised collector to take such action as may be
14 required to grant and perfect a security interest in the fund
15. to the Authority, the Authority's assignee or any lender,
16 trustee or credit provider in connection with the financing of
17 the IRRF and to represent and warrant that franchised
18 collector has not granted a security interest in such amounts
19 and to covenant not to grant any other security interest in
20 such amounts.
21 (g) In furtherance of the representations, warranties and
22 covenants provided by the franchised collector, whenever and
23 so often as requested to do so by the Authority, the
24 Authority's assignee or any lender, trustee or credit
25 provider, franchised collector to promptly execute and deliver
26 or cause to be delivered all such other and further
2 April B, 1993
1 assurances, documents or instruments and promptly do or cause
2 to be done all such other and further things as may be
3 necessary or reasonably required in order to further and more
4 fully vest in the Authority, the Authority's assignee or any
5 lender, trustee or credit provider, all advantages, benefits,
6 interests, `:powers and privileges and rights conferred or
7 intended to be conferred upon them hereby.
8 Section 3 . in Lieu Charge
9 (a) The franchised collector to collect, in addition to all other
10 rates and charges allowable under the collection franchise
11 agreement, an in lieu charge as set by the Authority in the
12 event that the IRRF is unable, either wholly or in part, to
13 accept Solid Waste (or specified portions or specified types
14 of such wastes) .
15 (b) All amounts collected pursuant to subdivision (a) of this
16 Section 3 to be held in a separate fund by the franchised
17 collector and any interest earnings thereon to remain in said
18 fund. The franchised collector will make payments from this
19 fund to the IRRF operator or to other such trustee(s) or
20 person(s) as the Authority may designate.
21 (c) The franchised collector to keep adequate books and records of
22 such fund in accordance with Generally Accepted Accounting
23 Practices and shall allow the County and/or Authority to
24 inspect such books and records during regular business hours
25 at the offices of the franchised collector.
26 (d) The franchised collector to provide regular reports to County
3 April 8,1993
1 and Authority of the activity in said fund showing itemized
2 collections, disbursements, interest earnings and fund
3 balance.
4 (e) All amounts collected as in lieu charges to be remitted to the
5 Authority or a trustee designated by the Authority as directed
6 by the Authority. In the event that delinquent payments by
7 customers or other factors cause the fund to have insufficient
8 monies to make any required payment, the collector advance any
9 shortfall against future collections from other assets and
10 revenues.
11 (f) The franchised collector to take such action as may be
12 required to grant and perfect a security interest in the fund
13 to the Authority, the Authority's assignee or any lender,
14 trustee or credit provider in connection with the financing of
15 the IRRF and to represent and warrant that franchised
16 collector has not granted a security interest in such amounts
17 and to covenant not to grant any other security interest in
18 such amounts.
19 (g) In furtherance' of the representations, warranties and
20 covenants provided by the franchised collector, whenever and
21 so often as requested to do so by the Authority, the
22 Authority's assignee or any lender, trustee or credit
23 provider, franchised collector to promptly execute and deliver
24 or cause to be delivered all such other and further
25 assurances, documents or instruments and promptly do or cause
26 to be done all such other and further things as may be
4 Aprill, 1993
1 necessary or reasonably required in order to further and more
2 fully vest in the Authority, the Authority's assignee or any
3 lender, trustee or credit provider, all advantages, benefits-,
4 interests, powers and privileges and rights conferred or
5 intended to be conferred upon them hereby.
6 Section 4 . Non-competition
7 (a) The franchised collector to be prohibited from directly or
8 indirectly- purchasing or contracting for the purchase of any
9 Solid Waste (or portions or types of such waste) which would
10 otherwise be collected under the collection franchise
11 agreement and that the franchised collector to be prohibited
12 from diverting in any way materials collected pursuant to the
13 collection -franchise agreement to any use or to any alternate
14 facility without the approval of the Authority.
15
16
17
18
19
20
21
22
23
24
25
5 April 8, 1993
EXHIBIT 'B'
TO CONTRACT BETWEEN
WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
AND
CONTRA COSTA COUNTY
EXAMPLE CALCULATION OF
ADJUSTMENT TO TOTAL AGGREGATE MITIGATION FEES
Price Index for July 1991 = 138.2
Minus Price Index for July 1990 = -132 . 3
Equals Change in Price Index = 5. 9
Per Cent Change in Price Index = (5.9/132 . 3) x 100 = 4 . 4%
Adjusted total aggregate Mitigation Fees = $2 x 1. 044 = $2 . 09/ton
A:2000NT4
1 April 8, 1993
ATTACHMENT B
COMMENTS ON CONTRACT BETWEEN CONTRA COSTA COUNTY AND
WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY,
APPROVED BY THE AUTHORITY ON APRIL 8, 1993
The following are staffs comments on major and some minor concerns regarding the
proposed contract between the County and West Contra Costa Integrated Waste Management
Authority (Authority) concerning the proposed West County Integrated Resource Recovery
Facility (IRRF). The Authority approved the contract on April 8, 1993. By letter dated
April 9, 1993, Bill Davis, Executive Director of the Authority, requests that the Board consider
adoption of the contract as well as certain amendments to Chapter 418-5 of the County
Ordinance Code.
1. The County is required to direct all Solid Wastes (defined to include recyclable
materials) to the IRRF to the extent that other members (excluding the City of El Cerrito) are
so required. The County will not have the option to direct recyclables to other facilities if the
Authority directs the recyclables to the IRRF.
2. Section 6.1 of the contract provides that the subject contract is in lieu of a franchise
by the County and that the Authority shall be the sole franchisor of the IRRF.
The legality of this provision is questionable. The Authority has no independent authority to
franchise the IRRF, and it is uncertain whether the County, by contract, is able to grant that
power to the Authority.
3. Section 6.3 of the contract prohibits the County from adopting ordinances or
otherwise requiring the achievement of "any solid waste management or diversion goals at the
IRRF." This section is arguably an agreement by the County not to exercise its police power. It
is also extremely broad. LEA permits are excluded from this requirement, but only to the
extent that the LEA's actions are mandated by State law. Staff believes that this "exclusion" of
LEA permits is not adequate. To the extent that the LEA is an enforcement agency of the
State, the Board may not be able to bind the LEA on its exercising of its enforcement
authority. Staff recommends against agreeing to this provision as currently drafted.
4. Consistent with the contract's assumption that the Authority will franchise the IRRF,
the contract also provides for Authority regulation of rates. Previous drafts of the contract
provided for the County to.contract with the Authority to oversee regulation of rates. (Sec. 7.1)
5. Section 7.3, specifying what County costs are to be in the IRRF rates, provides that
the County's costs must be "reasonable, necessary, prudent and verifiable," and "actually
incurred." On the other hand, the Authority may collect through the IRRF rates, "any [of its]
other costs or financial obligations..." Staff recommends that the description of eligible
County and Authority costs be more parallel.
6. Staff also recommends that language on the County's ability to impose fees be
clarified. The current draft appears to severely restrict the county's ability to impose fees to
recover its costs.
7. Section 7.4 appears to allow the Authority to charge unincorporated area residents a
rate higher than the rate charged residents of Authority Members if the County does not submit
a satisfactory collection franchise agreement to the Authority within 30 days of notification from
the Authority that all Members have submitted collection franchise agreements satisfactory for
financing. Also, the method of establishing the rate differential in 7.4(a)(2) should be clarified
if the County is to agree to such a requirement.
8. Section 7.4(b) appears to allow the Authority to establish differential rates to cover
Countywide Solid Waste Management Costs. Staff recommends that fees imposed by the
County for countywide solid waste management costs be uniform. Staff recommends that the
intent of this section at least be clarified.
9. Section 7.9 requires the County to acknowledge that County Ordinance code Chapter
418-5 must be modified to implement the Contract, and requires the County to use its best
efforts to do so in a timely manner. We recommend against agreeing to this provision. At this
time, we do not believe that amending the ordinance is necessary.
10. The Authority may require the County to monitor the unincorporated waste stream
delivered to the IRRF for compliance with diversion requirements. The IRRF should have
superior ability to monitor waste and/or diversion amounts; therefore, the Authority should be
responsible for such monitoring.
11. Consistent with;the County's agreement with the Contra Costa Solid Waste
Authority, the contract requires export agreements to provide for monitoring of costs, passing
on of savings to ratepayers, and to provide for the termination of the export agreement after
two years, and every five years thereafter.
12. Section 10 on public ownership potential provides that if the Authority acquires the
property upon which the IRRF is located, the Authority and the County will enter agreements
providing for such ownership to be revenue neutral to the "North Richmond Redevelopment
Agency," the County, and Special Districts. This provision does not apply to acquisition by
other public agencies, including Members of the authority.
1.3. Section 11. on IRRF mitigation fees was changed from the previous draft, and now
provides that the fees may be used by other agencies, and may be used outside of the North
Richmond area. Competing agencies must all submit a scope of work, budget, etc., with the
County and Authority reviewing the submittals. There is no objective method for determining
what programs are to be funded through the Mitigation Fees. It appears that final decisions will
be made by the Authority as it has rite regulatory control. In other words, there is no
guarantee that the Fees will benefit unincorporated North Richmond.
Page 2
1.4. Sections 1.4.3, 1:4.4, 14.5, and 14.6 address indemnity for AB 939 fines. These
provisions contain numerous exceptions to the Authority's obligations to the County concerning
AB 939 diversion requirements (e.g, the Authority is excused of its obligations if there are
variations in quantity or composition of Solid Waste delivered to the IRRF, if there is a lack of
markets for materials recovered at the IRRF, etc.). The Authority is not responsible for
penalties due to the County's failure to submit an adequate plan, which includes the County's
source reduction and recycling element (14.4); however, it does not appear that the County has
the right to implement a source reduction and recycling element that would deviate from the
County's requirements under this agreement. The implications of this section should be further
considered.
1.5. Section 19 requires the County to pay $25,000.00 to the Authority's Joint Operating
Fund to offset costs of development and implementation of the IRRF. Section 19 also provides
for the County to be reimbursed at such time and in the same manner as other Members are
reimbursed.
wcjpak.422
Page 3
�
2.�
r�Urin;ed on liecyZed Paper
MAYOR
George L. Livingston C�ey°Y
•
��C��11t01tl�
April 26, 1993
The Honorable Sunne McPeak
Contra Costa County Board of Supervisors
2301 Stanwell Drive
Concord, CA 94520
Dear Supervisor McPeak:
In my letter of April 13 1 encouraged Contra Costa County to accept the contract proposed by the West
Contra Costa Integrated Waste Management Authority(the JPA) as quickly as possible. The contract is
one way to work out the participation of the County in the JPA's planned transfer station and recycling
facility.
Since the letter was sent, I received a copy of a proposed memorandum from Val Alexeeff to the Board
of Supervisors setting forth your staffs concerns regarding the proposed contract.
1 continue to believe that the contract is good for both the County and the JPA. But I believe that Mr.
Alexeeffs subsequent proposal may be even better for the rate-payers of my City and for the County. In
fact, many of the suggestions in the County's staff report were considered and recommended by my
special City Council Committee which has recently looked into the JPA.
It appears that Supervisor Powers has worked with County Staff to develop a workable solution to the
County's participation in solid waste issues and the transfer station in.West County. The solution is for
Contra Costa County to join the JPA and work hand in hand with the West County cities in developing
the facility. Prompt action on the part of the County and the JPA in getting together will not slow down
the project, but will speed it up and make it better.
The only thing that has to be done is that we have to work out the terms for the County's membership on
the JPA. This gives all of the members of the JPA a chance to make the JPA better. Tom Powers and
County Staff have pointed out a few issues which have concerned me greatly and which are very important
to the City of Richmond and its rate-payers, as well as to the County and its rate payers.
First, the voting on the JPA should be based on the amount of garbage that each member of the JPA
generates. I call this the "One Can, One Vote Rule" The "One Can, One Vote Rule" would increase the
representation of Richmond and provide assurances to my constituents that their interests will be protected.
The fact is that the cost of the JPA and its facility will be paid through fees on garbage going through the
facility and since Richmond will contribute more than half of the garbage (up to 60%), Richmond rate-
payers will pay more than half of the cost of the JPA and the transfer and recycling facility. The County's
rate-payers will pay the second largest contribution.
Second, is the issue of how much each city's residents will pay to use the JPA facility. It has concerned
me that some of the smaller West County cities will not require the same level of recycling that will be
needed for Richmond and the County in order to meet state requirements. The way the JPA is now
organized, these smaller cities could establish two levels of service with two prices. This could mean that
Richmond residents would have to pay a higher price than residents of smaller cities. This would not be
fair. The garbage generated in the larger cities will create economies of scale that wills ave all of the users
2600 Barrett Ave. P.O. Box 4046 Richmond California 94804 telephone: 510 620-6503
�t;— 0,�6,z—
a lot of money. l agree with Supervisor Powers that we should not support a program that could possibly
allow the residents of Hercules or Pinole to pay a lower tipping fee at the transfer station than Richmond
or unincorporated Contra Costa County.
l understand that the County wants to have two seats on the JPA. l am not against that since the County
has the second largest waste stream in the JPA and the County has special AB 939 responsibilities under
state law. l hope that the other cities do not stand in the way of the transfer station project just because
the JPA will have two representatives from the County.
I endorse the proposals of the County as a well thought-out compromise that will allow the West County
cities and the County to work together on the garbage problem. We are all trying our best to represent
our rate-payers and to give them the best service that can be provided at the lowest possible price.
The County and the City of Richmond both have staff members who could provide services to the JPA
more cheaply than the consultants and full-time JPA employees who the JPA now hired. Our legal,
engineering, planning, and financial staffs can work together on the JPA and save the rate payers a lot of
money. This should please all of the members of the JPA and, most of all, please the rate-payers who
could save up to $500,000.00 per year.
The time has come for the cities and the County to work together and the County's membership on the
JPA will make that a reality. The special committee that l appointed to look into the JPA has completed
its task. The issues which the County has pointed out are issues that we have thought through carefully.
l support the County's membership in the JPA, the "One Can, One Vote Rule'; and trimming the JPA's
expense budget for outside consultants and full-time JPA employees by using City and County staff
wherever possible.
Please take action on this important matter as quickly as possible. The City of Richmond looks forward
to working constructively with the cities of E/ Cerrito, Hercules, Pinole and San Pablo and Contra Costa
County on the JPA.
Very truly. ours,
George L. Livingston
Mayor of Richmond
GLL.pmr
o 0
inCaao�flua
o u
wC 2131 Pear Street, Pinole, CA 94564 (510) 724-9000
FBOARD
�April 21, 1993
3Chairperson Tom Torlakson RVISORS& Members of the Contra CO 9
Costa County Board of Supervisors
651 Pine Street
Martinez, CA 94553
Dear Chairperson Torlakson & Members of the Board:
Time is of the essence! We need your action now!
The proposed contract between the West Contra Costa Integrated Waste Management
Authority and the County of Contra Costa regarding the West Contra Costa
Integrated Resource Recovery Facility (IRRF) is ready for your adoption. It has
been unanimously approved by all member agencies of the JPA, has been negotiated
to be responsive to various county substantial concerns, and is the critical
missing piece to the pending financing arrangement for the IRRF. Without your
timely approval, West County residents and businesses could be seriously harmed
by not having this essential facility constructed in time to meet the deadline
of the Richmond Landfill Closure and by not meeting our respective AB939 mandated
obligations.
on behalf of the Pinole City Council, who took unanimous action at our April 19,
1993 Council meeting directing this letter to be sent, we urge you to schedule
consideration of this contract at the earliest possible date. Further, we also
urge your approval of the contract as negotiated so that we can all get on with
implementing this solution, which will greatly help to solve our solid waste
requirements for future generations.
Thank you for your timely consideration.
Gc
truly yours,
en Mariotti
GM:dr
cc: Pinole City Council
Bill Davis
(,L
CITY OF SAN PABLO
• One Alvarado Square, San Pablo, CA 94806
(510)215-3000 Fax#(510)235-7059
Office of the Mayor
April 19, 1993 RECEIVED
Supervisor Tom Torlakson, District #5 APR 2 21993 w 3
Contra Costa County Board of Supervisors
651 Pine Street, Room 106 CLERK BOARD OF SJPE _::+.;7
Martinez, California 94553 CONTRA COSTA W.
Dear Supervisor Torlakson:
As Mayor of San Pablo and Board Member of the West Contra Costa Integrated
Waste Management Authority, I urge you to approve the proposed agreement between the
Authority and the County. This agreement has been worked on for many months by
members of the Authority and Supervisor Tom Powers.
This contract must be adopted soon in order that the financing on the West County
IRRF can move forward. Without timely action on this contract, tax exempt financing could
be significantly delayed and would cause us to be unable to meet our AB939 requirements.
I ask you to place this item on your agenda as soon as possible so that we can move
forward. Supervisor Powers involvement with this has helped to move it to this stage, now
we need to move on.
Please let me know when you will have this item on your agenda so that I may attend.
Sincereiy,
)ff'4W&&-V
9ayor ep M. Gomes
rTAl.�� v
Recycled Paper
��Pr.n;ea on Ror;:Jrc oa .
Office of r
THE MAYOR • C't` 01
.x{
a
�';.3" —
April 21, 1993
Honorable Gayle Bishop
18 Crow Canyon Court, Ste. 120
San Ramon, CA 94583
Dear Gayle:
At your December 8, 1992 meeting of the Board of Supervisors, the Board voted to enter into a contract
with the West Contra Costa Integrated Waste Management Authority to oversee the construction,
management and operations of the West County Integrated Resource Recovery Facility(IRRF). Our staff
person, Mr. Bill Davis, has met regularly with your staff person, Mr. Val Alexeeff, since then. These
meetings have sometimes included Supervisor Tom Powers, Directors Dan Purnell and Lonnie Washington
of the WCC Integrated Waste Management Authority.
Other agreements are in place, such as: construction, management, operating and performance
agreements with West County Resource Recovery Co. (formally known as Richmond Sanitary Service).
We are at the point of financing the facility. The contract with the County is delaying this financial
arrangement. It has already caused an increase in the cost of the financing.
The Board of Directors of the WCC Integrated Waste Management Authority has forwarded to you a
contact we believe is equable, can be financed, and is in the public interest. The undersigned
representatives of the City of Richmond urge your support of the contract between the County and the
Authority. We are swiftly approaching the West County Landfill closure and 939 mandated resource
recovery responsibilities.
Yours truly,
eorge L. ivingston
Mayor of Richmond
I
Richard Griff4Dirr John Zieseherne, Director
WCC Integraanagement Authority WCC Intregated Waste Management Authority
Lonnie Washington, Jr., D' ctor
WCC Integrated Waste Management Authority
GLL:L W.pmr
2600 Barrett Ave. P.O. Box 4046 Richmond California 94804 telephone: 510 620-6503
Pr.wec or.Re jc-ec Pam
Office of
THE MAYOR Uvot
April 21, 1993
Honorable Gayle Bishop
18 Crow Canyon Court, Ste. 120
San Ramon, CA 94583
Dear Gayle:
At your December 8, 1992 meeting of the Board of Supervisors, the Board voted to enter into a contract
with the West Contra Costa Integrated Waste Management Authority to oversee the construction,
management and operations of the West County Integrated Resource Recovery Facility(IRRF). Our staff
person, Mr. Bill Davis, has met regularly with your staff person, Mr. Val AlexeeH, since then. These
meetings have sometimes included Supervisor Tom Powers, Directors Dan Purnell and Lonnie Washington
of the WCC Integrated Waste Management Authority.
Other agreements are in place, such as: construction, management, operating and performance
agreements with West County Resource Recovery Co. (formally known as Richmond Sanitary Service).
We are at the point of financing the facility. The contract with the County is delaying this financial
arrangement. It has already caused an increase in the cost of the financing.
The Board of Directors of the WCC Integrated Waste Management Authority has forwarded to you a
contract we believe is equable, can be financed, and is in the public interest. The undersigned
representatives of the City of Richmond urge your support of the contract between the County and the
Authority. We are swiftly approaching the West County Landfill closure and 939 mandated resource
recovery responsibilities.
Yours truly,
eorg�Ole
L -?i ngston
Mayor of Richmond
InZesephenne,
Richard Griff4Dirr, Jo Director
WCC Integraanagement Authority WCC Intregated Waste Management Authority
e&-,;ootl�
Lonnie Washington, Jr., D ctor
WCC Integrated Waste Management Authority
GLL:L W.•pmr
2600 Barrett Ave. P.O. Box 4046 Richmond California 94804 telephone: 510 620-6503
West Contra Costa 3
Integrated Waste Management Authority
One Alvarado Square
San Pablo, California 94806
' TEL: (510)215-3125 • FAX: (510)236-1636
April 9, 1993 VIA HAND DELIVERY
Mr. Phil Batchelor RECEIVED
Clerk of the Board of Supervisors
and County Administrator -SPR 9 199 .
Contra Costa County
651 Pine St. , 11th Floor, Room 106 Office of
Martinez, CA 94553 '70-Linty Administrato-
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
Dear Mr. Batchelor:
The Board of Directors of the West Contra Costa Integrated Waste
Management Authority (Authority) at its meeting on April 8, 1993,
unanimously:
(1) Approved the attached contract and
(2) Respectfully requested that the Board of Supervisors consider
approval of the contract and amendment of Chapter 418-5 of the
County Ordinance Code as soon as practicable to ensure that
this matter does not become an obstacle to the implementation
of needed solid waste facilities in West County.
Please note that the Authority has been advised that a proposal by
Union Bank to provide a letter of credit necessary for financing
the IRRF will expire April 20, 1993 . Delay in resolution of this
matter will jeopardize the proposal by Union Bank.
Negotiations
Negotiations have been underway for nearly 1-1/2 years (since
November 1991) and have been conducted by Authority Board Members
(Purnell, Washington, Ritz) and Supervisor Powers assisted by
County staff (Val Alexeeff) and Authority staff (Bill Davis) .
Negotiations were first directed towards arrangements under which
the County would become a member of the Authority. Agreement on
conceptual arrangements between Supervisor Powers and Directors
Purnell, Washington and Ritz agreed to conceptual arrangements in
late February 1992 . These conceptual arrangements were approved by
the Authority Board of Directors on March 12 , 1992 .
At a meeting of Supervisor Powers and Directors Purnell, Washington
and Ritz on October 15, 1992, Supervisor Powers suggested a
contract between the Authority and the County instead of County
C_0 Z 0
Recycled Paper
Mr. Phil Batchelor
April 9 , 1993
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
membership in the Authority. It was agreed, at that time, that the
conceptual arrangements should .be presented to each City Council
and Board of Supervisors for approval.
The conceptual arrangements were discussed at a Study Session of
the Richmond City Council on December 7, 1992 . The City Council
was not scheduled to consider action and did not take any action on
the conceptual arrangements. The following day, the Board of
Supervisors, upon Supervisor Powers motion, selected a contract
between the Authority and the County in lieu of membership in the
Authority.
Relationship to Conceptual
Arrangements
The attached contract, with two exceptions, is in accordance with
those portions of the conceptual arrangements agreed to by
Supervisor Powers and Directors Purnell, Washington and Ritz that
are not related to County membership in the Authority. Provisions
related to the landfill to be used for disposal of waste have been
modified to reflect the provisions related to export of waste
contained in the agreement between the County and the Contra Costa
Solid Waste Authority as approved by the Board of Supervisors on
March 9, 1993 . The second exception is the provision in the
proposed contract that the Authority would not levy an IRRF
franchise fee.
The portions of the conceptual arrangements related to Host
Mitigation Fees were identified as an unresolved issue in the
conceptual arrangements. The proposed contract, however,
incorporates the concepts described in the conceptual arrangements
and makes the concepts applicable to any area impacted by the
existence and operation of the IRRF and to any Authority Member
City or the County who proposes Mitigation Fees.
Summary
The Authority Board of Directors believes that the proposed
contract:
1. Provides a fair and equitable basis for co-operation between
the County and the Authority reflecting the fact that 90% of
the materials to be received at the facility will come from
within the cities.
i
2
I
I
I
i
i
Mr. Phil Batchelor
April 9, 1993
SUBJECT: PROPOSED CONTRACT WITH WEST COUNTY JPA
2 . Is consistent with those portions of conceptual arrangements
(excluding items related to Board of Directors seats and
voting arrangements) previously agreed to by Supervisor Powers
and Directors Purnell, Washington and Ritz and approved by the
Authority Board of Directors on March 12 , 1992 .
3 . Will enable the implementation and financing of the facility
to proceed and the facility to be available prior to closure
of the West Contra Costa Sanitary Landfill.
4 . Provides that the County would retain authority consistent
with the fact that 90% of the materials to be received are not
now subject to County authority.
Specifically, the County would retain land use permitting
authority, public health and safety authority, and collection
franchise authority for the Sanitary District area. The
County's ability to levy Mitigation Fees would be limited. The
County would relinquish authority to surcharge IRRF rates and
to impose solid waste management or diversion requirements
through an IRRF franchise agreement.
I would appreciate the opportunity to meet with you as soon as
possible to discuss the attached contract and the anticipated date
for its consideration by the Board of Supervisors.
Should you have any questions, please let me know.
Sincerely,
Bill Davis
Executive Director
A:20batchelor
Attachment
cc: Members, County Board of Supervisors
Authority Board of Directors & Alternates
West County Mayors
West County City Managers
Val Alexeeff, Manager - GMEDA, Contra Costa County
Rich Granzella, Richmond Sanitary Service
Dennis Varni, Richmond Sanitary Service
3
CONTRACT BETWEEN
2 WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
3 AND
4 CONTRA COSTA COUNTY
5 This Contract is entered into as of 1993
6 by and between the. WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT
7 AUTHORITY (hereinafter "Authority") , a public entity Joint Powers
8 Authority, and the COUNTY OF CONTRA COSTA (hereinafter "County") ,
9 a political subdivision of the State of California.
10 BACKGROUND
11 A. WHEREAS, the Authority was formed on April 2, 1991
12 pursuant to the laws of the State of California by the City of El
13 Cerrito, City of Hercules, City of Pinole, City of Richmond, City
14 of San Pablo and the West Contra Costa Sanitary District
15 (hereinafter "District") to, among other things establish
16 integrated resource recovery facilities for the benefit of the
17 member agencies of the Authority;
18 B. WHEREAS, the Authority shortly after its formation
19 undertook the development and implementation of an Integrated
20 Resource Recovery Facility (hereinafter 11IRRF11) located partially
21 in the unincorporated portion of North Richmond and partially
22 within the boundaries of the Authority;
23 C. WHEREAS, the District has withdrawn from membership in
24 the Authority and County has adopted County Ordinance No. 91-31,
25 requiring a franchise from or agreement with the County to provide
26 solid waste collection service in the unincorporated area of the
April 8,1993
1 County;
2 D. WHEREAS, the West Contra Costa Sanitary Landfill is
3 scheduled to close in 1994 and alternative solid waste management
4 facilities must be in operation by that time to ensure continued
5 cost-effective disposal of solid waste generated within the
6 boundaries of the Authority and within the boundaries of the
7 District;
8 E. WHEREAS, the California Integrated Waste Management Act
9 of 1989 requires each city and each county in the State to divert
10 solid waste from landfills and specifies diversion goals of 25% by
11 January 1, 1995 and 50% by January 1, 2000 or face administrative
12 penalties of up to $10, 000 per day;
13 F. WHEREAS, the development, financing, construction and
14 operation of the IRRF, or similar facility, is needed to provide
15 for continued disposal of solid waste generated within the
16 boundaries of the Authority and District and to comply with the
17 requirements of the Act for diversion of waste from landfills and
18 avoid administrative penalties;
19 G. WHEREAS, while the IRRF is partially located in the
20 unincorporated area, approximately 90% of the materials expected to
21 be received at the IRRF will be from within the corporate limits of
22 cities which are member agencies of the Authority and approximately
23 10% is expected to be received from the unincorporated area within
24 the District and these facts mandate a co-operative arrangement
25 between the County and Authority which properly recognizes the
26 County's regulatory role and provides for continued development,
2 April 9, 1993
1 financing, construction and operation of the IRRF under the
2 sponsorship of the Authority and regulation of rates by the
3 Authority;
4 H. WHEREAS, the Authority Board of Directors has adopted
5 Resolution No. 92-7 "Defining Stage I of the Integrated Resource
6 Recovery Facility" which establishes the waste composition to be
7 used as the basis for design of the Stage I IRRF and the
8 capabilities to be provided by the Stage I IRRF; and
9 I. WHEREAS, the County and the Authority intend by this
10 Agreement to provide for continued timely development, financing,
11 construction and operation of the IRRF by the Authority; to provide
12 for continued disposal of solid waste generated from within the
13 unincorporated area encompassed by the District and for the
14 diversion of such waste from landfills through the use of the IRRF;
15 and to provide for regulation of the IRRF by the Authority in
16 accordance with the provisions of this Agreement;
17 THEREFORE, THE COUNTY AND THE AUTHORITY DO HEREBY AGREE AS
18 FOLLOWS:
19 SECTION 1. DEFINITIONS
20 The terms defined in this Section that begin in this Contract
21 with capital letters have these meanings:
22 1. 1 "Act" means the California Integrated Waste
23 Management Act of 1989 (California Public Resources Code Section
24 40000 et sea. ) and all regulations adopted under that legislation,
25 as that legislation and those regulations may be amended from time
26 to time.
3 April 9,1993
1 1. 2 "Agreement" means the Joint Exercise of Powers
2 Agreement creating the Authority, as it may be amended from time to
3 time.
4 1. 3 "Authority" means the West Contra Costa Integrated
5 Waste Management Authority, a joint exercise of powers agency.
6 1. 4 "Board" means the Board of Directors of the
7 Authority.
8 1. 5 "City" means any Member Agency of the Authority that
9 is a city, and "Cities" means all of the Member Agencies of the
10 Authority that are cities.
11 1. 6 "Contract" means this contract and any amendments
12 thereto entered into by the Authority and the County.
13 1. 7 "County" means Contra Costa County, California.
14 1.8 "Countywide Solid Waste Management Costs" means
15 costs incurred by County which are not associated with preparation
16 or implementation of the County Source Reduction and Recycling
17 Element, Household Hazardous Waste Element or activities specific
18 to a particular geographic area and which are incurred as a result
19 of preparation of the Countywide Integrated Waste Management Plan
20 and Countywide Siting Element and implementation of the Countywide
21 features of said Plan and Siting Element and are for services that
22 do not duplicate services provided by the Authority or a Member.
23 Countywide features are those provisions of said Plan and Siting
24 Element which are applicable to all of Contra Costa County.
25 1.9 "District" means the West Contra Costa Sanitary
26 District.
4 April 8, 1993
1 1. 10 "Fiscal Year" means the period commencing on each
2 July 1 and ending on the following June 30.
3 1. 11 "IRRF" means the integrated resource recovery
4 facility consisting of a Central Processing Facility, Landfill
5 Processing Facility and Interim Recycling Center and the lands and
6 appurtenances associated with these facilities.
7 1. 12 "Law" means Articles 1, 2 and 4 of Chapter 5 of
8 Division 7 of Title 1 of the California Government Code (California
9 Government Code Sections 6500, et sea. ) and all regulations adopted
10 under that legislation, as that legislation and those regulations
11 may be amended from time to time.
12 1. 13 "Member" means any of the signatories to the Joint
13 Powers Agreement and "Members" means all of the signatories to the
14 Joint Powers Agreement.
15 1. 14 "Mitigation Fees" means fees proposed by a Member or
16 County and agreed to by the. County and Authority the use of which
17 shall be limited to the reasonable costs for mitigation of impacts
18 reasonably related to the existence and operation of the IRRF in
19 addition to mitigation required as a part of the conditions of
20 approval and the reasonable costs of preparation of work plans,
21 budgets and time schedules for use of revenues generated by
22 Mitigation Fees. The aggregate total of all Mitigation Fees shall
23 not exceed two dollars ($2 . 00) per ton, adjusted in accordance with
24 this Contract, of Solid Waste received at the IRRF.
25 1. 15 "IRRF Rate Regulation Methodology" means the
26 combination of guidelines for fixing rates, definition of all
5 April 9,1993
1 necessary components of the rate making process, definition of the
2 types of revenues and costs that will and will not be included in
3 the rate calculation and how such revenues and costs are to be
4 computed; formula(ae) for changing rates, a schedule that governs
5 the dates by which the Authority and the IRRF owner/operator must
6 reach particular milestones and that specifies the effective date
7 for the rate change, definition of the formats that the IRRF
8 owner/operator must use in its application, definition of the
9 information that the IRRF owner/operator is and is not required to
10 provide in its application, identification of audit and reporting
11 requirements and occurrences requiring a rate change, and other
12 information necessary to the establishment of fair and equitable
13 rates for the IRRF.
14 1. 16 "Price Index" means the Consumer Price Index, All
15 Urban, San Francisco-Oakland-San. Jose, as determined by the U.S.
16 Department of Labor or other mutually satisfactory index in the
17 event that said Index is not longer published.
18 1. 17 "Revenue Bonds" means revenue bonds, notes,
19 certificates or participation and any other instruments and
20 evidences of indebtedness issued or entered into by the Authority
21 and other commitments by the Authority, such as a Service
22 Agreement, arising from a letter of credit or loan obtained for
23 financing the IRRF.
24 1. 18 "Solid Waste" means those materials defined as solid
25 waste in Section 40191 of the California Public Resources Code, as
26 well as recyclables and recoverable materials that otherwise would
6 April 8, 1993
1 become solid waste or are subject to collection franchise
2 agreements, which materials are of the variety that can be properly
3 processed at the IRRF.
4 SECTION 2 . PURPOSE
5 2 . 1 This Contract is entered into pursuant to powers
6 given the County and the Authority to contract with other public
7 entities, within and without their respective jurisdictions, for
8 the purposes of providing for continued timely development,
9 financing, construction and operation of the IRRF under the
10 sponsorship of the Authority; providing for continued disposal of
11 solid waste generated from within the unincorporated area
12 encompassed by the District and for the diversion of such waste
13 from landfills through the use of the IRRF; and for providing for
14 regulation of the IRRF.
15 SECTION 3 . TERM AND TERMINATION
16 3 . 1 The term of this Contract shall begin on the date
17 first written above and continue until terminated by the County
18 becoming a voting member of the Authority, by mutual consent of the
19 parties or by either party providing the other 60 days' written
20 notice of termination. However, this Contract shall not be
21 terminated by either party: 1) during the first twelve months after
22 the date first written on page one of this Contract and 2) provided
23 Authority issues Revenue Bonds during said twelve months, shall not
24 be terminated without the written consent of the trustee, lender or
25 letter of credit bank until all indebtedness on account of the
26 Revenue Bonds have been retired.
7 April 8,1993
1 3 . 2 It is understood that in no event shall this
2 Contract be terminated if its termination would conflict with or
3 violate the terms or conditions of any Revenue Bonds or related
4 documentation including, without limitation, indentures,
5 resolutions, letter of credit or loan agreements.
6 3 . 3 The provisions of Section 6 and Section 10 of this
7 Contract shall become null and void with respect to those portions
8 of the IRRF located within the unincorporated area which may in the
9 future come to be located within the boundaries of the Authority.
10 SECTION 4 . WASTE AND RATE COVENANTS
11 4 . 1 County agrees and covenants to the Authority that
12 County shall direct all of the Solid Wastes generated and collected
13 within the unincorporated area of the District (or specified
14 portions or specified types of such wastes) to the IRRF to the
15 extent that Members (except the City of E1 Cerrito) are also
16 required, and that County, upon receipt of notice from the
17 Authority will promptly direct said Solid Wastes (or specified
18 portions or specified types of such wastes) as required by the
19 Authority. Nothing in this section shall preclude County from
20 imposing or establishing additional incentives to meet the waste
21 diversion requirements of the Act.
22 4 .2 County agrees and covenants to the Authority that
23 Authority may require County to include tipping fees or other
24 charges, paid to the owner or operator of the IRRF in connection
25 with the waste streams directed to the IRRF pursuant to Section 4 . 1
26 to be "passed through" to ratepayers within the unincorporated area
8 April 8, 1993
1 encompassed by the District and that the County will promptly
2 include said fees and charges in rates levied by the County as
3 collection rates as required by the Authority, in the same manner
4 and to the extent that Members are required to do the same.
5 4.3 County agrees and covenants to the Authority that
6 Authority may require County to include some or all of such fees
7 and charges imposed by the Authority, as may be required to meet
8 the obligation to the holders of Revenue Bonds, to be "passed
9 through" to ratepayers as part of collection rates levied by County
10 for the unincorporated area encompassed by District and further to
11 provide for payment of such fees and charges to the Authority in
12 the event the waste stream from the unincorporated area of the
13 District is at any time, in whole or in part, not processed through
14 the IRRF due to the unavailability, in whole or in part, of the
15 IRRF to receive or process materials, in the same manner and to the
16 extent that Members are required to do the same.
17 4.4 County agrees that holders of Revenue Bonds, whether
is directly or through a representative such as an indenture trustee,
19 be third party beneficiaries of any of the obligations of the
20 County to the Authority and that Authority may covenant with the
21 holders of any Revenue Bonds on behalf of the County to perform its
22 obligations under this contract, to the extent that Members are
23 required to perform the same obligation.
24 SECTION 5. COLLECTION FRANCHISE AGREEMENTS
25 5. 1 Collection franchise agreements entered into by
26 County shall include provisions which materially conform to the
9 April 9,1993
1 provisions contained in Exhibit A to this Contract to the extent
2 that Members and the Members collection franchise agreements are
3 required to provide for the same and such other provisions as may
4 be necessary to the financing of the IRRF and Members and Members'
5 collection franchise agreements are required to provide such other
6 provisions.
7 SECTION 6. REGULATION OF FACILITIES
8 6. 1 Pursuant to Chapter 418-5 of the County Ordinance
9 Code this Contract is in lieu of a franchise by the County and the
10 Authority shall be the sole franchisor for the IRRF.
11 6. 2 County agrees to exercise its authority over the
12 IRRF in a manner consistent with the provisions of this Contract,
13 subject to applicable State, Federal and local laws and
14 requirements.
15 6. 3 Permits, licenses, ordinances, rules and regulations
16 and any similar approvals of the County shall not contain
17 requirements pertaining to the achievement of any solid waste
18 management or diversion goals at the IRRF, provided that this
19 Contract shall not preclude County from imposing or enforcing
20 requirements necessary to the protection of public health and
21 safety. Permits issued by the Local Enforcement Agency shall not
22 be considered permits issued by the County to the extent that the
23 Local Enforcement Agency's actions are mandated by State law or
24 regulation.
25 6.4 Any franchise granted by the Authority shall require
26 compliance with all State, Federal and local laws and regulations
10 April 8, 1993
1 for the protection of public health and safety.
2 6. 5 Any franchise granted by the Authority need not be
3 competitively bid and Authority shall confer with the County prior
4 to executing a franchise agreement with a third party for the IRRF.
5 6. 6 Authority will not levy an IRRF franchise fee.
6 SECTION 7 . RATE REGULATION
7 7 . 1 Pursuant to Chapter 418-5 of the County Ordinance
8 Code, the Authority shall review, approve and otherwise regulate
9 the rates to be charged at the IRRF.
10 7 . 2 The Authority shall establish rates to be charged at
11 the IRRF in amounts sufficient to provide for the efficient
12 operation of the IRRF Facilities, to discharge all indebtedness and
13 liabilities relating to the acquisition and construction of the
14 IRRF (including without limitation, any Revenue Bonds issued in
15 connection therewith) , to accommodate the planning and
16 implementation of activities required by the Act and to pay any
17 other costs or financial obligations of the Authority.
18 7 . 3 Authority shall provide for payments to County as
19 part of the IRRF rates in accordance with the following criteria:
20 (a) County costs limited to:
21 (1) Those reasonable, necessary, prudent and
22 verifiable costs actually incurred by the County for services
23 reasonably related to the regulation and permitting of the IRRF
24 pursuant to State law or regulation provided that said costs are
25 not the responsibility of the IRRF owner nor recoverable from any
26 other source.
11 April 8, 1993
1 (2) The reasonable share of verifiable
2 Countywide Solid Waste Management Costs allocable to the area
3 within the boundary of the Authority and unincorporated District
4 area which are not otherwise being funded by any other County-
5 imposed fees.
6 (b) Any changes in County costs for services
7 resulting from the enactment of state law or amendment thereto or
8 regulations promulgated thereunder occurring after the date of this
9 Contract shall also be recoverable as part of IRRF rates provided
10 that the criteria specified in Section 7 . 3 (a) (1) are met and
11 further provided that said statutory or regulatory changes are
12 beyond the control of the County.
13 7. 4 Except as provided in this Section 7 . 4 and Section
14 7 . 5, IRRF rates established by the Authority to be uniform for all
15 sections of the area within the boundary of the Authority and the
16 unincorporated area encompassed by District.
17 (a) The Authority may set differential rates for
18 the unincorporated area encompassed by the District if, within 30
19 days of receipt of written notification from Authority that all
20 Member Agencies have submitted collection franchise agreements
21 satisfactory for the IRRF financing, County does not provide
22 Authority with a collection franchise agreement which is in
23 accordance with the requirements of Section 5 of this Contract.
24 (1) County agrees that, in the event of
25 failure of the County to provide the Authority with a collection
26 franchise agreement which is in accordance with the requirements of
12 April 8, 1993
1 Section 5 of this Contract, County shall not directly or indirectly
2 cause delivery of Solid Waste (or specified portions or specified
3 types of such Waste) as identified by the Authority, to be
4 delivered to any other facility or otherwise diverted away from the
5 IRRF provided that County shall not be precluded from establishing
6 incentives to meet the diversion requirements of the Act.
7 (2) Any differential rate established pursuant
8 this Section 7. 4 (a) shall be established as necessary to recover
9 any difference between the amounts actually paid for Solid Waste
10 from the unincorporated District area and the amounts that would
it have been paid had the collection franchise agreement been
12 received.
13 (b) The Authority may set differential rates for
14 the unincorporated area encompassed by the District as necessary to
15 provide for collection of the reasonable share of verifiable
16 Countywide Solid Waste Management Costs allocable to the Member
17 Agencies from Solid Waste delivered to the IRRF from Member
18 Agencies jurisdictions and collection of the reasonable share of
19 verifiable Countywide Solid Waste Management Costs allocable to
20 unincorporated District area from Solid Waste delivered to the IRRF
21 from the unincorporated District area.
22 (c) The Authority may set differential rates for
23 the unincorporated area encompassed by the District to collect
24 County's fair share of the Authority's costs incurred in
25 development and implementation of the IRRF from Solid Waste
26 delivered to the IRRF from the District area to the extent that
13 April S, 1993
1 County's fair share of such costs is not paid by the financial
2 contribution received from County pursuant to Section 19 of this
3 Contract. County's fair- share of such costs shall be ten percent
4 (10%) of the total costs incurred by Authority in development and
5 implementation of the IRRF.
6 7. 5 Reasonable, necessary, prudent and verifiable costs
7 or financial obligations incurred by the Authority may be included
8 in the IRRF rates provided that costs or financial obligations
9 allocable to solid waste programs that may be undertaken in the
10 future by the Authority solely on behalf of a Member shall not be
11 included in IRRF rates chargeable for Solid Waste received from the
12 unincorporated District area.
13 7 . 6 Costs incurred by County which are not Countywide
14 Solid Waste Management Costs nor provided for in Section 7 . 3 of
15 this Contract shall not be included in IRRF rates chargeable for
16 Solid Waste received from Members.
. 17 7.7 County and Authority costs incurred pursuant to any
18 other contract(s) that may in the future be entered into by County
19 and Authority may be included in IRRF rates as provided in the
20 terms and conditions of said future contract(s) .
21 7. 8 Authority agrees that IRRF rates will subject to
22 regulation by the IRRF Rate Regulation Methodology approved by the
23 Authority Board of Directors which has been developed in
24 consultation with County.
25 7 .9 County acknowledges that Chapter 418-5 of the County
26 Ordinance Code will need to be amended to implement this Contract
14 April 8, 1993
1 and will use its best efforts to enact said amendments as soon as
2 possible but not later than June 1, 1993 to provide for timely
3 implementation of the IRRF.
4 SECTION 8. FAILURE TO MEET WASTE STREAM DIVERSION
5 REQUIREMENTS
6 8. 1 County acknowledges that it has reviewed Authority
7 Board of Directors Resolution No. 92-7 and is satisfied that the
8 Stage I IRRF, as defined in Resolution No. 92-7, can reasonably be
9 expected to achieve, in conjunction with other actions by County,
10 compliance with waste stream diversion requirements applicable to
11 the unincorporated District area.
12 8. 2 The Authority shall be entitled to cause the waste
13 streams from the unincorporated area within the District that are
14 directed (or which are required by the Authority to be so directed)
15 to the IRRF to be monitored by County pursuant to procedures
16 approved by the Board in order to determine whether federal or
17 state waste diversion requirements are being met.
18 8. 3 If the waste stream diversion for the unincorporated
19 area within the District fails to meet the requirements of the Act,
20 Authority's responsibility to County for liabilities, damages,
21 criminal and civil sanctions and costs and expenses which are the
22 result of performance or non-performance of the IRRF shall be as
23 set forth in Section 14 . 3 of this Contract.
24 SECTION 9. DISPOSAL OF IRRF WASTE STREAM
25 9 . 1 The waste stream from the IRRF shall be disposed of
26 at the most cost effective landfill.
15 April 8, 1993
1 9. 2 The Authority shall determine the most cost
2 effective landfill to receive the waste stream from the IRRF. In
3 making this determination, the Authority shall consider all
4 relevant factors, including but not limited to, transportation
5 costs, closure and post closure requirements and costs, disposal
6 fees, fees levied by governmental entities and costs of compliance
7 with County ordinances and requirements affecting the disposal of
8 IRRF waste at in-County landfills. Both short and long-term
9 potential costs shall be considered by the Authority.
10 9 . 3 The Authority agrees that, after consideration of all
11 relevant factors, landfill (s) within Contra Costa County will be
12 used provided that such in-County landfill (s) is demonstrated to
13 favorably compare in total cost to alternative out-of-County
14 landfill (s) .
15 9 . 4 Agreements for export of. Solid Waste to out-of-County
16 landfills shall include provisions for:
17 (a) Termination at the sole discretion of the Authority
18 at the end of two (2) years after the start of commercial operation
19 of the IRRF and thereafter at the end of each subsequent five (5)
20 year period.
21 (b) Monitoring the location and costs of disposal.
22 (c) Passing on to the users of the IRRF any cost savings
23 resulting from lower costs.
24 9 . 5 Authority will, not less than 1-year prior to the
25 expiration of the time periods specified in Section 9 .4 (a) initiate
26 a review and verification of the total costs of in-County and out-
16 April 8, 1993
I of-County landfills and shall make the determinations required by
2 Section 9 . 2 and Section 9 . 3 not less than 90-days prior to the
3 expiration of the time periods specified in Section 9 . 4 (a) . If the
4 results of the Authority review disclose that total costs for use
5 of out-of-County landfill (s) is 95% or more of the total costs for
6 use of in-County landfill (s) , in-County landfill (s) shall be
7 afforded adequate opportunity to match or better the proposal by
8 out-of-County landfill (s) .
9 9 . 6 The County and Authority recognize that if the Authority
10 exports Solid Waste, agencies outside of Contra Costa County may be
11 allowed to dispose of Solid Waste at Keller Canyon Landfill, and
12 that as a result, the County shall have no obligation to provide
13 capacity for Solid Waste from the IRRF. County agrees that any
14 entity outside of Contra Costa County delivering Solid Waste to
15 Keller Canyon Landfill shall pay rates at least as high as those
16 imposed on Contra Costa users and abide by all requirements imposed
17 on Contra Costa users. County and Authority will comply with all
18 applicable laws, including the Interstate Commerce Clause of the
19 U.S. Constitution, Conditions No. 5.2 and 9 . 3 of Land Use Permit
20 No. 2020-89 , and the daily tonnage limitations in the Solid Waste
21 Facilities Permit applicable to Keller Canyon Landfill.
22 SECTION 10. PUBLIC OWNERSHIP POTENTIAL
23 10. 1 In the event that the unincorporated land on which
24 the IRRF , or any portion of the IRRF, is located becomes publicly
25 owned by the Authority, the Authority and County shall negotiate
26 and enter into appropriate agreement(s) providing that such public
17 April 8, 1993
1 ownership shall be revenue neutral to private ownership with
2 respect to tax revenues that would otherwise accrue to the North
3 Richmond Redevelopment Agency, the County and Special Districts. No
4 new agreement(s) need be entered into between County and Authority
5 to the extent that other agreements) are then in place which
6 adequately protect the County's interest in said tax revenues.
i
7 Nothing in this Section 10 shall prejudice in any manner the rights
8 or activities of any Member to acquire any portion of the IRRF.
9 SECTION 11. IRRF MITIGATION FEES
10 11. 1 Subject to the provisions of this Contract, Mitigation
11 Fees shall be collected in IRRF rates and all amounts collected
12 shall be placed in trust for exclusive use in the area impacted by
13 the existence and operation of the IRRF.
14 11. 2 Prior to the expenditure of any amounts collected as
15 Mitigation Fees, the County and any other party proposing
16 Mitigation Fees shall provide the Authority with a proposed budget,
17 scope of work and time schedule which identifies the use of
18 Mitigation Fees, cost of service to be provided with said Fees, and
19 the area impacted.
20 11. 3 The County and any other party proposing Mitigation Fees
21 shall provide the Authority with a proposed budget, scope of work
22 and time schedule which identifies the use of initial Mitigation
23 Fees, cost of service to be provided with said Fees, and the area
24 impacted. The County and any other party proposing Mitigation Fees
25 shall annually report to the Authority on the uses of Mitigation
26 Fees in comparison with the budget, scope of work and time schedule
18 April 8, 1993
1 established pursuant to Section 11. 2 and any changes in work plan,
2 budget or amount of Mitigation Fees planned for the next ensuing
3 period. Said reporting shall be coordinated with the schedule
4 established for IRRF rate adjustments.
5 11.4 The County and Authority agree to review, annually or at
6 such other times as may be agreed to by the parties, the budget,
7 work scope, and associated Mitigation Fees to determine the need
8 for revision, if any in said budget, work scope and Mitigation
9 Fees. Authority agrees to include this provision as a condition
10 precedent to inclusion of Mitigation Fees proposed by other parties
11 in IRRF rates.
12 11. 5 The County agrees to deposit revenue received as
13 Mitigation Fees into a segregated account to be used only in
14 accordance with the provisions of this Contract and the budget and
15 work scope established pursuant to this Contract. Authority agrees
16 to include this requirement as a condition precedent to inclusion
17 of Mitigation Fees proposed by other parties in IRRF rates.
18 11. 6 Authority shall not be obligated to include any
19 Mitigation Fees in IRRF rates in the absence of the budget, scope
20 of work, time schedule or identification of the area impacted
21 required by Sections 11.2 or 11. 3 or in the absence of the reports
22 required by Section 11. 3 .
23 11. 7 Authority shall not include any Mitigation Fees requested
24 by a party in IRRF rates upon Authority's finding of failure of
25 said party to materially comply with the provisions of this Section
26 11.
19 April 8,1993
1 11. 8 The aggregate total of all Mitigation Fees set forth in
2 Section 1. 13 shall be annually adjusted from July 1, 1992 by the
3 percentage change in the Price Index, July to July, or other such
4 time period as required by the IRRF Rate Regulation Methodology.
5 An example calculation is provided in Exhibit B to this Contract.
6 SECTION 12 . AMENDMENTS
7 12 . 1 This Contract constitutes the entire agreement between
8 the parties and may only be modified by a written amendment duly
9 authorized and executed by the parties which meets the requirements
10 imposed by the terms and conditions of Revenue Bonds and related
11 documentation including, without limitation, indentures,
12 resolutions, letter of credit agreements and loan agreements.
13 12 . 2 No oral understanding or agreement relating to this
14 Contract no incorporated herein or by amendment pursuant to Section
15 12 . 1 shall not be binding on any of the parties.
16 SECTION 13 . NOTICES
17 13 . 1 All notices to either party by the other shall be
18 made in writing and delivered in person or by facsimile
19 transmission or mailed to such party at their respective addresses
20 as follows or to other such address as either party may from time
21 to time designate in writing to the other party:
22 AUTHORITY:
23
24 West Contra Costa Integrated
25 Waste Management Authority
26 One Alvarado Square
27 San Pablo, California 94806
28
29 Attention: Executive Director
30
20 April 8, 1993
1 COUNTY:
2
3 Contra Costa County
4 651 Pine Street, 11th Floor
5 Martinez, California 94553
6
7 Attention: Chief Administrative Officer
8
9 13 . 2 Service of notice pursuant to this Section 13 shall
10 be deemed complete on the day of service by personal delivery or by
11 facsimile transmission or five (5) days after mailing if deposited
12 in the United States mail.
13 13 . 3 Each party shall notify the other party in writing
14 of its official telephone number and facsimile number within five
15 (5) days following execution of this Contract and shall thereafter
16 notify the other party of any change in said telephone or facsimile
17 numbers.
18 SECTION 14 . INDEMNITY
19 14 . 1 County shall indemnify, hold harmless and assume the
20 defense of, in any actions at law or in equity, the Authority, its
21 Members, officers, employees, agents and elective and appointive
22 boards, from all claims, losses, damage, including property damage,
23 personal injury, including death, and liability of every kind,
24 nature and description, arising out of any action or inaction of
25 the County or any person directly or indirectly employed by, or
26 acting as agent for County, and arising out of action or inaction
27 of the County's franchised collector or any person directly or
28 indirectly employed by or acting as agent for said franchised
29 collector, directly or indirectly related to the performance of the
30
21 April 8, 1993
1 obligations of the County or the County's franchised collector
2 under this Contract.
3 14 . 2 Authority shall indemnify, hold harmless and
4 assume the defense of, in any actions at law or in equity, the
5 County, its officers, employees, agents, and elective and
6 appointive boards, from all claims, losses, damage, including
7 property damage, personal injury, including death, and liability of
8 every kind, nature and description, arising out of any action or
9 inaction of the Authority or any person directly or indirectly
10 employed by, or acting as agent for Authority, directly or
11 indirectly related to the performance of the obligations of the
12 Authority under this Contract.
13 14 . 3 Authority shall indemnify and hold harmless the
14 County, its officers, employees, agents and elective and appointive
15 boards, for all administrative civil penalties imposed pursuant to
16 the Act, which are in whole or in part due to the acts or omissions
17 of the Authority and/or the IRRF operator, provided, however, this
18 obligation shall be specifically limited to:
19 (i) Payment of only that portion of those
20 administrative civil penalties actually imposed on the County which
21 are allocable to the unincorporated area within the District, and
22 (ii) Payment of only that portion of those
23 administrative civil penalties specifically attributable to a
24 failure of the IRRF resulting from acts or omissions of the
25 Authority; and the Authority shall have no liability for failures
26 in performance of the IRRF resulting from:
22 April 8, 1993
I (a) variations in quantity or composition of
2 Solid Waste delivered to the IRRF;
3 (b) events or circumstances, including
4 contractual arrangements, occurring in the system for collection
5 and delivery of Solid Waste to the IRRF;
6 (c) force majeure or change in law; or
7 (d) Lack of markets for materials recovered
8 at the IRRF;
9 (iii) With respect to acts or omissions of the
10 IRRF operator, enforcement of the contracts) between the Authority
11 and the IRRF operator and conveyance to County of any amounts which
12 are the responsibility of the IRRF operator, but not paid by the
13 IRRF operator, and actually recovered by the Authority on behalf of
14 County.
15 14 . 4 Authority shall not be responsible in any manner for
16 payment of administrative civil penalties imposed pursuant to
17 Section 41813 of the Act.
18 14 . 5 With regard to duty of the Authority to indemnify
19 the County pursuant to Section 14 . 3 , County shall notify Authority
20 in writing, within five (5) working days of receipt of any notice
21 from the California Integrated Waste Management Board of any
22 deficiency which County contends is specific to the performance of
23 the IRRF and provide Authority with a legible copy of the
24 California Integrated Waste Management Board notice of deficiency.
25 (i) Failure of County to provide said prompt
26 written notice to Authority shall relieve Authority of any
23 April 8, 1993
1 liability for subsequent administrative penalties, unless County
2 demonstrates that the notice delay did not prejudice the Authority
3 in any manner.
4 (ii) Authority and County agree to co-operate in
5 responding to any notice of deficiency which is specific to the
6 performance of the IRRF.
7 (iii) Authority agrees to comply with any
8 compliance order which is specific to the performance of the IRRF
9 and duly issued by the California Integrated Waste Management Board
10 pursuant to Section 41850 of the Act.
11 14 . 6 Authority shall have the right to represent itself
12 in all matters including, but not limited to, public hearings.
13 SECTION 15. ASSIGNMENT
14 15. 1 This Contract shall not be assigned to any
15 third party without the prior written consent of the other party
16 provided that no assignment of any kind shall occur that does not
17 meet the requirements imposed by the terms or conditions of all
18 Revenue Bonds and related documentation including, without
19 limitation, indentures, resolutions and letter of credit
20 agreements.
21 SECTION 16. RESOLUTION OF DISPUTES
22 16. 1 County and Authority shall continue to perform
23 their respective obligations pending the resolution of a dispute.
24 16. 2 First Procedure
25 (i) Upon the occurrence of a dispute between County
26 and Authority which cannot be resolved informally, each party shall
24 April 8, 1993
1 designate one representative who shall meet for the purpose of
2 . resolving said controversy or dispute.
3 (ii) If the matter is not resolved, or provision for
4 further meeting(s) is not made, at the meeting referred to in
5 subdivision (i) of this Section 16. 2 , either party may, within
6 three business days after the date of such meeting, submit the
7 matter to members of the governing bodies of the Authority and
8 County for resolution.
9 16. 3 Arbitration
10 (i) If the matter is not resolved, or provision for
11 the further meeting(s) is not made, at a meeting of the members of
12 the governing bodies of the parties or said meeting is not held
13 within sixty (days) following submission of the matter pursuant to
14 subdivision (ii) of Section 16. 1, either party may, within three
15 business days after the date of such meeting or expiration of the
16 sixty day period and following notice to the other party, submit
17 the matter for resolution on an equitable basis by a single
18 arbitrator under the commercial arbitration rules of the American
19 Arbitration Association. The arbitrator's decision shall be final
20 and binding upon the Authority and County.
21 (ii) The Authority or County may enforce any award,
22 order or judgement of the arbitrator in any court of competent
23 jurisdiction.
24 SECTION 17 . SEVERABILITY
25 Should any part, term or provision of this Agreement
26 be decided by a final judgement of a court or arbitrator to be
25 April 8, 1993
1 illegal or in conflict with any law of the State of California or
2 otherwise be enforceable or ineffectual, the remaining parts, terms
3 and provisions shall not be affected.
4 SECTION 18. SECTION HEADINGS
5 All section headings contained in this Contract are for
6 convenience and reference. They are not intended to define or
7 limit the scope of any provision of this Contract.
8 SECTION 19. JOINT OPERATING FUND CONTRIBUTION
9 County agrees to pay to the Authority within ten (10)
10 working days of the date of this Contract the amount of TWENTY-FIVE
11 THOUSAND DOLLARS ($25, 000) as a payment to the Authority's Joint
12 Operating Fund to offset costs incurred by the Authority in the
13 development and implementation of the IRRF. Said payment by County
14 to Authority shall be reimbursed by the Authority at the same time
15 and in the same manner that payments by Members to the Authority's
16 Joint Operating Fund are reimbursed.
17
18
19
20
21
22
23
24
25
26
26 April 8, 1993
1 IN WITNESS WHEREOF, the County and Authority have caused
2 this Contract to be duly executed and attested by the respective
3 officers, duly authorized to so act, as the date set forth in the
4 first paragraph of this Contract.
5 WEST CONTRA COSTA INTEGRATED
6 WASTE MANAGEMENT AUTHORITY
7
8
9 ATTEST:
10 Robin E. Slavik Lonnie Washington, Jr.
11 Secretary Chair of the Board
12
13 DATED:
14
15
16 CONTRA COSTA COUNTY
17
18 ATTEST: Phil Batchelor, Clerk
19 of the Board of Tom Torlakson
20 Supervisors and Chief Chair of the Board
21 Administrative Officer of Supervisors
22
23 BY
24 Deputy
25
26 DATED:
27 April 8, 1993
1 EXHIBIT 'A'
2 TO CONTRACT BETWEEN
3 WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
4 AND
5 CONTRA COSTA COUNTY
6 COLLECTION FRANCHISE AGREEMENT REQUIREMENTS
7 Section 1. Flow Control
8 (a) County to have complete authority to direct delivery of Solid
9 Waste (or specified portions or specified types of such
10 wastes) to the IRRF as required by the Authority pursuant to
it Section 4 of the Contract.
12 Section 2 . Rates
13 (a) The franchised collector to collect the rate (charge) set by
14 the Authority for the IRRF in addition to all other rates and
15 charges allowable under the collection franchise agreement.
16 (b) All amounts collected pursuant to subdivision (a) of this
17 Section 2 to be held in a separate fund by the franchised
18 collector and any interest earnings thereon to remain in the
19 fund. The franchised collector shall be required to make
20 payments from this fund as part of the tipping fee paid to the
21 IRRF operator or to other such trustee or person as the
22 Authority may designate.
23 (c) The franchised collector to keep adequate books and records of
24 such fund in accordance with Generally Accepted Accounting
25 Practices and allow the County and/or the Authority to inspect
26 such books and records during regular business hours at the
1 April 8, 1993
1 offices of the franchised collector.
2 (d) The franchised collector to provide regular reports to County
3 and Authority of the activity in said fund showing itemized
4 collections and disbursements, interest earnings and fund
5 balance.
6 (e) The franchised collector to make disbursements from the fund
7 only as directed by the Authority. In the event that
8 delinquent payments by customers of the franchised collector
9 or other factors cause the fund to have insufficient monies
10 to make any required payment, the collector shall advance any
11 shortfall within the fund against future collections from
12 other assets or revenues.
13 (f) The franchised collector to take such action as may be
14 required to grant and perfect a security interest in the fund
15 to the Authority, the Authority's assignee or any lender,
16 trustee or credit provider in connection with the financing of
17 the IRRF and to represent and warrant that franchised
18 collector has not granted a security interest in such amounts
19 and to covenant not to grant any other security interest in
20 such amounts.
21 (g) In furtherance of the representations, warranties and
22 covenants provided by the franchised collector, whenever and
23 so often as requested to do so by the Authority, the
24 Authority's assignee or any lender, trustee or credit
25 provider, franchised collector to promptly execute and deliver
26 or cause to be delivered all such other and further
2 April 8, 1993
1 assurances, documents or instruments and promptly do or cause
2 to be done all such other and further things as may be
3 necessary or reasonably required in order to further and more
4 fully vest in the Authority, the Authority's assignee or any
5 lender, trustee or credit provider, all advantages, benefits,
6 interests, powers and privileges and rights conferred or
7 intended to be conferred upon them hereby.
8 Section 3 . In Lieu Charge
9 (a) The franchised collector to collect, in addition to all other
10 rates and charges allowable under the collection franchise
11 agreement, an in lieu charge as set by the Authority in the
12 event that the IRRF is unable, either wholly or in part, to
13 accept Solid Waste (or specified portions or specified types
14 of such wastes) .
15 (b) All amounts collected pursuant to subdivision (a) of this
16 Section 3 to be held in a separate fund by the franchised
17 collector and any interest earnings thereon to remain in said
18 fund. The franchised collector will make payments from this
19 fund to the IRRF operator or to other such trustee(s) or
20 person(s) as the Authority may designate.
21 (c) The franchised collector to keep adequate books and records of
22 such fund in accordance with Generally Accepted Accounting
23 Practices and shall allow the County and/or Authority to
24 inspect such books and records during regular business hours
25 at the offices of the franchised collector.
26 (d) The franchised collector to provide regular reports to County
3 April 8, 1993
/
1 and Authority of the activity in said fund showing itemized
2 collections, disbursements, interest earnings and fund
3 balance.
4 (e) All amounts collected as in lieu charges to be remitted to the
5 Authority or a trustee designated by the Authority as directed
6 by the Authority. In the event that delinquent payments by
7 customers or other factors cause the fund to have insufficient
8 monies to make any required payment, the collector advance any
9 shortfall against future collections from other assets and
10 revenues.
11 (f) The franchised collector to take such action as may be
12 required to grant and perfect a security interest in the fund
13 to the Authority, the Authority's assignee or any lender,
14 trustee or credit provider in connection with the financing of
15 the IRRF and to represent and warrant that franchised
16 collector has not granted a security interest in such amounts
17 and to covenant not to grant any other security interest in
18 such amounts.
19 (g) In furtherance of the representations, warranties and
20 covenants provided by the franchised collector, whenever and
21 so often as requested to do so by the Authority, the
22 Authority's assignee or any lender, trustee or credit
23 provider, franchised collector to promptly execute and deliver
24 or cause to be delivered all such other and further
25 assurances, documents or instruments and promptly do or cause
26 to be done all such other and further things as may be
4 April 8, 1993
1 necessary or reasonably required in order to further and more
2 fully vest in the Authority, the Authority's assignee or any
3 lender, trustee or credit provider, all advantages, benefits,
4 interests, powers and privileges and rights conferred or
5 intended to be conferred upon them hereby.
6 Section 4 . Non-competition
7 (a) The franchised collector to be prohibited from directly or
8 indirectly purchasing or contracting for the purchase of any
9 Solid Waste (or portions or types of such waste) which would
10 otherwise be collected under the collection franchise
11 agreement and that the franchised collector to be prohibited
12 from diverting in any way materials collected pursuant to the
13 collection franchise agreement to any use or to any alternate
14 facility without the approval of the Authority.
15
16
17
18
19
20
21
22
23
24
25
5 April 8, 1993
EXHIBIT 'B'
TO CONTRACT BETWEEN
WEST CONTRA COSTA INTEGRATED WASTE MANAGEMENT AUTHORITY
AND
CONTRA COSTA COUNTY
EXAMPLE CALCULATION OF
ADJUSTMENT TO TOTAL AGGREGATE MITIGATION FEES
Price Index for July 1991 = 138 .2
Minus Price Index for July 1990 = -132 . 3
Equals Change in Price Index = 5.9
Per Cent Change in Price Index = (5. 9/132 . 3) x 100 = 4 . 4%
Adjusted total aggregate Mitigation Fees = $2 x 1. 044 = $2 . 09/ton
A:2000NT4
1 April 9,1993
I OFFICE OF THE MAYOR
(510) 2154300
_ April 21, 1993
✓_,�\ FAXED to 427-8142
cE R��
Chair Tom Torlakson, District 5
Contra Costa County Board of Supervisors RECEIVED AK 2 a agi
300 E. Leland Road, Suite 100
Pittsburg, CA .94565
Dear Chair Torlakson:
The City of El Cerrito considers the agreement between the West Contra Costa
Integrated Waste Management Authority and Contra Costa County to be a matter of
great importance. As you know, this proposed agreement has been worked on
extensively by Board Members, including myself, Supervisor Powers, and Executive
Director Bill Davis. The Authority Board has unanimously supported this contract
arrangement and has forwarded it to the Board of Supervisors for your action.
You need to promptly ratify this contract. The Board's action to adopt will then
allow the financing arrangements for the construction of the West County Integrated
Resource Recovery Facility (IRRF) to move forward. Without timely action by the
Board of Supervisors, the tax exempt financing for the IRRF will be significantly
delayed, if not permanently jeopardized. The construction of the IRRF will also be
delayed so that all local governments in West County, including Contra Costa
County, will have difficulty meeting their AB 939 requirements in 1995.
I am personally writing to you in order to emphasize the significant importance of
scheduling this item at the next Contra Costa County Board of Supervisors meeting
and having the Board act positively to adopt this contract. We sincerely hope that
Supervisor Powers' involvement with this project has adequately represented the
Board's policy concerns. We trust that the contract is acceptable to the entire Board.
Please assist us in moving this contract and the IRRF forward toward a successful
conclusion. Please let me know if scheduling this item in the near future for positive
action creates any problem.
Sine, ely,
, l
. Mae.Ritz
Mayor ,
WMR:lg .-
cc: El Cerrito City Council
County Administrator Phil Batchelor
City Manager Gary Pokorny
WCCIWMA Executive Director Bill Davis
CITY HALL- 10890 San Pablo Avenue EI Cerrito, California 94530 Fax (510) 233-5401
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