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1988-029CITY OF SOUTHLAKE, TEXAS RESOLUTION NO. 88-29 A RESOLUTION OF THE CITY OF SOUTHLAKE, TEXAS, APPROVING A UTILITY CONTRACT BEWTEEN THE CITY AND TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 RELATING TO WATER AND SEWER SERVICES FOR THE IBM PHASE IA PROJECT LOCATED IN THE CITY; AUTHORIZING THE EXECUTION OF SUCH CONTRACT; DECLARING AN EFFECTIVE DATE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE: Section 1. That the City Council hereby approves a Utility Contract between the City and Trophy Club Muncipal Utility District No. 1, relating to Water and Sewer Service for the IBM Phase IA Project located in the City; in the form attached hereto as Attachment "A", and authorizes and directs the City Manager to execute and deliver such Contract to the Trophy Club Municipal Utility District No. 1, on behalf of the City. Section 2. That this Resolution shall be in full force and effect from and after its passage. PASSED, APPROVED AND April, 1988. ATTEST.: 1AtySecr"et'ary-. City of Southlake, Texas APPROVED: L City Attorney, City of Southlake, Texas 0 2 1 3 a/ 5 8 UTILITY CONTRACT BETWEEN TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 AND THE CITY OF SOUTHLAKE THIS CONTRACT AND AGREEMENT (th "Contract") is made and entered into this day of 7j-,' 177) , 1988, by and between TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 (hereinafter referred to as the "MUD"), acting by and through its duly authorized representative and the CITY OF SOUTHLAKE, Texas, a municipal corporation (hereinafter referred to as the "City"), acting by and through its duly authorized representative. W I T N E S S E T H: WHEREAS, the MUD owns, operates, and maintains facilities for processing and distributing a supply of surface water and subsur- face water and owns, operates, and maintains wastewater treatment facilities, and at the present time is qualified to furnish and deliver treated water and to receive and treat wastewater; and WHEREAS, the City desires that the MUD supply it with a quan- tity of water as required by the City not to exceed 100,000 gallons per day to be delivered to the site more particularly described in the attached Exhibit "A" (the "Site") and to receive and treat wastewater from the Site; and WHEREAS, it is deemed to be in the best interest of the par- ties herein that they enter into a mutually satisfactory agreement by which the MUD agrees to supply treated water to the Site and to receive and treat wastewater from the Site at a reasonable rate; NOW, THEREFORE, FOR AND IN CONSIDERATION of the terms, con- ditions and covenants contained herein, the MUD and the City do hereby covenant and agree as follows: 1. TERMS AND CONDITIONS No later than May 1, 1988, and without Interruption thereafter, except as otherwise provided herein, the City shall be entitled to receive and the MUD hereby agrees to make available for delivery to the City at the Site up to one hundred thousand (100,000) gallop, -per day of potable water meeting all applicable governmentz..] -:-s tandards, delivered under the normal operating pressure prevailing in the MUD's water distribution system as the point(s) of delivery mutually agreed upon. If the City of Fort Worth shall ration the use of water pur- suant to the contract for water service between the City of Fort Worth and the MUD dated March 13, 1979 (the "Fort Worth contract"), with water rationing or water conservation measures imposed upon the MUD, then the City shall institute and apply the same rationing, conservation measures, or restrictions to the use of water as required of all other customers of the MUD. If at any time during the term of this Contract for reasons beyond the MUD's control, the City of Fort worth reduces the amount of water it will provide the MUD, the MUD may reduce the amount of water it furnishes the City by the same proportion as that by which the MUD reduces its supply of water to all other customers of the MUD. The MUD represents and warrants to the City that it presently has a water contract with the City of Fort Worth which permits it to deliver 100,000 gallons per day of potable water to the Site and that this quantity of water will be reserved by the MUD for use by the City during the term of this Contract. 2. LOCATION AND MAINTENANCE OF MEASURING DEVICES All water furnished by the MUD to the City shall be measured by mutually acceptable meters. All meters and recording equip- ment shall be installed and operated by the MUD. The point or points of delivery of treated water by the MUD shall be the meter vault connection to the City's side of each meter, and all necessary maintenance and distribution facilities from and beyond said points shall be furnished by the City. The location of each meter shall be mutually agreed upon by and between the parties hereto, and the meters shall not be moved or relocated except by mutual consent. Either party shall have the right to test the meters and appurtenances at any time. No meter shall be adjusted, changed, or tested, in place or elsewhere, unless the party intending to make such adjustment, change, or test shall first give notice to the other party of this intention and thereafter give reasonable opportunity to the other party to have representatives par- ticipate in such test, change, or adjustment. All meters will be properly sealed, and the seal shall not be br-k-en unless repre- sentatives of the parties hereto have been .notified and given a reasonable opportunity to be present. 3. r' READING AND BILLINGI _ The MUD shall read all meters provided for herein from time to time, but not less than at monthly intervals, and the parties to this agreement shall have free access to read these respective meters daily, if any party so desires. It shall be the duty of the parties to give immediate notice, each to the other, should any meter be found not functioning, and upon such notice repairs 2- to such meter shall be made promptly. Whenever it is evident that a meter has not registered accurately for a period of time, the quantity used shall be estimated in accordance with the usage under similar conditions for an equal period of time. The meter readings or rates of flow when more than one meter is in service be used for the purpose of calculating to the City. 4. RATES shall be added together and the sum thereof shall the total water supplied The MUD's rates to be charged for water delivered to the City shall be $2.50 per 1,000 gallons. The MUD's rates to be charged for sewage treatment for domestic sewage received and treated from the City shall be $2.50 per 1,000 gallons of total metered domestic water used within the Site area (but which excludes water used for irrigation, fire protection, and similar non- domestic uses). These rates shall remain in effect until at least September 30, 1988. The MUD shall review the rates and shall have the right to adjust the rates on or after October 1, 1988, in the same proportion that rates are adjusted for all other customers of the MUD. In no event shall the rates charged to the City exceed those charged to any other similar user outside the MUD. The City agrees to pay the monthly charge for water and - wastewater treatment service in accordance with the rates spe- cified above. Monthly bills shall be due and payable at the office of the MUD on or before the twentieth (20th) day of the month immediately succeeding the month in which the bill is pre- pared. The MUD's standard penalty or late charge on past due accounts shall be added on any bills that are not timely paid by the City. The City shall not be required to pay for any water unless such water shall be actually received by the -City. 5. C)UNT OF WATER while the MUD shall ne required to supply up to 100,000 gallons of water per day to the City absent any declaration of general emergency or conservation measure imposed by the City of Fort worth as set forth in paragraph 1 "Terms and Conditions", no provision of this Contract shall require the MUD to supply more than 100,000 gallons of water per day to the City for delivery to the Site. Nothing herein shall require the City to take 100,000 3- gallons of water per day nor to take more water at the Site than the City deems necessary. Furthermore, nothing herein shall require the City to take any amount of water whatsoever. 6. SEWAGE TREATMENT The MUD hereby agrees to receive and treat all domestic sewage discharged from the Site during the term of this Contract, at the point(s) of delivery mutually agreed upon. The point(s) of delivery of domestic sewage shall be the point(s) of connection from the City's collection line(s) to the MUD's interceptor line(s), and all necessary maintenance and facilities on the City's side of such connection point(s) shall be furnished by the City. 7. EFFECTIVE DATE OF CONTRACT FOR BILLING' The MUD shall bill the City for water and wastewater treat- ment services.as furnished pursuant to this Contract on the twen- tieth (20t-h),8ay of the month beginning in the calendar month in which the MUD first furnishes water or wast water treatment ser- vices to the City and on the twentieth ).day of each suc- ceeding month for the term of this Contract. 8. RESALE OR ASSIGNMENT The City and its assignees do hereby covenant and agree not to sell water and/or wastewater treatment services obtained from the MUD to users outside the Site unless the prior written con- sent of the City of Fort worth and the MUD is obtained. The City shall have the right to submeter facilities and to recoup or recover from its customers the actual costs for water delivered to the Site and for the treatment of wastewater from the Site. 4Z LIFE OF CONTRACT The life of this Con}_ --,;t shall be for three (3) years from May 1, 1988, to.Apri_-.-_-L, 1991. This Contract may be renewed on terms mutually agreeable to the parties. 10. FORCE MAJEURE If, by reason of force majeure, any party hereto shall be rendered unable, wholly or in part, to carry out its obligations 4- under this Contract, other than the obligation of the City to make payments required under the terms hereof, then if such party shall give notice with full particulars of such force majeure in writing to the other parties within reasonable time after the occurrence of the event or cause relied upon, the obligation of the party giving such notice, so far as it is affected by such force majeure, shall be suspended during the continuation of the inability then claimed, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term "force majeure", as employed herein, shall mean acts of God, strikes, lockouts or other industrial disturbances, acts of public enemy, orders of any kind of the government of the United States or the State of Texas, or any civil or military authority, insurrection, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods,_ washouts, droughts, arrests, restraints of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines, or canals, partial or entire failure of water supply, and inability on the part of the MUD to deliver water or sewer services hereunder or the City to receive water or sewer services hereunder on account of any other causes not reasonably within the control of the party claiming such inability. 11. DUE AUTHORITY The persons signing on behalf of the City and the MUD repre- sent and warrant that they are duly authorized to execute this Contract on behalf of the City and the MUD respectively. 12. REMEDIES Any party hereto shall have the right to specific enforcement of the terms and conditions of this Contract. 13. OTHER PROVISIONS 13.1 Except as altered by the specific provisions of this Contract, all water prov'.•ss'by the MUD to the City and all wastewater received b.- she MUD from the Site shall be subject to the standard rules, regulations, rates, and policies in effect for all customers of the MUD, as amended from time to time. 13.2 This Contract represents the entire agreement of the parties and may not be changed or modified except by written instrument signed by the parties to be charged therewith. 5- 13.3 Any notice provided for herein shall be given in writing hand -delivered or mailed certified or registered United States Mail, postage prepaid, addressed as follows: If to the City: City of Southlake 667 North Carroll Avenue Southlake, Texas 76092 Attention: City Manager of Southlake If to the MUD: Trophy Club Municipal Utility District No.l P.O. Box 130 Roanoke, Texas 76262 Attention: District Manager The designation of the person to whom and the place to which notices are to be mailed or delivered may be changed from time to time by any party by written notice to the other parties. IN TESTIMONY WHEREOF, after proper action by the respective governing bodies of the parties hereto, we have caused these pre- sents to be executed in five (5) copies, each of which is con- sidered to be an original and the seals of the respective parties to be hereto affixed to be effective on the date above written. CIT By: ATTEST:- 1 A.4, City Secretary APPROVED AS TO FORM: Southlake City Attorney TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 i By: Its: ATTEST: Corporate Secretary APPROVED AS TO FORM: Trophy Club Municipal Utility District No. 1 Attorney EXHIBIT A TO UTILITY CONTRACT DESCRIPTION OF SITE Map and legal description of Southlake project]