PASCAGOULA RIVER BASIN ALLIANCE MEMORANDUM OF UNDERSTANDING Rev. 5/10/10 1 MEMORANDUM OF UNDERSTANDING AMONG Citizen Representative from Pascagoula River Citizen Representative from Escatawpa River Citizen Representative Chickasawhay River Citizen Representative Leaf River Audubon Mississippi Chevron Pascagoula Refinery Coastal Rivers Land Trust for the Mississippi Coastal Plain Mississippi Association of Supervisors Mississippi Coastal Preserves Program - Mississippi Department of Marine Resources & Mississippi Secretary of State Mississippi Gulf Coast Community College Estuarine Education Center Pascagoula River Wildlife Management Area - Mississippi Department of Wildlife, Fisheries & Parks Mississippi Power Company Mississippi State University Extension Service Mississippi Wildlife Federation Pat Harrison Waterway District The Nature Conservancy, Mississippi Chapter Natural Capital Development Department of Biological Sciences - University of Southern Mississippi 2 3 This Memorandum of Understanding, hereinafter referred to as the "MOU", among the signatory members of the Steering Committee for the Pascagoula River Basin Alliance, hereinafter referred to as "the Alliance", to facilitate the cooperation of the parties in efforts to promote the ecological, economic and cultural health and viability of the Pascagoula, Leaf, Chickasawhay, and Escatawpa Rivers and their watersheds by fostering research, communication, and action. This agreement provides for the limited sharing of personnel, information, and funds to obtain this goal. WITNESSETH: WHEREAS, the Pascagoula River Basin is a world-class natural resource, the largest unimpeded major river system in the lower 48 states; and WHEREAS, the Pascagoula River Basin has significant ecosystems - bottomland forests, longleaf pine uplands, fragile marshes, wet-pine savannas and aquatic habitats - that support common and uncommon wildlife; and WHEREAS, the watershed is an archetype of the Native American landscape; and WHEREAS, the agencies and organizations named as Steering Committee above have a vested interest in the preservation of the diversity of life in the Pascagoula River Basin; and WHEREAS, The Alliance is a diverse group of stakeholders, including individuals, non-profit organizations, industries, and government agencies; and WHEREAS, the Alliance will promote conservation of naturally functioning ecosystems; foster new scientific research for a greater understanding of natural processes; encourage public enjoyment and understanding of natural resources and their values; work with communities to explore opportunities for sustainable economic growth; support local communities in their efforts to manage growth; work with local industries to balance resource needs and resource protection; and WHEREAS, the Alliance will work to build a broad constituency for stewardship of the river basin; engage policymakers who have influence; and tell the wonderful story of the Pascagoula; and WHEREAS, the Alliance has agreed to help protect the Pascagoula River system through education, advocacy, and stewardship and by working to ensure that money for conservation, education and research is spent wisely and efficiently; and that there is broad support for significant public actions taken in the Pascagoula River Basin; Now, therefore let it be known that the undersigned, or their designated representatives (Steering Committee) have formed the Pascagoula River Basin Alliance, whose mission is to promote the ecological, economic and cultural health and viability of the Pascagoula, Leaf, Chickasawhay, and Escatawpa Rivers and their watersheds by fostering research, communication, and action. Steering Committee members shall meet regularly, at least quarterly, to discuss and approve actions designed to achieve mission success; and to solicit funding for agreed actions. 4 Members of the Steering Committee shall attend, or send a designated representative, to all regularly scheduled meetings and participate to the fullest extent possible in a spirit of cooperation and good will. The Committee shall be capped at a maximum of twenty voting members. A quorum shall be considered a minimum of one third of Steering Committee members of full voting status. Voting members who miss repetitive meetings risk losing their voting status at the discretion of the Steering Committee. New member organizations may be added by consensus vote, as openings become available. Decisions of the Steering Committee will be made by consensus, rather than majority vote. [See Attached document for definition of consensus, "Consensus Decision-making", from Building United Judgment, published by the Center for Conflict Resolution.] The Steering Committee shall select by consensus a Chairperson, a Co-Chairperson and a Secretary, who will serve for a one-year term. Officers will be recognized as having been in regular attendance during the previous year. The Chairperson and Co-Chairperson will conduct meetings, and ensure that meeting minutes and attendance are recorded by the Secretary and approved by the Steering Committee. The Officers will represent the Alliance with the media and political bodies, The Secretary shall ensure minutes are kept for each Alliance meeting and that these minutes are available for review and approval at the following meeting. The Officers and the Steering Committee members will at all times represent the consensus decisions made by the Steering Committee. The mission of the Alliance may be carried out through the following: 1. Sharing of resources: All or some of the parties, as occasion demands, may enter into specific agreements for the sharing of information, funds, purchasing of supplies, and other matters pertaining to the general purposes of management agreed upon by consensus of the Steering Committee; 2. Specific agreements and working plans: Individual projects considered by all or some of the parties hereto to have mutual interest will be developed whenever deemed appropriate by the involved parties; 3. Funding proposal: Proposals for funding individual projects or the collective efforts of the Alliance will be developed by the Steering Committee; 4. Production and dissemination of technical information to other agencies, organizations or individuals that wish to assist with the mission of the Alliance: Whoever produces the information retains the rights to their property, but the Alliance has the right to distribute the information upon approval of the owner of the information. Technical information produced by the Alliance shall be available to anyone or any entity upon request, free or on a cost reimbursable basis as necessary; 5. Education and public awareness: The Alliance may disseminate information through printed materials, presentations, demonstration areas or projects, or the media; 6. Regular meetings: The Alliance Steering Committee will hold at least four meetings per year and more often as required to discuss actions. The Steering Committee will keep written records of attendance and actions taken under this MOU. The Alliance at large will strive to hold an annual meeting, preferably near the anniversary date of late September; 7. Making this MOU effective as of the date it is executed or revised and sustaining its effectiveness as long as required by the Steering Committee. 5 Nothing in this agreement shall be construed to place a financial commitment upon any of the parties. Actions taken and funds expended to implement this agreement are contingent upon appropriations, priorities, and other constraints. Under circumstances where funds are to be transferred, any obligation of funds will be done under a specific agreement, such as a separate contract, purchase order, grant or cooperative agreement. No member or delegate to congress or resident commissioner, or any officer, employee, special government employee, agent of the signatory parties or any party involved in this agreement shall be admitted to any benefit that may arise from this agreement, but this provision shall not be construed to extend to a corporation or unit of government contracting for its or the public's general benefit. This MOU is made upon the express condition that the signatory parties, their agencies, and employees, shall be free from all liabilities and claims for damages and/or suits for or by reason of any injury to any person or property of any kind whatsoever, whether to the person or property of the signatory parties, their agencies, employees, or third parties, from any cause or causes whatsoever arising from any activities conducted pursuant to this MOU. In the performance of this MOU, employees or agents of each organization are not to be considered employees or agents of another organization nor of the Alliance, and each organization will be responsible in all respects for the acts and omissions of its own employees, contractors, volunteers, members, agents, and guests. This MOU is entered into pursuant and subject to all applicable federal, state, and local laws. This MOU is not entered into in the interest of obtaining advice or recommendations for any office or agency of the federal government and nothing herein shall be construed, nor is intended to state or imply, that the MOU establishes a federal advisory committee or such that the Federal Advisory Committee Act shall apply. This MOU may be amended by mutual agreement of all parties hereto. It may be subject to amendments, or as otherwise becomes necessary, which outline projects to be accomplished. A signatory party may terminate its participation in this agreement upon written notice to all parties with 30 days notice. 6 Steering Committee signatures. Authorized signatories of organization and their designated Steering Committee representative: 7