HomeMy WebLinkAboutResolution 2001-055
RESOLUTION NO. 2001-055
BE IT RESOLVED by the City Council of the City of North Richland Hills, Texas,
that:
1.
The City Manager be, and is hereby authorized to execute the attached
Wastewater Transportation Contract with Trinity River Authority for the Walker-Calloway
Outfall Trunk Sewer Line, as an act and deed of the City.
PASSED AND APPROVED this the 24th day of September, 2001.
.~"'\./1 i' I /!11;,'
",'~~,"'~¿~"
''c~)' lID '~'"
>.:.'~,; f.', ... [f \ ! ) ",
"I :f"~
, ii,
'7't '" -.
A Tri£.T f~ .. 0
'.
....:r... i
/1)" /'}/('~:/'~ I' .(l <' 12yC)~
. l C (v' L! _ t, c it. .- ,-'
. 'Patricia Hutson, City Secretary
." ) I!
( 'l/l;,¿4~?y/~
¡
Charles Scoma¡: Mayor
APPROVED AS TO CONTENT:
THE STATE OF TEXAS §
§ WASTEWATER TRANSPORTATION CONTRACT
COUNTY OF TARRANT §
This Wastewater Transportation Contract ("Contract") is made and entered into by and
between the CITY OF HURST, TEXAS ("Hurst") and the CITY OF NORTH RICHLAND HILLS,
TEXAS ("North Richland Hills"), individually a "City" and collectively the "Cities", municipal
corporations in Tarrant County, Texas, acting under the laws of the State of Texas, and acting
under their Home Rule Charters, and the TRINITY RIVER AUTHORITY OF TEXAS
("Authority"), a conservation and reclamation district and political subdivision of the State of
Texas, The Cities and Authority acknowledge that this Contract is made and entered into
subject to the terms, covenants and conditions of the Wholesale Wastewater Contract between
the Authority, Cities and the City of Fort Worth (hereinafter called "Fort Worth"), dated
December 2, 1987 (hereinafter called "the Wholesale Wastewater Contract"), The Wholesale
Wastewater Contract is incorporated into this Contract by reference as if quoted herein and for
all purposes,
RECIT ALS
1. The Cities previously entered into separate contracts with the Authority, both dated April 18,
1969, for the Authority's issuance of revenue bonds and construction of the Walker-Calloway Branch
Outfall Trunk Sewer System for wastewater transportation (hereinafter called "System"), and
treatment of Cities wastewater. The wastewater treatment services are subject to the Wholesale
Wastewater Contract.
2, The Authority has constructed the necessary trunk sewer lines, which connect into a
wastewater pipeline owned by Fort Worth, The Authority's Revenue (30nds have been paid in
full and are no longer outstanding,
3, The Cities own and operate their own wastewater collection systems and desire to enter
into this Contract whereby the Authority agrees to continue providing, and the Cities agree to
pay for transportation of Cities wastewater, and treatment of Cities wastewater by Fort Worth
under terms of the Wholesale Wastewater Contract and pay the Authority operation and
maintenance charges for the Walker-Calloway System.
AGREEMENT
For and in consideration of the mutual promises, covenants, obligations, and benefits
described in this Contract, Cities and Authority agree as follows:
DEFINITION OF TERMS
The following terms and expressions used in this Contract, unless the context clearly shows
otherwise, shall have the following meanings:
(a) "Adjusted Annual Payment" means the Annual Payment as adjusted during or after
each Annual Payment period, as provided by this Contract.
1
~!City Secretary Office
~ Official Record Copy
tL:{)Q" ~ "t' J ~y
r2.~ c; c. , t..:::t, 'n N ò, J t:. 6 ¡, '55
.:t (~4 , I
(b) "Annual Payment" means the amount of money to be paid the Authority by each of the
Cities during each Annual Payment Period as its proportionate share of the Annual
Requirement.
(c) "Annual Payment Period" means the Authority's Fiscal Year, which currently begins
December 1 of each calendar year and ends on the last day of November of the next
calendar year,
(d) "Annual Requirement" means the total amount of money required for the Authority to pay
all Operation and Maintenance expenses of the System and to payor restore any
amounts required to be deposited in any special, contingency or reserve funds required
to be established and/or maintained under this Contract.
(e) Board of Directors" means the Board of Directors of the Authority
(f) "B.O,D, (denoting Biochemical Oxygen Demand) means the quantity of oxygen utilized
in the biochemical oxidation of organic matter under standard laboratory procedure in
five days at 20 degrees c., expressed in milligrams per liter.
(g) "Cities" means the "Cities", as defined in the first paragraph of this Contract.
(h) "City" means anyone of the Cities,
(i) "Infiltration Water" means water which leaks or otherwise entms into a sanitary sewer
pipeline,
U) "Operation and Maintenance Expenses" means all recurring costs and expenses of the
System, including operating personnel, the cost of utilities, supervision, engineering,
accounting, auditing, legal services, supplies, services, administration of the System,
including general overhead expenses attributable to the SystE?m, insurance premiums,
equipment necessary for proper operation and maintenance of the System, and
payments made by the Authority in satisfaction of judgments íesulting from claims not
covered by the Authority's insurance arising in connection with the operation and
maintenance of the System, The term does not include depreciation.
(k) "Extraordinary Maintenance or Repair Expenses" means non..recurring expenses and
repairs for which action has been initiated by the Authority on behalf of the Cities and for
which funds may not have been provided in the Annual Budget.
(I) "Point of Entry" means the point at which wastewater enters the System,
(m) "System" means the Walker-Calloway Branches Outfall Trunk Sewer System, including
any improvements or extensions,
(n) 'TS.S," (denoting Total Suspended Solids) means solids that float on the surface or are
in suspension in water, sewage, or other liquids, and which are expressed in milligrams
per liter.
(0) "Wastewater" means sewage, industrial waste, municipal waste, recreational waste and
agricultural waste, as defined in the Texas Water Code, together with properly shredded
garbage and such Infiltration Water that may be present.
SECTION I. CONDITIONS PRECEDENT,
1.01 PRIOR AGREEMENT. This Contract is entered into pursuant to the Wholesale
Wastewater Contract, and the rights and obligations of the Authority and the Cities under this
Contract shall be subject to and be interpreted consistent with the terms and conditions of the
Wholesale Wastewater Contract. The Wholesale Wastewater Contract, including any future
amendments thereto, is incorporated into this Contract by reference as if quoted verbatim in this
section.
1.02 CONDITIONS PRECEDENT. The enforceability of this Contract and any future
amendments is contingent upon the binding Wholesale Wastewater Contract between the
2
@ City Secreta ry Office
~ Official Record Copy
Authority, Cities and Fort Worth under which Fort Worth agrees to receive, transport and treat
the herein referenced wastewater from Authority,
1,03 COMPLIANCE. The Cities agree that this Contract is subject to the terms, duties
and obligations of the Wholesale Wastewater Contract, and will assist the Authority in all efforts
to comply with said Wholesale Wastewater Contract. The Cities shall never have the right to
demand performance of a duty or obligation under this Contract, which is at variance from the
Wholesale Wastewater Contract.
SECTION II. TERM.
2.01 TERM, This Contract shall be effective on the execution date below, and shall continue
in effect until December 2, 2017, the expiration date of the Wholesale Wastewater Contract,
unless the Authority and the Cities jointly desire to terminate this Contract before the expiration
date, or the Wholesale Wastewater Contract is tenninated pursuant to its terms,
SECTION III. METERS AND MEASUREMENT.
3,01 METERING, The Authority has constructed metering stations and installed appropriate
metering equipment for the purpose of determining the volume of wastewater discharged into
the System by the Cities, The Authority shall have complete control of the operation and
maintenance of such metering stations and equipment. The Cities shall have access to such
metering equipment at all reasonable times for inspection and examination, but the reading,
calibration, and adjustment thereof shall be done only by employees or agents of the Authority
in the presence of a representative of either of the Cities if requested by the Cities, All readings
of meters will be entered upon proper books of record maintained by the Authority. Upon
written request, either of the Cities may have access to said record books during reasonable
business hours.
3.02 CALIBRATION AND MAINTENANCE OF METERS, Not less than three times in
each year of operation, the Authority shall calibrate its meters, The Cities shall be notified in
writing or electronically a minimum of five (5) business days prior to tile calibration of the
Authority's meters for the parties to jointly observe any adjustments which are made to the
meters in the case any adjustment is required. If, for any reason, any meters are out of service
or out for repair, or if, upon any test, the percentage of inaccuracy of any meter is found to be in
excess of five percent (5%), registration thereof shall be corrected for a period of time extending
back to the time when such inaccuracy began, if such time is ascertainable, and if such time is
not ascertainable, then for a period extending back one-half (1/2) of the time elapsed since the
date of the last calibration, but in no event further back than a period of four (4) months, Repair
and replacement of the meters shall be the responsibility of the Authority, Such meters and
other equipment shall remain the property of the Authority,
3.03 CHECK METERS, Either of the Cities may, at its option and its own expense, install
and operate a check meter to check each meter installed by the Authority, but the measurement
for the purpose of this Contract shall be solely by the Authority's meters, except in the cases
herein below in this Section specifically provided to the contrary. All such check meters shall be
of standard make and shall be subject at all reasonable times to inspection and examination by
any employee or agent of the Authority, but the reading, calibration, and adjustment thereof
shall be made only by that City, except during any period when a check meter may be used
3
@ City ?ecretary Office
~'!J!} OfficIal Record Copy
under specific written consent by the Authority for measuring the amount of wastewater
delivered into the System, in which case the reading, calibration, and adjustment thereof shall
be made by the Authority with like effect as if such check meter or mE~ters had been furnished or
installed by the Authority.
3.04 UNIT OF MEASUREMENT. The unit of measurement for wastewater delivered
hereunder shall be 1,000 gallons, U,S Standard Liquid Measure
SECTION IV, WASTEWATER.
4,01 QUALITY OF WASTEWATER. The quality of wastewater discharged under this
Contract shall be equal to or better than the quality standards established by current or future
ordinances of Fort Worth regulating the quality of wastewater to be transported into Fort Worth's
wastewater treatment system,
4,02 WASTEWATER SAMPLING AND TESTING. In accordance with the Wholesale
Wastewater Contract, the Authority agrees to periodically determine the quality of the
wastewater at the agreed upon sampling points for the purpose of billing for the strength of the
wastewater in milligrams per liter of B,O.D, and T.S.S, The sampling and testing shall be at
least three times annually, The Authority shall collect twenty-four (24) hour flow weighted
composite samples for a period of not less than five consecutive twenty-four (24) hour periods
Either of the Cities shall be provided the opportunity to split samples with the Authority. The
Cities shall be notified five (5) business days by letter or electronically prior to sampling, The
Authority shall analyze the samples collected in accordance with standard methods published
by the U, S. Environmental Protection Agency, Reports of the analysis will be furnished to the
Cities, and to Fort Worth who will utilize the B.O,D. and T.S,S, data for billing wastewater
strength, Should a City request more extensive monitoring, such monitoring shall be paid for by
the City making the request, and shall be done in accordance with this Section,
4,03 SEPARATION OF STORM SEWERS. The Cities agree to keep separate all storm
sewers from its sanitary sewers, and to disconnect any storm sewers, drains or other openings
which may cause storm waters to enter the sanitary sewers, and the Cities further agree to
adopt and use ordinances pertaining to the construction of and connection to sanitary sewers
and covering quality requirements which will meet the requirements as set out in the ordinances
described herein, specifically Section 4,01, Quality of Wastewater. The Cities agree to keep its
sewerage system in good repair so that undue Infiltration Water will not flow into the System,
4.04 DISCHARGE OF WASTEWATER. In consideration of the payments to be made by the
Cities under this Contract, the Cities shall have the right to discharge, and the Cities agree that
they will discharge into the System, under the terms of this Contract, wastewater originating in
the Walker-Calloway Branches drainage area. Cities may discharge wastewater originating
from other drainage areas as long as the discharge by North Richland Hills does not exceed a
maximum rate which, if continued for a period of twenty-four (24) hours, would equal 20,620,000
gallons, and as long as discharge by Hurst does not exceed a maximum rate which, if continued
for a period of twenty-four (24) hours, would equal 5,350,000 gallons,
4.05 POINTS OF ENTRY. It shall be the sole responsibility of the Cities, including any liability
incurred in connection therewith, to convey such wastewater into the System, Either of the
Cities may, at its expense, make such Points of Entry as it desires to the System, provided the
4
a City Secretary Office
~ Official Record Copy
plans and methods of making such Points of Entry are established by mutual agreement by the
Authority and the requesting City in advance,
SECTION V. PAYMENTS TO AUTHORITY,
5.01 OPERATING RESERVE FUND, The Cities agree that the Authority shall maintain
the existing Administrative and Contingency Fund in the Authority's Walker-Calloway Branches
Enterprise Fund, This Fund consists of $36,213,92 contributed by Hurst and $178,351.21
contributed by North Richland Hills, Said funds shall serve as an Operating Reserve Fund and
will be retained for the purpose of providing adequate working capital to fund the billings
received from Fort Worth for wastewater services and Extraordinary Maintenance and Repair
Expenses. Operating Reserve Funds which are utilized for Extraordinary Maintenance or
Repair Expenses during the Authority's Fiscal Year shall be reimbursed by the Cities to the
Operating Reserve Fund as specified in 5,05 of this Section, The Operating Reserve Fund shall
remain the property of the respective City, and any interest earned on the Operating Reserve
Fund not utilized during the Fiscal Year will be retained in the Enterprise Fund as part of the
Operating Reserve until such a time as this Contract is dissolved or expires, at which time
20,6% of the total accumulated shall be refunded to the City of Hurst and 79.4% of the total
amount accumulated shall be refunded to the City of North Richland Hills.
5,02 OTHER CHARGES. In the event that any new or unforeseen assessment or charges
are imposed on diverting, storing, delivering, gathering, impounding, or taking the wastewater
received by the Authority from either of the Cities, the amount of the assessment or charge shall
be borne by that City, in addition to all other charges, and whenever the Authority shall be
required to pay any assessment or charge on wastewater received by either of the Cities then
that City shall promptly payor reimburse Authority for the tax, assessment, or charge in the
manner directed by the Authority,
5,03 ANNUAL REQUIREMENT. Under this Contract, the Annual Requirement is the total
amount of money required during each Authority Fiscal Year for the i\uthority to pay all
Operation and Maintenance Expenses of the System, This includes annual operation and
maintenance expenses attributable to the System of an ordinary or recurring nature plus
maintenance of an extraordinary nature. The Ordinary Operation and Maintenance Expenses
shall be shared equally by the Cities, 50% to each City. The Cities shall share Extraordinary
Maintenance and Repair Expense based on design capacity, 20.6% to Hurst and 79.4% to
North Richland Hills,
5.04 ANNUAL BUDGET. Each Annual Budget for the System shall provide amounts
sufficient to pay the Annual Requirement. On or before September '1 of each year, the Authority
shall furnish to the Cities a preliminary estimate of the Annual Paymønt for each City for the nøxt
Annual Payment Period. After examination of the preliminary estimate, the Cities shall express
their concurrence or non-concurrence with the preliminary estimate in writing. Any dispute shall
be resolved jointly by the Cities and the Authority within thirty (30) calendar days of the date the
preliminary budget was furnished to the Cities. The Board of Directors may adopt the
preliminary budget or make amendments thereof as to it may seem proper, The budget thus
approved by the Board of Directors shall be the Annual Budget for the next ensuing Annual
Payment Period, The Annual Budget may be amended at any time through formal action of the
Board of Directors even though such action might cause the total amount of the Annual Budget
to be exceeded; provided that such action shall be taken only in the event of an emergency or
5
--,
special circumstances which shall be clearly stated at the time such action is taken by the 80ard
of Directors
5.05 PAYMENTS BY THE CITIES. Each City agrees to pay, at the time and in the manner
hereinafter provided, its Annual Payment. Each City shall pay its Annual Payment directly to the
Authority, in monthly installments, on or before the 10th day of each month in accordance with
the schedule of Annual Payments furnished by the Authority, but no later than thirty (30)
calendar days from the receipt of notice for payment due from the Authority, For each payment
period, each City's Annual Payment shall be obtained by dividing the number of gallons of
contributed flow of wastewater estimated to be discharged into the System by that City during
such Annual Payment Period, as determined by the Authority after consultation with each of the
Cities, by the aggregate total amount of gallons of wastewater estimated to be discharged by
both Cities into the System during such period, and multiplying the resulting percentage by the
Annual Requirement. It is further provided that the Authority may adjust its estimates of the
Cities contributing flow, or of the Annual Requirement, during any period within the Annual
Payment Period and such revised estimates may be made on the basis of actual metered
contributing flow, actual Operation and Maintenance Expenses, and actual billings for
wastewater service from Fort Worth, including revised billings for 8,0,0 and TSS, strength
The Cities will be furnished an Adjusted Annual Payment schedule to reflect any adjustments,
At the close of each Annual Payment Period the Authority shall redetermine the actual metered
number of gallons of contributing flow and the actual 8.0.0, and TS,S strength discharged into
the System by each City during said period, Each City's actual percentage of the total
contributing flow shall be redetermined by dividing such City's actual contributing metered flow
by the total of both City's actual contributing metered flow Each of the City's actual strength
charges shall be determined by computing the amount of 8.0.0, and TS.S, strength charges by
Fort Worth which are attributable to that City, Each City's Adjusted Annual Payment shall be
determined by multiplying such City's redetermined volume percentage times the actual volume
charges by Fort Worth and adding each City's actual 8,0,0, and TS,S, strength charges, The
actual Operation and Maintenance Expenses and any remaining Extraordinary Maintenance or
Repair Expenses, as well as funds required to return the Operating Reserve Fund to the
required level specified in 501, will also be charged to each City as previously defined in 503 of
this Section
SECTION VI. DEFAULT IN PAYMENT,
6.01 DEFAULT IN PAYMENT. In the event that a City shall fail to make any herein listed
monthly payment within the time herein specified, interest on such amount shall accrue at the
rate of 5% per annum from the date such payment becomes due until paid in full with interest as
herein specified. In the event such payment is not made within sixty (60) days from the date
such payment becomes due, the Authority may at its option discontinue service to that City until
the amount due the Authority is paid in full with interest as herein specified, provided that any
such discontinuation of service shall not relieve that City of the obligation to make payments
required under this Contract.
SECTION VII. OTHER CONTRACTS,
7.01 RIGHT TO CONTRACT. Each party hereto reserves and shall have the right to
contract with other parties for the use of the facilities constructed under this Contract, provided
that the party so contracting shall obtain the written consent of the other parties hereto to any
6
$ City Secretary Office
~ Official Record Copy
such contract before such contract shall take effect. The Authority shall have the right to
increase the size or capacity of the System for the use and benefit of other parties,
SECTION VIII. SPECIAL PRbvISIONS.
8.01 SPECIAL PROVISIONS. The following special provisions apply:
(a), Title to all wastewater discharged hereunder shall remain in each City until
introduced into the System, and upon entry into the System, title thereto and all effluent
therefrom shall pass to the Authority, The Authority shall take responsibility as between the
parties hereto for the proper transportation and disposal of all such wastewater received by it, in
accordance with Federal and State law,
(b) The Authority shall continuously operate and maintain the System in an efficient
manner and in accordance with good business and engineering practices, and at reasonable
cost and expense
(c), Each City's obligation under this Contract shall never be construed to be a debt
of Cities of such kind as to require it under the Constitution and laws of this State to levy and
collect a tax to discharge such obligation, and it is expressly understood by the parties hereto
that all payments due by the Cities hereunder are to be made from water and sanitary sewer
revenues received by the Cities,
(d), Each City represents and covenants that all payments to be made hereunder by
it shall constitute "Operating Expenses" of its waterworks and sanitary sewer system as
authorized by the laws of Texas, including Chapter 1502 of the Texas Government Code, as
amended,
(e) Cities specifically acknowledge that the Authority is not obligated, and has no
funds available, to design or construct additions, replacements or capital improvements which
may be deemed necessary or appropriate for the System except as may be provided to the
Authority by the Cities, This contract does not contemplate or obligate the Authority to authorize
or issue any form of debt for such purposes, Any such additions, replacements or
improvements which may hereafter be deemed appropriate or necessary for the System that
cannot be paid for from money on hand in the Operating Reserve Fund shall be paid for by the
Authority solely from funds advanced to it by the Cities or from proceeds of debt of the Authority
which may be secured by a separate contract with the Cities or an appropriate amendment to
this Contract, and not otherwise,
SECTION IX, MODIFICATION.
9.01 MODIFICATION. This Contract may be changed or modified only with the consent
of the governing bodies of both the Authority and the Cities, No such change or modification
may be made which will affect adversely the prompt payment when due of all monies required
to be paid by the Cities under the terms of this Contract
SECTION X. REGULATORY REQUIREMENTS.
1 0,01 REGULATORY REQUIREMENTS, This Contract is subject to all applicable federal,
state, and local laws and any applicable ordinances, rules, orders, and regulations of any local,
state, or federal govemmental authority having jurisdiction, or any authorized representative of
any of them. However, nothing contained in this Contract shall be construed as a waiver of any
right to question or contest any law, ordinance, order, rule, or regulation in any forum having
7
$ City Secretary Office
~ Official Record Copy
jurisdiction, and Authority and Cities all agree to make a good faith effort to support proposed
laws and regulations which would be consistent with the performance of this Contract in
accordance with its terms.
SECTION XI. DISPUTES,
11,01 NOTICES. If either city at any time disputes the amount to be paid by it to the
Authority, the City shall nevertheless promptly make the disputed payment or payments while
the dispute is pending, If it is subsequently determined by agreement or court decision that the
disputed amount paid by the City should have been less or more, the Authority shall promptly
prepare either an invoice or bill to correct the difference,
SECTION XII. WAIVER AND AMENDMENT.
12,01 WAIVER AND AMENDMENT. Failure to enforce or the waiver of any provision of
this Contract or any breach or non-performance by the Authority of the Cities shall not be
deemed a waiver by the Cities or the Authority of the right in the future to demand strict
compliance and performance of any provision of this Contract. Regardless of any provision
contained in this Contract to the contrary, any right or remedy or any default under this Contract,
except the right of the Authority to receive the Annual Payment which shall never be determined
to be waived, shall be deemed to be conclusively waived unless asserted by a proper
proceeding at law or in equity within two (2) years plus one (1) day after the occurrence of the
default.
No officer or agent of the Authority or the Cities is authorized to waive or modify any
provision of this Contract. No modifications to or rescission of this Contract may be made
except by a written document signed by the Authority's and the Cities' authorized
representatives,
SECTION XIII. DAMAGES AND INDEMNITY,
13,01 INDEM NITY. It is mutually agreed by the parties to this Contract that insofar as the
rights and work contemplated under this Contract are performed by a party to this Contract
within the jurisdiction of another party to this Contract and to that extent only, the aforesaid
parties hereby mutually agree that each party will be responsible for its own negligent acts or
omissions which cause damage to property (real or personal) or persons arising directly or
indirectly from the performance of the work and rights provided for under this Contract. This
paragraph shall not be construed to waive a party's immunity under Texas law, This paragraph
is for the sole benefit of the parties to this Contract, and shall not be construed as conferring
rights or benefits, contractual or otherwise, upon other persons or entities,
13.02 LIABILITY FOR DAMAGES. Liability for damages arising from the transportation,
delivery, reception, treatment, and/or disposal for all wastewater discharged into the System
hereunder shall remain in each City to its Point or Points of Entry, and title to such wastewater
discharged hereunder shall remain in each City to such Point or Points, and upon passing
through Points of Entry the liability for such damages, and title to such wastewater, shall pass to
the Authority, As between the Authority and each City, each party agrees, to the full extent
permitted by law, to indemnify and to save and hold the other party harmless from any and all
8
a City Secretary Office
~ Official Record Copy
claims, demands, causes of action, damages, losses, costs, fines and expenses, including
reasonable attorneys fees, which may arise or be asserted by anyone at any time on account of
the transportation, delivery, reception, treatment and/or disposal while title to the wastewater is
in such party, or on account of a prohibited discharge by a City, The Authority has the
responsibility as between the parties for the proper reception, transportation, treatment, and
disposal of all wastewater discharged into the System, but not for prohibited discharges
discharged by any party at any Point of Entry,
SECTION XIV, FORCE MAJEURE.
14,01 FORCE MAJEURE. If for any reason of "force majeure," either the Authority or the
Cities shall be rendered unable, wholly or in part, to carry out its obligation under this Contract,
other than the obligation of each City to make the payments required under the terms of this
Contract, then if the party shall give Notice of the reasons in writing to the other party within a
reasonable time after the occurrence of the event or cause relied on, the obligation of the party
giving the Notice, so far as it is affected by the "force majeure," shall be suspended during the
continuance of the inability then claimed, but for no longer period, The term "force majeure," as
used in this Contract, shall mean acts of God, strikes, lockouts, or other industrial disturbances,
acts of public enemy, orders or actions of any kind of government of the United States or of the
State of Texas, or any civil or military authority, insurrections, riots, epidemics, land slides,
lightning, earthquakes, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraints
of government and people, civil disturbances, explosions, breakage or accident to dams,
machinery, pipelines, canals, or other structures, partial or entire failure of water supply,
including pollution (accidental or intentional), and any inability on the part of the Authority to
transport wastewater, or of Fort Worth to receive wastewater, on account of any other cause not
reasonably within the control of the party claiming the inability
SECTION XV. ASSIGNMENT.
15.01 ASSIGNMENT. The Cities understand and agree that any assignment of rights or
delegation of duties under this Contract is void without the prior written consent of the Authority,
The Cities understand and agree that this Contract is subject to the terms, conditions, rights and
obligations of the Authority under the Wholesale Wastewater Contract between the Authority
and Fort Worth. The Cities acknowledge that they are responsible pursuant to this Contract for
said terms, conditions, rights and obligations of the Authority, The Cities further agree that in
the event of a dispute, including litigation, between the Authority and Fort Worth regarding the
aforesaid Contract between the Authority and the Cities, they will defend, hold harmless and
indemnify the Authority in any such dispute,
SECTION XVI. SOLE AGREEMENT.
16.01 SOLE AGREEMENT, Except for the Wholesale Wastewater Contract, this
Contract constitutes the sole and only agreement of the Cities and the Authority and supersedes
any prior understanding or oral or written agreements between the Authority and the Cities
respecting the subject matter of this Contract.
9
$ City Secretary Office
~ Official Record Copy
SECTION XVII. SEVERABILITY.
17,01 SEVERABILITY, The provisions of this Contract are severable and if, for any
reason, anyone or more of the provisions contained in this Contract shall be held to be invalid,
illegal, or unenforceable in any respect, the invalidity, illegality, or unenforceability shall not
affect any other provision of this Contract, and this Contract shall remain in effect and be
construed as if the invalid, illegal, or unenforceable provision had never been contained in the
Contract
SECTION XVIII. NOTICES.
18.01 NOTICES TO AUTHORITY. Notices to Authority required or allowed by this Contract
shall be in writing and be given by hand-delivery or by depositing the notice in the United States
mail, postage prepaid and registered or certified, with return receipt requested, to constitute
verification of receipt of same notice, and addressed to the party to be notified, For purposes of
notice, the addresses of, and the designated representative for, receipt of notice for each of the
parties shall be shown above the signatures of the individuals who signed this Contract on
behalf of the Authority and the Cities, Any party may change its address by giving written notice
of the change to the other parties at least fifteen (15) days before the change becomes
effective,
18.02 NOTICES TO CITIES OF SAMPLING, METER CALIBRATION AND OTHER
OPERATIONS. Notices between City and Authority regarding matters of sampling, meter
calibration, and other operations as required or allowed by this Contract may be electronically
transmitted, An electronic reply from the receiving party, indicating receipt and approval of the
other party's transmission, shall constitute verification of receipt of such notices,
18,03 PAYMENTS, Payments to Authority shall be hand-delivered or sent via United States
mail, postage prepaid, Electronic payments to the Authority, with prior approval by Authority,
shall be permitted
SECTION XIX. PLACE OF PERFORMANCE.
19.01 PLACE OF PERFORMANCE. All amounts due under this Contract, including but
not limited to payments due under this Contract or damages for the breach of this Contract,
shall be paid and be due in Tarrant County, Texas, said Tarrant County, Texas, being the place
of performance agreed to by the parties to this Contract. In the event that any legal proceeding
is brought to enforce this Contract or any provision hereof, the same shall be brought in Tarrant
County, Texas,
SECTION XX, CAPTIONS AND RULES OF INTERPRETATION.
20.01 CAPTIONS AND RULES OF INTERPRETATION, The captions and section
headings used in this Contract are for the convenience of the parties only and shall not be used
in construing this Contract This Contract has been negotiated at arm's length and between
persons sophisticated and knowledgeable in wastewater matters, and experienced and
knowledgeable legal counsel has represented each party, Accordingly, any rule of law or legal
decision that would require interpretation of this Contract against the party that has drafted it is
10
a' 1 City Secretary Office .
~ Official Record Copy
not applicable and is waived, The provisions of this Contract shall be interpreted in a
reasonable manner to affect the purposes of the parties and this Contract.
IN WITNESS WHEREO~ the undersigned Authority and 'Cities execute this Contract in
duplicate originals on {f."~ .;;;.¡. 2001, at Tarrant County, Texas, each of which is
deemed to be an original. ¡
APPROVED AS TO FORM
CITY OF HURST, TEXAS
1505 Precinct Line Road
Hurst, Texas 76053
John Boyle, City Attorney
BY:
TITLE:
DATE:
ATTEST:
APPROVED AS TO FORM:
CITY OF NORTH RICH LAND HILLS, TEXAS
7301 N,E, Loop 820
North Richland Hills, Texas 76180
Rex Mcintire, City Attorney
~' .
BY."~
TITLE: City Manager \,
DATE: 11/06/01
ATTEST:
>~~~,¿,~ .~ {~L~ ;~
;<~'(~ :...,........~ ~$'c
}J:l.:" n "'~(',..,
,.0 -.::.. " ',(;'
~~{ r " .
~rn
: '/ ". h .":.¿",~
:',~"'" À
U .:c,;.
11
S City Secretary Office
~J Official Record Copy
/;'¡"II
''''-it-''
TRINITY RIVER AUTHORITY OF TEXAS
5300 South Collins
P,O, Box 60
Arlington, Texas 76004
,
DANN~ger
DATE: ¿)~d.+, d..CtJ/
ATTEST:
12
$ City ~ecretary O!~ce
~ Official Record CU~JY