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HomeMy WebLinkAboutItem 18 - Amended and Restated Agreement for NPDES Stormwater Permit Implementation Public Works Agency www.santa-ana.org/pw Item # 18 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report April 7, 2026 TOPIC: NPDES Stormwater Permit Implementation Agreement AGENDA TITLE Amended and Restated Agreement to Fund National Pollutant Discharge Elimination System Permit Implementation (Non-General Fund) RECOMMENDED ACTION Authorize the City Manager to execute a Cooperative Agreement with the County of Orange and Orange County Cities to fund National Pollutant Discharge Elimination System (NPDES) Permit Implementation (Agreement No. A-2026-XXX). GOVERNMENT CODE §84308 APPLIES: No DISCUSSION Authorized by the Federal Clean Water Act, the National Pollutant Discharge Elimination System (NPDES) permit program was established in 1972 to regulate pollutant discharges to waters of the United States. The City is a co-permittee under the North Orange County Municipal NPDES Permit, which is issued by the Santa Ana Regional Water Quality Control Board. The original Countywide NPDES Stormwater Permit Implementation Agreement (Agreement), executed in 1990 and amended in 1993 and 2002, established a cooperative framework for implementing the Orange County Stormwater Program to meet NPDES Permit requirements and improve surface water quality. The Agreement allows for collaboration, consistency, and cost sharing of regional compliance strategies, municipal staff training, watershed monitoring and reporting efforts, and other NPDES program elements required by each of the Permittees. While the current Agreement has allowed the City of Santa Ana to achieve compliance with the Federal Clean Water Act and associated Water Quality Control Board requirements, state regulatory requirements have changed significantly since the Agreement was last updated in 2002. Water quality priorities have become increasingly complex, requiring targeted solutions including stormwater treatment projects to meet ongoing and forthcoming compliance requirements. NPDES Permit Implementation Agreement April 7, 2026 Page 2 5 6 7 9 The proposed 2026 amendment to the Agreement reflects current regulatory requirements, administrative practices, and programmatic needs. It continues the Countywide approach among the Permittees (Orange County cities & County) to implement regional stormwater management strategies, and also provides added flexibility in designing and developing local watershed-specific strategies, programs, and projects. The amendment also formalizes the consultation process with the Orange County City Managers Association (OCCMA). The term of the Agreement is indefinite, unless amended or terminated in accordance with the terms in the Agreement. Key provisions of the amended and restated Agreement include: Continued designation of the County as the administrator of the regional Orange County Stormwater Program. Clarification of responsibilities for each Permittee, including compliance reporting, monitoring, and implementation of Best Management Practices (BMPs). Engagement with the OCCMA for strategic input on compliance and funding. Updated collaborative review process for annual operating budgets, including new sub-budgets to be established with smaller groups of Permittees to support development of targeted water quality projects and programs. Continues the existing cost sharing formula between Permittees based on land area and population, with the Orange County Flood Control District contributing 10% and the County and Cities sharing the remaining 90% for the annual operating budget countywide. For new sub-budgets, the same approach will be used to share costs amongst those participating agencies. The shared cost budget developed annually for this Agreement maintains the existing cost sharing formula based on land area and population for the unincorporated County and 34 Orange County cities. Historically, the City’s portion of the shared cost budget has been approximately 5.6%. Staff recommends the approval of this Agreement for continued compliance with federal and state regulations. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. Approval of the Agreement allows the City to continue to comply with the Federal Clean Water Act and the related regulations promulgated by the State Water Quality Control Board. FISCAL IMPACT Funding is included in the approved FY 2025-26 budget and approval of this agreement does not result in an additional fiscal impact for the current fiscal year. The Fiscal Year 2026-27 funding for this Agreement is anticipated to be approximately $567,959. Subsequent funding for future years will be included in the proposed budgets for City Council consideration. NPDES Permit Implementation Agreement April 7, 2026 Page 3 5 6 7 9 Fiscal Year Accounting Unit - Account No. (Project No.) Fund Description Accounting Unit, Account Description Amount 2026-27 05717640-62300 Federal Clean Water Protection Enterprise Federal Clean Water Protection Enterprise, Contractual Services- Professional $567,959 TOTAL:$567,959 EXHIBIT(S) 1. Amended NPDES Stormwater Permit Implementation Agreement Submitted By: Rodolfo Rosas, P.E., Acting Executive Director – Public Works Agency Approved By: Alvaro Nuñez, City Manager 1 AMENDED AND RESTATED NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM STORMWATER PERMIT IMPLEMENTATION AGREEMENT This AMENDED AND RESTATED NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM STORMWATER PERMIT IMPLEMENTATION AGREEMENT (“AGREEMENT”), for purposes of identification numbered [D02-048], and which may be alternatively referred to as the “OC Stormwater Program Implementation Agreement,” is entered into this ____ day of _________, 2026, by the County of Orange, (herein called the COUNTY), the Orange County Flood Control District (herein called DISTRICT) and the cities of Aliso Viejo, Anaheim, Brea, Buena Park, Costa Mesa, Cypress, Dana Point, Fountain Valley, Fullerton, Garden Grove, Huntington Beach, Irvine, Laguna Beach, Laguna Hills, Laguna Niguel, Laguna Woods, Lake Forest, La Habra, La Palma, Los Alamitos, Mission Viejo, Newport Beach, Orange, Placentia, Rancho Santa Margarita, San Clemente, San Juan Capistrano, Santa Ana, Seal Beach, Stanton, Tustin, Villa Park, Westminster, and Yorba Linda (herein called CITIES). The COUNTY, DISTRICT, and CITIES may be referred to collectively as PERMITTEES or individually as PERMITTEE, COUNTY, DISTRICT, or CITY, respectively, in this AGREEMENT. RECITALS WHEREAS, the United States Congress in 1987, through the Water Quality Act, amended Section 402 of the Clean Water Act (33 U.S.C.A. 1342(p)) to require the United States Environmental Protection Agency (“EPA”) to promulgate regulations for permitting stormwater discharges; and WHEREAS, EPA regulations require National Pollutant Discharge Elimination System (“NPDES”) permits for discharges from a municipal separate storm sewer system (“MS4”)(herein after called MS4 permits), and further require MS4 permits to include requirements to control pollutants from stormwater discharges; and WHEREAS, in 1927, the Orange County Flood Control Act created the DISTRICT 2 to provide for the control of flood and stormwater and protect from damage from those flood or stormwater, the harbors, waterways, public highways, and property within the DISTRICT’s jurisdiction; and WHEREAS, the powers granted to the DISTRICT include the authority to regulate discharges that threaten to impact its system and carry on technical and other investigations, examinations, or tests of all kinds, making measurements, collecting data, and making analyses, studies, and inspections pertaining to water supply, control of floods, use of water, water quality, nuisance, pollution, waste, and contamination of water, both within and without the DISTRICT; and WHEREAS, the California State Water Resources Control Board (“SWRCB”), as designee of the EPA, has delegated authority to the California Regional Water Quality Control Boards-Santa Ana Region (“RWQCB-SAR”) and San Diego Region (“RWQCB-SDR”)(collectively, the RWQCBs) for administration of MS4 permits within the boundaries of their regions; and WHEREAS, the COUNTY, DISTRICT, and CITIES are PERMITTEES under MS4 permits issued by the RWQCBs; and WHEREAS, the RWQCBs have designated the COUNTY as the Principal PERMITTEE or Principal Watershed Co-permittee, as defined in the MS4 permits; and WHEREAS, the COUNTY, the DISTRICT and the CITIES previously entered into that certain agreement entitled National Pollutant Discharge Elimination System Stormwater Permit Implementation Agreement D90-094, on December 18, 1990, which was subsequently amended on October 26, 1993 by Amendment No. 1 and then on June 25, 2002 (the December 18, 1990 Agreement as Amended by Amendment No. 1 and the June 25, 2002 amendment will be referred to collectively hereinafter as the ORIGINAL AGREEMENT), to cooperatively develop, and did thereunder develop, an integrated stormwater runoff management program with the objective of fulfilling MS4 permit requirements and improving water quality in Orange County (program 3 referred to herein as the “OC Stormwater Program”); and WHEREAS, Section X of the ORIGINAL AGREEMENT provides that the ORIGINAL AGREEMENT may be amended by consent of a majority of the PERMITTEES which represent a majority of the percentage contributions as described in Section IV of the ORIGINAL AGREEMENT; and WHEREAS, continued cooperation between the CITIES, the COUNTY, and the DISTRICT to jointly implement the OC Stormwater Program to fulfill prior, new, and potential future MS4 permit requirements, to the extent feasible, is in the best interests of the CITIES, the COUNTY, and the DISTRICT; and WHEREAS, the PERMITTEES now desire to restate and amend the ORIGINAL AGREEMENT, as reflected and set forth in this AGREEMENT. NOW, THEREFORE, the PERMITTEES do mutually agree as follows: I. FILING STATUS The COUNTY, the DISTRICT, and each CITY have filed applications for MS4 permits as PERMITTEES. The COUNTY, the DISTRICT and each CITY is a PERMITTEE under each MS4 permit to which they are subject. II. INCORPORATION OF FEDERAL GUIDELINES All applicable federal and state water quality regulations and guidelines under the Federal Clean Water Act, as presently written or as changed during the term of this AGREEMENT, are hereby incorporated by reference and made a part of this AGREEMENT and take precedence over any inconsistent terms of this AGREEMENT. III. DELEGATION OF RESPONSIBILITIES The responsibilities of each of the parties shall be as follows: A. The COUNTY shall be the administrator of the OC Stormwater Program and, on a cost-shared basis, perform the following functions: 1. Annual operating budgets. a. Prepare the annual operating budget (“annual operating budget”), which shall include a work plan and associated financial plan and 4 budget. The annual operating budget is intended to provide for all programmatic functions and associated costs of the OC Stormwater Program, as outlined in this AGREEMENT and as generally described in Section V.A. Annual operating budgets and work plans may be based on RWQCB region (i.e., Santa Ana Region versus San Diego Region). The budget year shall coincide with the COUNTY's fiscal year, July 1 – June 30. b. Consult with the Stormwater Program Representatives (as defined in Section III.C.8) when preparing annual operating budgets and major program elements therein. c. A draft of the annual operating budget may be prepared for the PERMITTIES for review by February 15 each year. Annual operating budgets shall be submitted to the PERMITTEES for consideration and approval by May 15 of each year. Individual CITY approval shall be obtained from each CITY’s city manager or designee thereof by July 30 of each year. CITY manager designations for annual operating budget approval shall be provided in writing to the County and shall remain in effect until revoked in writing by the CITY’s city manager. An annual operating budget shall be deemed approved and adopted for the OC Stormwater Program by affirmative responses from PERMITTEES which represent a majority (50% or greater) of both the area and population percentage contribution as calculated in accordance with Section V.A (method for calculating approval percentage referred to as “Majority Approval”). The COUNTY and the DISTRICT shall represent one voting PERMITTEE with their percentage contribution equal to the total of the COUNTY and the DISTRICT as described in Section V.A. d. An approved and adopted annual operating budget shall not be 5 exceeded without prior Majority Approval of the PERMITTEES. 2. Project or watershed-specific sub-budgets. a. In coordination with the PERMITTEES, prepare project-specific and/or watershed-specific budgets and associated work plans (collectively, “sub-budget(s)”) for the design of water quality projects and/or responding to RWQCB enforcement orders and/or other orders (e.g., California Water Code 13267 or 13383 orders). b. Sub-budgets shall be prepared and proposed on an as-needed basis, at the discretion of the COUNTY, or as requested by interested PERMITTEES, subject to concurrence of the COUNTY. c. Each PERMITTEE willing to participate in a sub-budget will confirm participation to the COUNTY in writing. A PERMITTEE who confirms participation in a sub-budget shall be referred to herein as “PARTICIPATING PERMITTEE(s).” Sub-budgets will be subject to unanimous approval by all PARTICIPATING PERMITTEES, except that where a Participating Permittee fails to vote to approve a proposed sub-budget, such failure shall be deemed a withdrawal from the sub-budget and the withdrawing PERMITTEE shall no longer be considered a PARTICIPATING PERMITTEE and shall have no obligation to pay for or participate in the sub-budget. d. Project elements that go beyond design (e.g., construction, operation, and maintenance) shall not be provided for in sub- budgets and, instead, are subject to separate agreement between the Participating Permittees. 3. Represent the OC Stormwater Program in reviews of documents, comments, and discussions with EPA, SWRCB, and RWQCBs and/or other resource agencies regarding MS4 permit requirements and related policies, programs, and regulations. The COUNTY shall timely notify the 6 PERMITTEES of any decision reached during these discussions that, in the determination of the County, substantially impacts the OC Stormwater Program. 4. Implement approved annual operating budgets and sub-budgets. 5. Working in collaboration with PERMITTEES, prepare and submit regional compliance reports as the Principal PERMITTEE, as required under the MS4 permits, and/or as designated in the approved workplans. 6. Implement the regional monitoring and reporting program elements from approved workplans for the MS4 permits, including, but not limited to, tasks to monitor and measure the effectiveness of Best Management Practices (“BMPs”). This may include monitoring and modeling. 7. Obtain, as may be required by the annual operating budget and/or sub- budgets approved pursuant to this AGREEMENT, professional services, including, but not limited to, scientific, engineering, environmental, economic, and/or legal consultants to provide technical assistance for the work associated with the OC Stormwater Program. This work may include, but is not limited to, the preparation of technical or economic studies, legal analysis, watershed management plans, stormwater runoff management plans, water quality improvement plans, modeling, reasonable assurance demonstrations/reasonable assurance analyses, monitoring plans, technical reports, municipal staff training activities, and the design of structural and non-structural BMPs and strategies to prevent and/or reduce pollutants in stormwater runoff. Contracts for professional services to be funded under this AGREEMENT shall be made in conformance with the COUNTY’s procurement policies, and, to the extent there is no conflict, the following: a. The COUNTY shall make efforts to stagger the date of issuance of new contracts for professional services, so that PERMITTEES may 7 better absorb increases in consultant fee rates. b. For contracts for professional services that would require approval by the Orange County Board of Supervisors (as determined within the sole discretion of the COUNTY), one Stormwater Program Representative for every two designees of the COUNTY shall be allowed to participate in any panel formed for the purpose of evaluating responses to Requests for Proposals or similar competitive solicitations submitted by potential consultants. Where any contract subject to this provision is to be extended beyond the initial term, the COUNTY shall request feedback from the Stormwater Program Representatives, regarding the consultant’s performance, prior to executing the extension. This process shall in no way impinge upon or limit the COUNTY’s discretion to enter into, amend, extend, renew, or cancel any contract for professional services for the OC Stormwater Program. c. The COUNTY shall notify the PERMITTEES of any changes in the COUNTY’s procurement policies that significantly affect the thresholds for competitive procurement, scoring, or selection processes for contract services. 8. Implement a facility inspection program, as required by the MS4 permits, for MS4 facilities within the unincorporated areas of the County, at no cost to the CITIES. 9. Implement a facility inspection program, as required by the MS4 permits, for MS4 facilities on County-owned property used for COUNTY governmental purposes (i.e., property used for governmental functions) and located within a CITY, at no cost to the CITIES. For purposes of this section, the regional facility known as Dana Point Harbor shall be considered a County- owned property used for governmental purposes. 8 a. To avoid confusion in the implementation of each party’s facility inspection programs, the COUNTY shall provide a list of those facilities, buildings and properties that it owns and are located within other jurisdictions (i.e. non-unincorporated properties) that the COUNTY has decided to monitor and regulate pursuant to this Section III.A.9. The County further agrees to notify the affected PERMITTEE of changes to the status of a facility. B. The DISTRICT shall, on a cost-shared basis, except as set forth in subparagraph 2 below: 1. Perform or cause to be performed the water quality and hydrographic monitoring for compliance with MS4 permits and/or in accordance with RWQCB-approved monitoring plans and/or in the approved workplans. 2. Implement a facility inspection program, as required by the MS4 permits, for MS4 facilities located on District-owned and controlled property that is used for governmental purposes, at no cost to the CITIES. 3. Undertake or cause to be undertaken all activities required of the CITIES in Section III.C and applicable to the District. C. The CITIES, at no cost to the Counties and the District, shall: 1. Implement a facility inspection program for its MS4 facilities, as required by the MS4 permit(s) and within the jurisdictional boundaries of that CITY. 2. Submit to the COUNTY storm drain system maps and/or data describing the type and location of its MS4 facilities with periodic revisions that reflect any modifications made as a result of land development/redevelopment. If possible, information shall be submitted as geographical information system (“GIS”) data. 3. Support the COUNTY in the preparation of watershed characterizations and catchment prioritization efforts, including, but not limited to, by: 9 a. Identifying applicable zoning and land use designations. b. Identifying areas where sources of specific pollutants are known. 4. Upon COUNTY request, review, comment on, consider approval of, and, if approved, implement regional strategies to prevent and reduce pollutants in stormwater runoff. 5. Implement an illegal discharge detection and elimination program as required by the MS4 permit(s) to which the CITY is subject. Demonstrate adequate legal authority to control discharges to its MS4 facilities as may be required by the relevant MS4 permit(s) to which the CITY is subject. 6. Provide, as requested by the COUNTY, copies of the CITY’s jurisdictional reports, data, and any other information (in formats requested by the COUNTY, where such formats are reasonably available) to satisfy requirements in MS4 permits or other orders issued by a Regional Board or the State Board, to which the CITY is subject , provided the CITY has not otherwise challenged such order, and such challenge has not been resolved. 7. Participate in meetings convened by the COUNTY and respond to requests for information from the COUNTY, intended to obtain PERMITTEE input on matters related to this AGREEMENT and the implementation of the OC Stormwater Program. 8. Designate primary and secondary Stormwater Program Representative for matters related to this AGREEMENT and the implementation of the OC Stormwater Program. Designations shall be made by each CITY’s city manager, or designee, in writing to the COUNTY. Each designation shall remain in effect until revoked by the CITY’s city manager or designee. Stormwater Program Representatives are intended to provide subject matter input and facilitate communication between the COUNTY and each CITY. For purposes of this AGREEMENT, a Stormwater Program 10 Representative will not be deemed to have the authority to approve annual operating budgets on behalf of a CITY, as required in Section III.A.1, unless expressly stated in the written designation provided to the COUNTY. D. In the unincorporated areas of the COUNTY, the COUNTY shall, at no cost to the CITIES or the DISTRICT, undertake or cause to be undertaken all activities required above of the CITIES in Section III.C that are not responsibilities of the DISTRICT as outlined in Section III.B. IV. Orange County City Manager Association Engagement A. In lieu of the activities of the Technical Advisory Committee under the ORIGINAL AGREEMENT, the COUNTY shall endeavor to create a working relationship with the Orange County City Manager Association (“OCCMA”) or a sub-group thereof, to address issues such as MS4 permit requirements, MS4 permit compliance methods, and funding needs and strategies to facilitate regional and/or watershed-based, multi-jurisdictional project efforts. B. At its discretion, the COUNTY, in coordination with the PERMITTEES as set forth in this AGREEMENT, may implement recommendations (or parts thereof) that OCCMA may give on OC Stormwater Program matters, including, but not limited to, potential strategies for compliance with current and anticipated future MS4 permit requirements; funding strategies and options for MS4 permit compliance efforts; and OC Stormwater Program budgeting. Recommendations that would result in unbudgeted costs shall be subject to Majority Approval of the PERMITTEES pursuant to III.A.1.d. C. Under no circumstances shall this Section be interpreted as a replacement or substitute for any other responsibility of CITIES or the COUNTY under this Agreement. At the COUNTY’s discretion, the Director of OC Public Works may enter into a memorandum of understanding with OCCMA to facilitate 11 procedures for OCCMA engagement under this Section. Under no circumstances shall this provision be interpreted to require any written agreement between the COUNTY and OCCMA. V. PROGRAM COSTS A. Annual Operating Costs. Where not otherwise funded, the annual operating budget, including all costs of equipment, goods, COUNTY services (including, but not limited to, applicable COUNTY and COUNTY’S departmental overhead), and all professional services costs incurred by the COUNTY, and any cost of the MS4 permits, as determined by the COUNTY in its role as administrator of the OC Stormwater Program, shall be a shared cost and allocated among the COUNTY, DISTRICT, and CITIES, and paid for as follows: Participants Percentage Contribution DISTRICT 10 CITIES + COUNTY 90 The individual percentage contributions from each CITY and the COUNTY shall be functions of their respective dry land areas and population relative to those of the entire County of Orange. Each area shall be calculated as one-half of the sum of the area and population fractions, multiplied by 90%. National forests, state parks, airports, landfills, oceans, harbors, tidal bays, and active military installations shall be excluded from area calculations (Exhibit A-1). The contribution of the COUNTY shall be calculated from unincorporated areas and their respective populations. Should any external or alternative sources of funding become available, those funds may be directly applied to the appropriate budget(s) before the shared cost percentages are applied to the PERMITTTEES or credited to a subsequent budget. 12 Share in percent for jurisdiction #1= {(X1/Xtot) + (Y1/Ytot)}/2 x (90) X = area Y = population tot = total population or area 90 = total percentage excluding the DISTRICT’s contribution The percentage share shall be calculated by the COUNTY from population and area data. The population data shall be the most recent annual population estimates produced by the California Department of Finance, and area is based on the most recent OC Public Works survey data available to the COUNTY. Percentage share calculations shall be updated by May of each budget year for the budget year following and shall be included in annual operating budget proposals. Annual operating budget proposals shall be prepared based on the following percentage share computation methods, as applicable, and subject to exclusions in Exhibit A-1: 1. Countywide costs will be calculated as described in the process and formula above and subject to Exhibit A-1 for the entire group of PERMITTEES. 2. Regional costs, specific to only one RWQCB permit (Santa Ana Region and San Diego Region), will be calculated based on the process and formula above for PERMITTEES within the respective permit geographic area. For PERMITTEES that have jurisdiction in both permit regions, the regional costs will be based on the land area and prorated population for that permit geographic area. 3. Sub-budgets shall be based on the PARTICIPATING PERMITTEES and their corresponding area and prorated population total within the geographic area subject to the specific sub-budget. 4. In the event of a regulatory directive issued to PERMITTEES requiring amendment of any approved budget, the COUNTY shall provide immediate 13 notice to the included PERMITTEES and hold discussions with respect to responding to the directive and funding the immediate response. Such budget amendments shall be subject to the Majority Approval referenced in Section III.A.1.d. 5. If at any time during a budget year costs exceed the sum of the deposits for any approved budget, and prior Majority Approval for such exceedance has been obtained, the COUNTY shall submit invoices to the involved PERMITTEES to recover the deficit. The share for each PERMITTEE shall be prorated according to the formula that was initially used to apportion budget costs. Each CITY shall pay the invoice within 45 calendar days of the billing date. 6. If at any time costs exceed the sum of the deposits for any approved budget, the COUNTY may propose a budget increase and request payment by the PERMITTEES, and PERMITTEES shall pay such amount, provided the budget increase is approved in accordance with sections III.A.1.c-d or III.A.2.c of this Agreement, as may be applicable. Until such approval is obtained and sufficient deposits received, the COUNTY may, at its sole discretion, cease carrying out approved budget components so as to limit or not incur costs in excess of deposits. Nothing in this AGREEMENT shall be construed as requiring PERMITTEES to approve budget increases. 7. The COUNTY shall prepare a budget year-end accounting within 120 calendar days of the end of the budget year and present the same to the involved PERMITTEES for review. If the budget year-end accounting results in the sum of the deposits exceeding costs (net of interest earnings), the excess deposits shall carry forward to reduce the obligation of the PERMITTEES for the following budget year and prorated to the CITIES consistent with the cost-sharing population and area data 14 calculation above. 8. The COUNTY shall invoice each CITY for its annual share of each approved budget by November 30 of each budget year. Each CITY shall pay their deposit(s) within 45 calendar days of the billing date or within 45 calendar days of November 30, whichever is later. Each CITY’S deposit(s) shall be based on their prorated share(s) of the approved budget(s), reduced for any carry forward amount identified in the prior budget year-end accounting. 9. The COUNTY shall hold each CITY’s annual share of each approved budget in interest-bearing accounts and credit interest earned on each CITY’s annual share against each CITY’s share of the approved budget costs. The COUNTY shall maintain records regarding interest earned and credited on each CITY’s annual share and provide the same to the CITIES within 120 calendar days of the end of the budget year. 10. Upon termination of this AGREEMENT, a final accounting shall be performed by the COUNTY and presented to the PERMITTEES for review. If the sum of the deposits exceeds the costs, the COUNTY shall reimburse to each CITY its prorated share of the excess, within 120 calendar days of the final accounting. VI. LIFE OF THE AGREEMENT The term of this AGREEMENT shall be indefinite, unless amended or terminated in accordance with this AGREEMENT. VII. ADDITIONAL PARTIES Any CITY which becomes incorporated after the effective date of this AGREEMENT, or requests to become a party to this AGREEMENT after previously withdrawing pursuant to Section VIII, shall be eligible to become a party to this AGREEMENT, subject to Majority Approval. In approving adding additional cities to this AGREEMENT, the PERMITTEES may 15 require such conditions of the added cities as they determine necessary or advantageous. The date of initiation, for determining costs for newly incorporated cities, shall be the date of incorporation. The costs for adding additional cities to this AGREEMENT and OC Stormwater Program including, but not limited to, permit and processing fees, as well as administrative costs incurred by the COUNTY and costs to reimburse the existing PERMITTEES for unreimbursed costs related to a previous withdrawal (if applicable), shall be calculated by the COUNTY, approved by Majority Approval of the PERMITTEES and, thereafter, invoiced by the COUNTY and paid by the added city(ies) within 45 calendar days of the billing date. Monies to be reimbursed to the existing PERMITTEES shall carry forward to reduce the billings for the following budget year. VIII. WITHDRAWAL FROM THE AGREEMENT A CITY may withdraw from this AGREEMENT by providing at least 60 calendar days written notice to the COUNTY. The COUNTY shall notify the PERMITTEES within 10 business days of receipt of any withdrawal notice. Neither the COUNTY nor any PERMITTEE shall be responsible for advising the withdrawing CITY of the legal, regulatory, or programmatic effects of withdrawing, nor have any continuing responsibility to the withdrawing CITY upon the effective date of the withdrawal. The withdrawing CITY shall be solely responsible for any costs the withdrawing CITY may incur related to its withdrawal, including, but not limited to, penalties assessed by RWQCBs, and or other resource agencies (e.g., EPA, CDFW, etc.) in connection with or related to its withdrawal. In addition, withdrawal shall constitute forfeiture of any deposits on hand from the withdrawing CITY, for the budget year in which the withdrawal is effective. If the effective date of a withdrawal is within 60 calendar days of the beginning of any budget year, the withdrawing CITY shall be responsible for paying its annual 16 share for the upcoming budget year as if it were still a PERMITTEE participating in this AGREEMENT but shall be eligible to receive a credit for any prospective carry forward amount of such annual share as may be contemplated by this AGREEMENT. The cost allocations to the remaining PERMITTEES participating in this AGREEMENT shall be recalculated and collected and/or credited as necessary in the budget year following the effective date of the withdrawal. IX. NON-COMPLIANCE WITH PERMIT OR ORDER REQUIREMENTS Each PERMITTEE shall remain solely responsible for its own acts and omissions with respect to compliance with requirements of an MS4 permit or other order of the RWQCBs or SWRCB to which it may be subject, and nothing herein shall be deemed to waive, release, or transfer any such responsibility to any other PERMITTEE. Nothing in this AGREEMENT shall be construed as an assumption by any PERMITTEE of any liability or obligation of another PERMITTEE, whether past, present, or future. X. LEGAL ACTION/ COSTS/ ATTORNEY FEES In the event of legal action to enforce any provision of this AGREEMENT, each party shall bear its own attorneys’ fees and costs, and no party shall seek to recover the same from any other party through litigation or other legal proceedings. XI. AMENDMENTS TO THE AGREEMENT This AGREEMENT may be amended with Majority Approval. The COUNTY and the DISTRICT shall represent one voting PERMITTEE with their percentage contribution equal to the total of the COUNTY and the DISTRICT as described in Section V. No amendment to this AGREEMENT shall be effective unless it is in writing and signed by the duly authorized representatives of the COUNTY and the required Majority Approval of PERMITTEES. XII. NOTICES 17 All notices required under Section VIII shall be deemed duly given if delivered by hand (with written confirmation of receipt); via electronic mail (with confirmation of transmission); or three (3) days after deposit in the U.S. Mail, postage prepaid. XIII. GOVERNING LAW This AGREEMENT shall be governed and construed in accordance with laws of the State of California. If any provision or provisions of this AGREEMENT is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not any way be affected or impaired hereby. XIV. CONSENT TO BREACH NOT WAIVER No term or provision hereof shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the duly authorized representative of the PERMITTEE to have waived or consented. Any consent by any PERMITTEE to, or waiver of, a breach by the other, whether express or implied, shall not constitute a consent to, waiver of, or excuse for any other different or subsequent breach. XV. APPLICABILITY OF PRIOR AGREEMENTS This AGREEMENT restates and amends the provisions in prior agreements and constitutes the entire AGREEMENT between the PERMITTEES with respect to the subject matter. All prior agreements, representations, statements, negotiations, and undertakings are superseded hereby. XVI. EXECUTION OF THE AGREEMENT This AGREEMENT may be executed in counterparts, and the signed counterparts shall constitute a single instrument. The parties agree that this AGREEMENT may be executed and delivered by electronic means, including via email or electronic signature platforms (e.g., DocuSign, Adobe Sign), and that such electronic signatures shall be deemed to have the same legal 18 effect as original signatures. Each party agrees that electronically signed documents shall be valid, enforceable, and admissible in any legal proceeding to the same extent as a manually signed original. XVII. NO WAIVER OF PRIVILEGE AND/OR WORK PRODUCTION PROTECTION Notwithstanding anything in this Agreement to the contrary, nothing in this AGREEMENT shall require a party to release or provide information (including any reports, communications, data, etc.) that has been deemed by that party to be subject to the attorney-client privilege, attorney work product doctrine, or any other relevant privilege and protection, including, but not limited to, any reports or information generated by a party’s consultant that was prepared in consultation with, or at the direction of, such party’s attorney or counsel of record. Nothing in this AGREEMENT shall prohibit the parties hereto from entering into future agreements, including joint defense agreements, common interest agreements, or other similar agreements to share such privileged or protected information subject to the terms and conditions of such an agreement. 19 IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT on the dates opposite their respective signatures: ORANGE COUNTY FLOOD CONTROL DISTRICT A body corporate and politic By Chairman of the Board of Supervisors COUNTY OF ORANGE A body corporate and politic Date: By Chairman of the Board of Supervisors SIGNED AND CERTIFIED THAT A COPY OF THIS AGREEMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD Date: By ROBIN STIELER Clerk of the Board of Supervisors of Orange County, California APPROVED AS TO FORM COUNTY COUNSEL ORANGE COUNTY, CALIFORNIA By Julia Woo, Senior Deputy Date: /// /// /// 20 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF ALISO VIEJO Date: ______ ATTEST: City Clerk 21 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF ANAHEIM Date: ______ ATTEST: City Clerk 22 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF BREA Date: _________________________ ATTEST: City Clerk 23 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF BUENA PARK Date: ______ ATTEST: City Clerk 24 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF COSTA MESA Date: _____ ATTEST: City Clerk 25 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF CYPRESS Date: ______ ATTEST: City Clerk 26 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF DANA POINT Date: ______ ATTEST: City Clerk 27 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF FOUNTAIN VALLEY Date: ______ ATTEST: City Clerk 28 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF FULLERTON Date: ______ ATTEST: City Clerk 29 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF GARDEN GROVE Date: ______ ATTEST: City Clerk 30 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF HUNTINGTON BEACH Date: ______ ATTEST: City Clerk 31 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF IRVINE Date: ______ ATTEST: City Clerk 32 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LA HABRA Date: ______ ATTEST: City Clerk 33 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LA PALMA Date: ______ ATTEST: City Clerk 34 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LAGUNA BEACH Date: ______ ATTEST: City Clerk 35 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LAGUNA HILLS Date: ______ ATTEST: City Clerk 36 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LAGUNA NIGUEL Date: ______ ATTEST: City Clerk 37 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LAGUNA WOODS Date: ______ ATTEST: City Clerk 38 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LAKE FOREST Date: ______ ATTEST: City Clerk 39 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF LOS ALAMITOS Date: ______ ATTEST: City Clerk 40 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF MISSION VIEJO Date: ______ ATTEST: City Clerk 41 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF NEWPORT BEACH Date: ______ ATTEST: City Clerk 42 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF ORANGE Date: ______ ATTEST: City Clerk 43 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF PLACENTIA Date: ______ ATTEST: City Clerk 44 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF RANCHO SANTA MARGARITA Date: ______ ATTEST: City Clerk 45 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF SAN CLEMENTE Date: _____ ATTEST: City Clerk 46 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF SAN JUAN CAPISTRANO Date: _____ ATTEST: City Clerk 47 Date: By: ALVARO NUNEZ City Manager APPROVED AS TO FORM: JENNIFER L. HALL KYLE NELLESEN Assistant City Attorney CITY OF SANTA ANA ATTEST: City Clerk 48 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF SEAL BEACH Date: ____ ATTEST: City Clerk 49 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF STANTON Date: ______ ATTEST: City Clerk 50 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF TUSTIN Date: ______ ATTEST: City Clerk 51 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF VILLA PARK Date: ______ ATTEST: City Clerk 52 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF WESTMINSTER Date: ______ ATTEST: City Clerk 53 By: Mayor APPROVED AS TO FORM: City Attorney CITY OF YORBA LINDA Date: ______ ATTEST: City Clerk 54 EXHIBIT A - 1 DRY LAND AREA DEDUCTED FROM JURISDICTIONS Landfills Jurisdiction Olinda County Santiago County Prima Deschecha County Bee Canyon County Coyote Canyon County State Parks Bolsa Chica State Beach* Huntington Beach Chino Hills State Park County Corona Del Mar State Beach Newport Beach Crystal Cove State Park** County Doheny State Beach Dana Point Huntington State Beach Huntington Beach San Clemente State Beach San Clemente Airports Fullerton Fullerton John Wayne County Military facilities Joint Forces Training Base - Los Alamitos Los Alamitos Former MCAS Tustin*** Tustin Seal Beach Naval Weapons Station**** Seal Beach National Forests Cleveland National Forest County *Includes Bolsa Chica Ecological Preserve **Includes Laguna Laurel Ecological Preserve ***Active military areas ****Includes Seal Beach National Wildlife Refuge