Lake Oswego, Various - Establish and Operate the Clackamas River Water Providers INTER-GOVERNMENTAL AGREEMENT
OF
THE CLACKAMAS RIVER WATER PROVIDERS
(as Amended in 2011)
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Table of Contents
Section1. Definitions................................................................................................................. 3
Section 2. Establishment of CRWP...........................................................................................4
Section3. Purposes....................................................................................................................4
Section 4. Cooperation and Participants' Retained Authority................................................... 5
Section 5. Clackamas River Water Provider's Authority.......................................................... 5
Section6. Membership.............................................................................................................. 6
Section7. Dues .......................................................................................................................... 6
Section8. CRWP Board ............................................................................................................7
Section9. Fiscal Agent..............................................................................................................7
Section10. Term.......................................................................................................................... 7
Section 11. Dispute Resolution.................................................................................................... 8
Section 12. Duration and Dissolution.......................................................................................... 8
Section 13. Contractual Liability................................................................................................. 8
Section 14. Indemnification......................................................................................................... 8
Section 15. Oregon Law and Forum........................................................................................... 9
Section 16. Agreement Amendments ..........................................................................................9
Section17. Prior Agreement........................................................................................................ 9
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CLACKAMAS RIVER WATER PROVIDERS
This Inter-Governmental Agreement is entered into by and among the undersigned
municipalities and special districts,herein after called"Participants",to establish and operate the
Clackamas River Water Providers(CRWP).
RECITALS
WHEREAS, ORS Chapter 190 authorizes units of local government to enter into written
agreements with any other unit or units of local government for the performance of any or all
functions and activities that any of them has the authority to provide, and that the agreement may
provide that such functions and activities may be performed by an intergovernmental entity
created by the agreement and governed by a board or commission appointed by,responsible to
and acting on behalf of the units of local government that are parties to the agreement; and
WHEREAS, all the Participants are thus authorized to enter into an inter-governmental
agreement; and
WHEREAS,the Participants through separate authorizations from the State Water
Resources Department,hold permits or rights to the use of public waters from the Clackamas
River for beneficial uses without waste; and/or
WHEREAS,the Participants own and operate structures on the Clackamas River the
purpose of which are to divert the waters of the Clackamas River for beneficial uses without
waste; and
WHEREAS,the signatories to this Agreement recognize that their respective customers
can benefit through cooperative planning,management and development of water supply from
the Clackamas Basin.
The parties,NOW, THEREFORE, agree as follows:
Section 1. Definitions
For the purpose of this Agreement the following terms shall be defined as follows:
"Agreement"—This document and any authorized amendments thereto.
"Clackamas River Water Providers" (herein CRWP)—Shall mean all Participants and Joinder
Entities to this Agreement acting pursuant and under the terms of the Agreement.
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"CRWP Board"—Shall mean the Board of Directors established under Section 8 of this
Agreement, consisting of one representative from each Participant organization.
"CRWP Funds"—CRWP funds shall consist of all dues/cost shares, grant monies and funding
from any other source provided to CRWP to conduct the activities and business of the CRWP.
"Fiscal Year"- Shall mean the period beginning on July 1 of any given year and ending June 30
the following year.
"Joinder Entity"—Shall mean any dues-paying member that is not a public water supply agency.
"Members"—Shall mean both Participants and Joinder Entities
"Participant"—Shall mean any dues-paying member that is a public water supply agency.
Section 2. Establishment of CRWP
There is hereby created an intergovernmental entity to be known as the Clackamas River Water
Providers("CRWP").
Section 3. Purposes
The purposes of the CRWP are as follows:
A. To coordinate efforts regarding water resource planning,management, conservation
and beneficial use of the waters of the Clackamas River and its supporting watershed;
B. To fund and/or support public outreach and education programs;
C. To fund and/or support water resource activities that may include(but are not limited
to)watershed assessments, water quality monitoring and analyses, and water supply
planning;
D. To fund staff, services, and contracts to implement the activities and programs of the
CRWP as they may be identified and approved by the CRWP Board.
E. To provide a forum for the study and discussion of water resource issues of mutual
interest to the Members and to allow for common understanding and collaborative
decision-making related to these issues.
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Section 4. Cooperation and Participants' Retained Authority
CRWP shall act through the process laid out herein in the spirit of cooperation among its
Members. By entering into this Agreement,no Participant has assigned or granted to another or
to the CRWP its water rights or authority to plan, construct, and operate its water system or
perform any other obligation or duty assigned to it under law.
Section 5. Clackamas River Water Provider's Authority
In accomplishing its purposes, and utilizing the organizational structure and decision-making
processes contained herein,the CRWP is authorized to:
A. Adopt by-laws and other operating procedures consistent with the terms of this
Agreement to govern operations and administration including budgeting, finance,
accounting, reporting, meeting arrangements, voting procedures, elections of officers,
notice procedures, and procedures for execution of contracts;
B. Adopt and implement an annual Work Plan, and Budget;
C. Collect regular dues (or reimbursements)from Participants and Joinder Entities to
support the activities of the CRWP in the amounts established as provided herein;
D. Expend CRWP funds and establish accounts and accounting processes to manage
such funds;
E. Execute contracts to obtain goods and services needed to conduct the activities of
CRWP;
F. Establish a procedure and criteria whereby other units of government or entities may
become Members of the CRWP, either as a Participants or Joinder Entities,
subsequent to the effective date of this Agreement;
G. Establish procedures for managing its own staff,including hiring, development,
compensation, and termination;
H. Apply for and receive grants and accept other funds from any person or entity to carry
out CRWP activities.
I. Take other action within the powers specifically granted to CWRP in this section and
to carry out the purposes stated in Section 3 above.
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Section 6. Membership
A. Initial Participants. The initial Participants and signatories to this Agreement include the
South Fork Water Board,North Clackamas County Water Commission, City of Lake
Oswego, City of Estacada, Clackamas River Water and the Sunrise Water Authority;
B. Membership. Membership in CRWP shall be comprised of Participants and Joinder
Entities, as defined herein. The CRWP Board may establish standards for membership in
its by-laws or may allow new Members to join on terms that the CRWP Board considers
appropriate, consistent with the terms of this Agreement,provided,however,that no new
Members may join CRWP without the affirmative vote of a majority of the CRWP
Board;
C. Withdrawal. Any Member may withdraw from CRWP at the end of a fiscal year by
providing written notice to the Chair of the CRWP Board by April 1 of that year.
Withdrawing Members shall be responsible for dues for the entire fiscal year during
which withdrawal occurs.
D. Voting Rights. Voting rights on the CWRP Board will be extended only to Participants
and shall be limited to one vote per such member.
Section 7. Dues
A. Each Member shall pay annual dues each fiscal year on(at least)a quarterly basis for
membership during that fiscal year.
B. The dues for each Participant shall be established annually by the CWRP Board and shall
be based on the proportionate annual water usage among all Participants consumed during
the full calendar year prior to the given fiscal year.
C. The dues for any Joinder Entity shall be established by the CRWP Board at the time the
Board approves the entity's membership.
D. If any Member becomes unable to pay its annual dues obligation for reasons of financial
constraint, the CRWP Board may negotiate a payment schedule with that Participant.
E. Additional Participants shall be allowed to join CRWP only at the beginning of a fiscal
year.
F. The dues of all Joinder Entities will be treated as part of budget reserves for the fiscal year
in which the Joinder Entity dues are assessed, and will not impact or change the dues of
any Participant for that fiscal year. Budget reserves resulting from any prior fiscal year
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operation may be used to offset dues of Participants in subsequent fiscal years, as
available and approved by the CRWP Board.
Section 8. CRWP Board
A. The CRWP Board shall be made up of one representative staff person appointed by each
Participant. Each Participant shall also appoint an alternate representative staff person to
serve in the absence of the primary representative.
B. The Board is authorized to: (1)approve CRWP's annual work plan and budget; (2) set
CRWP policy; (3) approve new Members; (4)recommend water resource planning, and
regional cooperation actions to Participants' governing boards, commissions, or councils;
(5) adopt by-laws; (6) exercise any other powers and authority granted to the CRWP by
this Agreement necessary to accomplish CRWP's purposes as established in Section 3 of
this Agreement.
C. Consistent with the terms of this Agreement,the by-laws shall, at least, (1) establish the
offices of Chair and Vice-Chair and determine their terms, their general duties, and the
method for their election; (2)establish a method to allow additional entities to apply for
membership; (3) establish a method to determine timing of meetings; (5) establish a
method whereby the Board can create subcommittees of the Board and other advisory
committees or bodies to assist the Board in conducting it business.
D. Unless specified otherwise in this Agreement or the bylaws, Board actions must be
approved by a vote of a majority of the Board members present and eligible to vote at a
meeting at which a simple majority of the Board is present.
Section 9. Fiscal Agent
The Board shall designate a fiscal agent for CRWP from among its Members,unless so
authorized from the CRWP Board.
Section 10. Term
The term of this Agreement,unless otherwise terminated according to its provisions, shall be
perpetual from the date that the last of the Participants named in Section 6(B)of this Agreement
signs this Agreement.
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Section 11. Dispute Resolution
Disputes among the Members shall, if possible, be resolved through the use of a mandatory,
binding dispute resolution mechanism established by CWRP Board in the by-laws. However,the
issues subject to this dispute resolution mechanism shall be limited to interpretation of the terms
of the Agreement. No issues related to water supply development or program development by
individual members will be raised as part of this dispute resolution mechanism.
Section 12. Duration and Dissolution
This Agreement shall remain in effect, subject to the following: (1) any Participant may
withdraw at the end of any fiscal year as provided in this Agreement; (2) should all but one
Participant withdraw, the Agreement shall end and CRWP shall be dissolved; (3) CRWP may be
dissolved by a majority vote of the CRWP Board.
Section 13. Contractual Liability
Members shall share contractual liability of CRWP, including any judgment, fines or
penalties and reasonable attorney fees incurred in a contract action that are levied against
CRWP, or against a Member who entered into a contract on behalf of CWRP with authorization
of the CWRP Board, on a basis proportionate to the each respective Member's dues,unless
otherwise specified by a majority vote of the membership of the CRWP Board. This obligation
shall apply to any entity that was a Member at the time the liability arose or the cause of action
accrued. Settlement of any claim or action that would impose an obligation to pay upon
Members under this provision must be approved by a majority of the membership the CRWP
Board. Members who are not signatories to this Agreement shall be required to execute an
agreement consistent with the terms of this Section 13 as a condition of membership.
Section 14. Indemnification
To the extent permitted by the Constitution and laws of Oregon relating to units of local
government and subject to the limitations of ORS 30.265 to 30.300, each Member shall
indemnify, defend and hold the others harmless from any liability arising from that Member's
negligence in connection with CRWP activities including but not limited to acts or omissions of
the Member's officials, employees and agents. Members who are not signatories to this
Agreement shall be required to execute an agreement consistent with the terms of this Section 14
as a condition of membership.
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Section 15. Oregon Law and Forum
A. This Agreement shall be construed according to the laws of the State of Oregon.
B. Any litigation between the Participants under this Agreement or arising out of work
performed under this Agreement shall occur, if in the state courts, in the Clackamas
County Circuit Court, and if in the federal courts, in the United States District Court for
the District of Oregon.
Section 16. Agreement Amendments
Amendments to this Agreement shall be recommend by the Board and shall be effective when
authorized by the governing board, commission or council, as the case may be, of every
Participant.
Section 17. Prior Agreement
This Agreement amends, by completely replacing, the terms of the agreement Clackamas River
Water Providers IGA entered into by the parties on August 2007.
SIGNATURES ON FOLLOWING PAGE
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO SUNRISE WATER AUTHORITY
By: By:
layor Chair
Date: .--_A 1 Date:
By:
NORTH CLACKAMAS COUNTY Secretary
WATER COMMISSION
Date:
By:
Chair
CLACKAMAS RIVER WATER
Date:
President
SOUTH FORK WATER BOARD
Date:
By:
Chair
By:
Date: Secretary
Date:
CITY OF ESTACADA
By:
Mayor
Date:
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO
SUNRISE W ER AUT RITY
By:
Mayor By:
—OKair
Date:
Date: �/f,� Z� IV r y
NORTH CLACKAMAS COUNTY By: ,;�
WATER COMMISSION Secretary
By: Date: o f .- is— a o i„L
Chair
Date: CLACKAMAS RIVER WATER
By:
SOUTH FORK WATER BOARD President
By: Date:
Chair
Date: By:
Secretary
CITY OF ESTACADA Date:
By:
Mayor
Date:
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO
SUNRISE WATER AUTHORITY
By:
Mayor By:
Chair
Date:
Date:
NORTH CLACKAMAS COUNTY By:
WATER COMMISSION Secretary
By. (� , _ Date:
Chair/'V-
Date:
hair Date: it r i CLACKAMAS RIVER WATER
By:
SOUTH FORK WATER BOARD President
By: Date:
Chair
Date: By:
Secretary
CITY OF ESTACADA Date:
By:
Mayor
Date:
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO
SUNRISE WATER AUTHORITY
By:
Mayor By:
Chair
Date:
Date:
NORTH CLACKAMAS COUNTY By:
WATER COMMISSION Secretary
By: Date:
Chair
Date: CLACKAMAS RIVER WATER
By:
SOUTH FORK WATER BOARD President
B f - Date:
Date: t0 — 13--11 By:
Secretary
CITY OF ESTACADA Date:
By:
Mayor
Date:
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO
SUNRISE WATER AUTHORITY
By:
Mayor By:
Chair
Date:
Date:
NORTH CLACKAMAS COUNTY By:
WATER COMMISSION Secretary j
By: Date:
Chair
Date: CLACKAMAS RIVER WATER
By: 6�
--
SOUTH FORK WATER BOARD •esident
' I
By: Date: - 1v
Chair
Date: B6-- Z
��-
'ecretary
CITY OF ESTACADA Date: ���
By:
Mayor
Date:
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CLACKAMAS RIVER WATER PROVIDERS
CITY OF LAKE OSWEGO SUNRISE WATER AUTHORITY
By: By:
Mayor Chair
Date: Date:
By:
NORTH CLACKAMAS COUNTY Secretary
WATER COMMISSION
Date:
By:
Chair
CLACKAMAS RIVER WATER
Date:
By:
President
SOUTH FORK WATER BOARD
Date:
By:
Chair
By:
Date: Secretary
Date:
CIT"F ESTACAI)A
By:
Mayor
Date: J2��/ /,�j 1
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CITY OF TI RD
By:
Mayor
Date:
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