HomeMy WebLinkAboutContract 36468Eli
N - . �� II
WHOLESALE WASTEWATER SERVICE AGREEMENT
This Wholesale Wastewater Service Agreement ("Agreement") is entered into by and
between the City of Fort Worth, Texas (the "C a home -rule municipal corporation situated
in Tarrant, Denton, and Wise Counties, Texas, acting by and through its duly authorized
Assistant City Manager and Aqua Utilities, Inc., formerly known as AquaSource Utility, Inc., a
Texas corporation ("Aqua Utilities").
RECITALS
A. Aqua Utilities wishes to provide retail wastewater utility service to the land
shown on Exhibit A and more particularly described in Exhibit B to this
Agreement, and consisting of approximately 1,922.737 acres in Denton County,
Texas (the "Development"), located entirely within the City's extraterritorial
jurisdiction ("ETJ").
B. The City, Aqua Utilities, Owner and District have entered into an Agreement
Regarding Water and Wastewater Utility Service ("UtilityAgreement"), which
sets forth certain rights and obligations of the parties with respect to the provision
of retail and wholesale water and wastewater service to the Development, and
provides, among other things, for the City and Aqua Utilities to enter into a
contract for the provision of wholesale wastewater service to the Development.
C. The City and the Trinity River Authority of Texas ("TRA") are parties to the
"Trinity River Authority of Texas - Denton Creek Regional Wastewater
Treatment System Contract," dated October 28, 1987, City Secretary Contract No.
16054, attached as Exhibit C, as amended from time to time ("TRA Contract"),
pursuant to which the City may obtain certain services from TRA for the
transportation, treatment and disposal of sanitary sewage, industrial waste and
other wastes generated in the drainage area of Denton Creek through the Denton
Creek Regional Wastewater System (the "TRA System").
D. The Development is located in the drainage area of Denton Creek.
E. Aqua Utilities has considered its various alternatives for treatment of the
Development's wastewater and wholesale service from the City through the
City's agreement with TRA is its preferred option; however the parties have not
finally determined how wastewater service is to be provided.
F. Aqua Utilities and the City have reached a mutually satisfactory agreement by
which Aqua Utilities, if it receives service from the City, will purchase from the
City certain collection and treatment services for wastewater generated within the
Development to be collected and transported from sewer lines within the
Development, to sewer lines owned by the City, to the City's point of entry into
the TRA System as authorized by the TRA Contract and subject to the Utility
Agreement.
Wholesale Wastewater Service Agreement Page 1
G. Pursuant to the Utility Agreement, the Parties have agreed that the first 991 is
developed within the Development shall, at Aqua Utilities' option, receive service
by connecting to the City's Harriett Creek trunkline, at the points of entry shown
on Exhibit D, for transport to the TRA Denton Creek plant. Also pursuant to the
Utility Agreement, the remaining units may receive service from either (a)
package plants installed by or on behalf of Aqua Utilities, (b) temporary or
permanent facilities constructed by or on behalf of Aqua Utilities, (c) the City
through the TRA System pursuant to this Agreement, or (d) a combination of such
sources.
NOW, THEREFORE, for and in consideration of the mutual agreements, covenants and
conditions hereinafter set forth, the Parties contract and agree as follows.
ARTICLE I
DEFINITIONS
"Advisory Committee" means the Advisory Committee of the TRA.
"Agreement" means this Wholesale Wastewater Service Agreement between the City and Aqua
Utilities.
"Aqua Utilities" means Aqua Utilities, Inc., a Texas corporation (and/or its corporate successors
and assigns).
"Biochemical Oxygen Demand" ("BOD") means the quantity of oxygen utilized in the
biochemical oxidation of organic matter under standard laboratory procedure in five days at 20
degrees Centigrade, expressed in milligrams per liter.
" means the City of Fort Worth, Texas, a home rule municipality.
"City Council" means the City Council of the City.
"Confirmation Election" means the election held within the District to consider confirming its
creation, as required by the District Legislation.
"Cure Period" means the period of time to cure a material breach, as defined in Section 9.04.
"Development" means that certain 1,919.898-acre tract located in Denton County, Texas as
shown on Exhibit A and more particularly described in Exhibit B, which Development is
located entirely within the ETJ of the City.
"Development's Capacity" means the wastewater capacity that the City has allocated to, serve the
Development pursuant to Section 2.01.
"Development's System" means the wastewater collection facilities (whether owned by Aqua
Utilities or third parties) located on the Development, or those facilities located outside the
Wholesale Wastewater Service Agreement Page 2
Development but constructed and operated to serve the Development, and on the Development's
side of the Point of Entry into the Fort Worth System shown on Exhibit D.
"Director" means the City Water Department Director or designee.
"Discharge" means any solid or liquid waste, regardless of its source, nature or composition, that
enters a wastewater collection or treatment system.
"District" means the Tradition Municipal Utility District No. 2 of Denton County and any other
district created over the Development by dividing the District into one or more new Districts
pursuant to the District Legislation.
"District Confirmation Date" means the date on which the Board canvasses the results of the
election held within any District confirming the creation of that District.
"District Le islg ation" means Act of May 23, 2007, 80�' Legislature, Regular Session, Chapter
752, Special District Local Laws Code, Chapter 8189, effective September 1, 2007 creating the
District.
"Effective Date" means the effective date as defined in Section 9.03.
"EPA" means the U.S. Environmental Protection Agency.
"ETJ" means the extraterritorial jurisdiction of a city as defined by the Texas Local Government
Code, as amended, with the City's ETJ being an unincorporated area presently extending five
miles from the City's corporate limits, excluding other incorporated municipalities and their
respective extraterritorial jurisdictions.
"Fort Worth System" means those sewer lines and associated facilities (including sewer
collection, transportation, treatment and disposal facilities) owned by the City.
"Infiltration" means water that has migrated from the ground into a wastewater system.
"Inflow" means water other than wastewater that enters a wastewater system (including sewer
service connections) from sources such as, but not limited to, roof leaders, cellar drains, yard drains,
area drains, drains from springs and swampy areas, manhole covers, cross connections between
storm sewers and sanitary catch basins, cooling towers, storm waters, surface runoff, street wash
waters or drainage. Inflow does not include, and is distinguished from, Infiltration.
"Metering and Sampling Facilities" means the meter, meter vault, and all metering and telemetry
equipment required to measure and/or sample wastewater flows from the Development at the
Point of Entry.
"Notice" means notice as defined in Section 11.02 of this Agreement.
Wholesale Wastewater Service Agreement Page 3
"Owner" means, individually and collectively, Aperion Communities, LLLP, Eladio Properties,
LLLP, Drooy Properties, LLLP, and Rocksand Investments, LLLP, Arizona limited liability
limited partnerships.
means, individually, the City or Aqua cos,Utilitiand each of its successors and its assigns,
as permitted by this Agreement.
"Point of Entry" means the locations) where Discharge from the Development's System enters
the Fort Worth System, as reflected on the attached Exhibit D.
"Prohibited Discharge" means a Discharge from outside the Development's System or otherwise
not in compliance with this Agreement, as defined in Section 2.02.
"Significant Industrial User" ("SILT") means any User connected to the Development's System
that meets at least one of the following criteria:
a. Average industrial wastewater discharge rate greater than 50,000 gallons per day.
b. Biochemical Oxygen Demand and/or suspended solids concentrations in
industrial wastewater greater than 250 mg/L.
c. Meets any of the criteria used by the Environmental Protection Agency ("EPA")
to define SIU in 40 C.F.R. § 403.3(t) as amended from time to time (for purposes
of the EPA definition of SIU relating to the "Control Authority," the Control
Authority currently refers to the TCEQ).
"System Cost" means operating expenses and capital related costs incurred by the City pursuant
to the provision of wastewater collection and treatment service to the wholesale class of sewer
customers. Such costs are to be collected by the City as a component of the annual cost of
providing wholesale wastewater service.
"TCEQ" means the Texas Commission on Environmental Quality or its successor state agency.
"TRA" means the Trinity River Authority of Texas.
"TRA Contract" means the agreement defined in Recital C above and attached as Exhibit C, as
it maybe amended from time to time.
'TPA
System" means the Denton Creek Regional Wastewater System owned and operated by
the TRA, including the Denton Creek Regional Wastewater System treatment plant as well as
those sewer lines and associated facilities owned by TRA which transport wastewater to that
plant.
"TSS" (also referred to as Total Non -Filterable Residue) means total suspended solids, measured
in mg/L, that either float on the surface of, or are in suspension in, water, wastewater or other
liquids, and which are largely removable by a laboratory filtration device.
"User" means any person or entity that owns or operates any facility or other point from which a
Discharge enters the Development's System, either directly or indirectly.
Wholesale Wastewater Service Agreement Page 4
"UtilAY Agreement" means the Agreement Regarding Water and Wastewater Utility Service
executed by the City, Aqua Utilities, Owner and the District dated City
Secretary Contract No.
ARTICLE II
GENERAL
2.01 Development's Capacity. This Agreement is effective only for those areas of the
Development that will be served by the City through its TRA Contract and is applicable to such
areas of the Development on a District by District basis (or, if no new Districts are formed over
the Development pursuant to the District Legislation, on the basis of areas covered by separate
service plans submitted to and approved by the City pursuant to Section 3.02 of the Utility
Agreement). The City agrees that it shall allocate to the Development a portion of its available
TRA Contract treatment capacity sufficient to accept the wastewater from such areas pursuant to
this Agreement, the Utility Agreement, and any new agreement contemplated by Section 4.02 of
the Utility Agreement. For such areas, Aqua Utilities shall have the right, in accordance with the
terms and conditions of this Agreement, to deliver wastewater collected by the Development's
System, in volumes not to exceed the Development's Capacity, to the Point of Entry for further
transport by the City and TRA and treatment at the TRA System plant pursuant to the City's
rights under the TRA Contract. The Development's Capacity shall not exceed a peak flow of
4,554 gallons per minute and an average daily flow of 1,792 gallons per minute. Thus, the
combined maximum rate of discharge from the Development's System into the Fort Worth
System may not exceed a rate which, if continued for a period of twenty-four hours would equal
2.54 times the 1,792 gallons per minute average daily flow.
2.02 Prohibited Discharges. Any waste generated outside the Development or any
Discharge not in compliance with this Agreement is a Prohibited Discharge that is not authorized
to enter the Development's System pursuant to this Agreement. The City shall be under no
obligation to accept, transport or treat any Prohibited Discharge.
2.03 TRA Approvals and TRA Contract. The TRA Contract requires approval of this
Agreement by both the TRA and by a majority vote of the Advisory Committee and is not valid
until such required approvals are obtained. The Agreement is subject to the TRA Contract, as
amended from time to time, and all standards contained therein. This Agreement is a
"subcontract" as that term is used in, and for purposes of, Section 9(c) of the TRA Contract.
2.04 Connection to the Fort Worth System. The City hereby grants to Aqua Utilities,
upon compliance with the terms and conditions of this Agreement, permission to connect the
Development's System to the Fort Worth System at the Point of Entry as agreed to and designated
on Exhibit D. Other Points of Entry may be mutually agreed upon at a later date by amendment to
this Agreement pursuant to Section 11.04.
2.05 Construction and Maintenance of Development's System. Aqua Utilities agrees that
the Development's System, including all sewer connections, shall be constructed in accordance with
the standards set forth in the Utility Agreement. Aqua Utilities agrees to maintain the
Development's System in good condition and to make repairs in a timely manner, and in the
manner it determines in its sole discretion, so as to comply with this Agreement, the Utility
Wholesale Wastewater Service Agreement Page 5
Agreement and applicable federal, state and local laws. The City shall not have any
responsibility or liability for the maintenance and operation of the Development's System, unless
and until the City takes title to the Development's System. Aqua Utilities shall not have any
responsibility or liability for the maintenance and operation of the Fort Worth System, except as
otherwise expressly provided herein.
2.06 Intentionally left blank.
2.07 Prevention of Sewer System Overflows. Aqua Utilities agrees to cooperate with the
District to develop, and to implement upon commencement of operation of the Development's
System, an ongoing capacity management, operation and maintenance plan for the prevention of
sewer system overflows. The plan shall include rehabilitation, operation and maintenance for the
Development's System and shall comply with any written directives from TRA applicable to the
Fort Worth System.
2.08 Compliance with Laws. Aqua Utilities shall operate the Development's System
in compliance with all applicable federal, state and local laws, including but not limited to the
regulations, permits and orders adopted or issued by EPA, TCEQ or other regulatory authorities
with jurisdiction over the Development's System. Aqua Utilities shall send to the City, within 30
days of receipt or dispatch and pursuant to the procedures required for Notice, copies of any
reports or other communications to or from the TCEQ, the EPA, Denton County or other
political subdivisions of the State of Texas, that contain data from or analyses of, or otherwise
expressly discuss, the Development's System. In addition, upon request from TRA or the City,
Aqua Utilities shall provide copies of any documents or data, to the extent that they are not
legally privileged, that are necessary for the operation of the TRA System or the Fort Worth
System.
ARTICLE III
WASTEWATER QUALITY, STANDARDS and ENFORCEMENT
3.01 Influent Quality and Pretreatment Standards. Aqua Utilities agrees that all
Discharge into the Development's System shall comply with influent quality and pretreatment
standards contained in both Section 4 of the TRA Contract, as amended from time to time, and
Article VI of Chapter 12.5 of the Fort Worth City Code, as amended from time to time,
excluding standards that do not apply to the TRA System. Aqua Utilities further agrees to
impose and reasonably enforce, through its tariff or otherwise, these influent quality and
pretreatment standards within the Development's System. In addition to compliance at the point
of discharge into the Development's System, any Discharge shall comply with these influent
quality and pretreatment standards at the Point of Entry into the Fort Worth System.
3.02 Industrial Wastewater. Aqua Utilities shall obtain the written consent of the City
prior to any Discharge into the Development's System generated by an SIU. Consent will not be
granted unless (i) the proposed Discharge will meet all influent quality and pretreatment
standards of Section 3.01 and (ii) the SIU submits a permit application ninety (90) days prior to
commencing discharge in accordance with Article VI of Chapter 12.5 of the Fort Worth City
Code, as amended from time to time, and such permit is granted. As a condition for granting the
Wholesale Wastewater Service Agreement Page 6
permit, the City may require the pretreatment of the Discharge as specified in relevant sections of
the Fort Worth City Code.
3.03 Infiltration and Inflow. Connections that allow surface drainage (including storm
water run-off from rainwater spouts, rainwater collection areas, streets and gutters), abnormal
seepage, and Infiltration or Inflow to enter the Development's System are prohibited. Aqua
Utilities will supervise and maintain the Development's System using best management practices
to prevent such Prohibited Discharges and, if any are discovered within the Development's
System, shall, to the extent permitted by law, immediately take the necessary steps to disconnect
them.
3.04 Compliance with Permit Conditions. Aqua Utilities acknowledges that both the
City and TRA are holders of Texas Pollutant Discharge Elimination System permits issued by the
State of Texas and subject to oversight by EPA. Aqua Utilities agrees that it will comply with all
permit conditions that relate in any way to the Development's System and to any Discharge into the
Development's System that ultimately enters the Fort Worth System. Aqua Utilities agrees that, in
the event a fine is assessed against the City or TRA for any violation of any permit condition, and
the violation is directly attributable, in whole or in part, to the Development's System or to a
Prohibited Discharge, then such fine is included in the matters indemnified by Aqua Utilities
pursuant to Article VII.
3.05 Fort Worth Ci Code. Aqua Utilities agrees to abide by all other provisions
contained in Article VI of Chapter 12.5 of the Fort Worth City Code that apply to customers or
other users in the City's ETJ, as amended from time to time, including, but not limited to, those
provisions that relate to influent quality or pretreatment standards.
3.06 City's Right to Revise Wastewater Quality Standards. The City reserves the right
to revise influent quality and pretreatment standards contained in the Fort Worth City Code, and
shall provide Notice to Aqua Utilities of the adoption of such revision within a reasonable time
after revision thereof. Aqua Utilities shall be responsible for integrating such changes into its
agreements with Users and for notifying all affected Users of the change within sixty (60) days
following such Notice.
3.07 Enforcement. Aqua Utilities will reasonably inspect all connections at the time
made and will routinely monitor the Development's System as a whole as reasonably necessary
to detect and prevent any Prohibited Discharge. If any Prohibited Discharge is discovered, Aqua
Utilities shall immediately take actions necessary to eliminate the Prohibited Discharge or,
Following notice and to the extent permitted by law, to disconnect the User from the
Development's System. In addition to Aqua Utilities' obligation to enforce influent quality and
pretreatment standards under this Article III, the City has the right, within the Development's
System, to enforce the same using methods including, but not limited to, those enforcement
procedures contained in Chapter 12.5, Article I, Division 3 of the Fort Worth City Code, as
amended from time to time, and the Enforcement Response Plan agreed to by the City and the
TRA, as amended from time to time; however, such enforcement by the City does not relieve
Aqua Utilities of its enforcement obligations under this Agreement.
ARTICLE IV
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RATES and CHARGES
4.01 Calculation of Rates Pursuant to this Agreement. The Parties agree that the rates to
be charged pursuant to this Agreement will be calculated using the methodology set forth in
Exhibit E. This methodology also serves as the basis for the wholesale wastewater rates that the
City charges to each municipality that is a wholesale wastewater customer of the City, pursuant to
each of their separate contracts. The City will send Aqua Utilities a copy of any finally adopted
wastewater rate study performed pursuant to this methodology. The majority of those separate
contracts with the City's wholesale customers who are municipalities will expire in 2017 and the
City expects to enter into negotiation for new wholesale contracts with those wholesale customers
who are municipalities. The City shall provide Aqua Utilities at least ten (10) days prior Notice
of the commencement of the negotiations between the City and the Wastewater Advisory
Committee. If this Agreement is renewed pursuant to Section 9.02(A), and if the renegotiated
contracts with the City's wholesale customers who are municipalities include a rate methodology
that differs from Exhibit E, then Aqua Utilities and the City expressly understand and agree that for
the renewal term of this Agreement the rate methodology described in Exhibit E will be
automatically superseded and replaced with a new Exhibit E that adopts the same rate methodology
used to calculate the rates for those wholesale customers of the City who are municipalities, subject
to the provisions of Articles IV and IX herein.
4.02 Initial Rate. The initial rates for this Agreement shall be those adopted by the City
Council effective on October 1, 20 , which are as follows:
Volume Charge $ per 1000 gallons
BOD Strength Charges $ per pound of BOD
TSS Strength Charges $ per pound of TSS
Monthly Billing Charges $
4.03 Adjustment of Rates. Aqua Utilities agrees that the City shall have the right to
unilaterally adjust the rates charged for the wastewater services provided pursuant to this
Agreement, from time to time, so long as the adjustment is based on the agreed methodology set
forth Exhibit E and in effect pursuant to Section 4.01, and otherwise in compliance with this
Agreement. Aqua Utilities' agreement that the City has the right to unilaterally adjust the rates
charged pursuant to this Agreement is an essential part of the consideration given by Aqua
Utilities in exchange for the City's entering into this Agreement to provide wholesale wastewater
service to the Development, which is in the City's ETJ, and without which consideration the City
would not have provided wholesale sewer services to Aqua Utilities, either by entering into this
Agreement or otherwise. Furthermore, in exchange for the City's right to unilaterally adjust the
rates charged hereunder, in addition to other rights under this Agreement, should Aqua Utilities
object to any unilateral rate adjustment, Aqua Utilities shall have the right to terminate this
Agreement with one year's Notice and the following rate relief. Upon any rate adjustment
pursuant to this Article IV and Exhibit E, Aqua Utilities has the following options:
A. Agree to pay the adjusted rate; or
B. Give Notice (i) that it wishes to terminate this Agreement one year after the
effective date of the proposed rate adjustment and (ii) that it rejects the rate
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change, in which case the City will continue to charge Aqua Utilities the contract
rates that were in effect immediately prior to the proposed rate adjustment.
If Aqua Utilities elects to terminate this Agreement under this Section 4.03, then the Agreement
will expire at the earlier of the one-year Notice,period or the Section 9.01 expiration date. If
Aqua Utilities continues to deliver wastewater to the City at the Point of Delivery and has not
disconnected the Development's System from the Fort Worth System on the date this Agreement
is to expire pursuant to this Section 4.03, then the Agreement shall not expire pursuant to this
Section 4.03 and Aqua Utilities shall immediately pay the City the difference between the
amount that would have been charged pursuant to this Agreement under the rate Aqua Utilities
rejected, and the amount actually charged to Aqua Utilities during the preceding year, with
interest, and subject to any other rate adjustment, past or future, pursuant to this Article IV and
Exhibit E. Aqua Utilities agrees that the remedy provided by this Section 4.03 provides its sole
and exclusive remedy, in law and equity, for any rate adjustments pursuant to this Agreement,
and that it will not pursue a wholesale rate appeal of such rates at any regulatory agency.
4.04 Payment and Finance Charge. Bills for services provided pursuant to this
Agreement shall be rendered to Aqua Utilities monthly by the City. All such bills shall be due and
payable by Aqua Utilities not more than thirty (30) days from the billing date. The bills will show
current charges, as well as past -due charges, if any. Current charges shall be the amount due for
wastewater collection, treatment and disposal service provided since the prior billing period. Past -
due charges shall be the total amount unpaid from all prior billings as of the current billing date.
Payments received by the City shall first be applied to the past -due charges, if any, and thereafter to
the current charges. Any payment required herein not made within thirty (30) days of the billing
date shall be subject to a finance charge of ten percent (10%) per annum to be calculated from the
date on which the payment was required to be made.
4.06 Billing Disputes. If Aqua Utilities disputes a bill and is unable to resolve the
difference informally, Aqua Utilities shall give Notice to the Director. The Director and Aqua
Utilities shall use their best efforts to resolve the disputed bill; however, dispute of a bill is not
grounds for non-payment. In the event a payment is not paid as specified in this Agreement, a
fmance charge of ten percent (10%) per annum will be calculated from the date which the payment
was required to be made.
4.07 Minimum Revenue Collection. Aqua Utilities agrees, throughout the term of this
Agreement, to fix and collect such rates and charges for wastewater service to be supplied to the
Development as will produce revenues in an amount equal to at least all of operation and
maintenance expenses of the Development's System, including specifically the payments under this
Agreement.
ARTICLE V
METERING AND SAMPLING FACILITIES
5.01 Construction and Title. Aqua Utilities or its agents or assigns shall construct or
cause to be constructed the Metering and Sampling Facilities. All construction shall be in
accordance with plans and specifications meeting City standards and shall be approved in advance
by the City. All construction costs, including, but not limited to, site acquisition and preparation,
Wholesale Wastewater Service Agreement Page 9
design and engineering, construction and equipment for such facilities, together with the costs of
necessary easements and rights -of --way, and including any and all necessary modifications to
accommodate a complete initial installation satisfactory to the City, shall be provided free of charge
to the City and be paid for pursuant to the Utility Agreement. Upon acceptance of the Metering and
Sampling Facilities, Aqua Utilities shall convey (at no charge to the City), and the City shall own
and have title to, the Metering and Sampling Facilities along with the exclusive right to use, operate,
and maintain such facilities; however, such metering and sampling facilities shall serve the
Development only and no Discharge from outside the Development will be connected to the Fort
Worth System in a manner that would allow it to pass through such facilities, absent the City's
written consent.
5.02 Operation and Maintenance. The City shall become solely responsible for the
operation and maintenance responsibilities associated with the Metering and Sampling Facilities
upon acceptance of same. Aqua Utilities, to the extent that access is under its control, will
continuously provide a route of ingress and egress to said Metering and Sampling Facilities for the
City. The City shall have the discretion to construct improvements, expansions, and replacements
to said facilities as a System Cost and at the timing of the City's needs. Aqua Utilities will also
obtain (or grant) and convey to the City such permits or easements as are necessary for the
continuous operation and maintenance of all Metering and Sampling Facilities. All costs incurred
by the City for operation, maintenance, or replacement of the Metering and Sampling Facilities shall
be considered a System Cost.
5.03 Expenses. Expenses incurred by the City for the operation and maintenance of the
Metering and Sampling Facilities shall be a System Cost and shall include, but not necessarily be
limited to, the following:
A. Cost of electricity at the facility;
Be Cost of the initial installation of the telemetry service at the facility and to the control
center and cost of monthly lease charge for the telephone line;
C. Cost of calibration;
D. Cost of parts, materials and supplies required for repairs, calibrations and upgrading
of the facilities;
E. Labor cost plus fringe benefits and indirect costs for repairs, calibrations and
upgrading of the facilities; and
F. Maintenance of ingress and egress and meter facility site.
5.04 Replacement Facilities. Replacement of the Metering and Sampling Facilities
described in this Article V or the equipment therein, occasioned as a result of obsolescence due to
age, excessive maintenance, growth or other reasons as determined by the Director, shall be a
System Cost. Any replacement facility or equipment therein shall comply with the City's standards
and specifications.
ARTICLE VI
METERING AND SAMPLING
6.01 Requirement of Metering and Sampling. Any Discharge into the Fort Worth System
from the Development's System shall be metered and sampled as set forth in this Article VI.
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6.02 Access to Facilities. Aqua Utilities shall have access to the Metering and Sampling
Facilities at all reasonable times; provided, however, that any reading, calibration or adjustment to
such metering equipment shall be done by employees or agents of the City, or other mutually
approved third parry calibration agent, in the presence of representatives of Aqua Utilities and the
City, if so requested by Aqua Utilities. Notice of any proposed tests shall be provided to Aqua
Utilities at least seventy-two (72) hours prior to such tests being conducted.
6.03 Access to Records. All readings of meters will be maintained by the City in its usual
and customary manner. Aqua Utilities shall have access to such records during reasonable business
hours and shall be furnished with monthly totalizer readings for each Point of Entry metering and
sampling facility.
6.04 Service and Calibration. The City shall calibrate and routinely service the meters no
less than once during each six (6) month period. Copies of the results of such calibration and all
related information shall be provided to Aqua Utilities. The City shall notify Aqua Utilities at least
seventy-two (72) hours in advance of the date and time for any calibration and Aqua Utilities may
observe the calibration.
6.05 Corrections. Upon any calibration, if it is determined that the accuracy envelope of
such meter is found to be lower than ninety-five percent (95%) or higher than one hundred five
percent (105%) expressed as a percentage of the full scale of the meter, the registration of the flow
as determined by such defective meter shall be corrected for a period extending back to the time
such inaccuracy began, if such time is ascertainable; or, 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 six (6) months.
6.06 Out of Service Meter. If any meter used to determine volume from the
Development's System is out of service or out of repair so that the amount of wastewater metered
cannot be ascertained or computed from the reading thereof, the wastewater delivered through the
period such meter is out of service or out of repair shall be estimated and agreed upon by the Parties
hereto upon the basis of the best data available. The basis for estimating such flow includes, but is
not limited to, extrapolation of past patterns of flow for said metering station under similar
conditions.
6.07 Monitoring of Quantity and Quality. All Discharge from the Development's System
shall be monitored for volume. In addition, the City shall periodically determine the quality of the
Discharge from the Development's System at the Metering and Sampling Facilities or other agreed
upon sampling points for the purposes of billing for the strength of the wastewater. The sampling
and testing shall be performed up to two times per year until build -out of the Development and
thereafter one time per year. To determine the quality of the wastewater, the City shall collect
twenty-four (24) hour flow -weighted composite samples for a period of not less than five (5)
consecutive twenty-four (24) hour periods. The City will provide Aqua Utilities with a Notice at
least seven (7) days in advance of its intent to sample, or sufficiently in advance of the sampling to
allow Aqua Utilities to arrange the services of a qualified laboratory. If, at the request of Aqua
Utilities or at the request of the Director, more extensive monitoring is desired, such additional
monitoring shall be paid for by the Party making the request and shall be done in compliance with
this Article Vl. If Aqua Utilities requests such additional monitoring, the City shall invoice Aqua
Wholesale Wastewater Service Agreement Page 11
Utilities and payment shall be made within thirty (30) days after receipt of invoice. The Notice shall
include the planned dates, times, and location(s) of sampling. The City shall analyze the samples
collected in accordance with standard methods. Aqua. Utilities maybe present during the initial
setup of sampling equipment and at the time of pickup for each twenty-four (24) hour composite
sample. The City agrees, if requested, to split the wastewater samples with Aqua Utilities.
6.08 Compliance Monitoring. If, in the opinion of the Director, compliance monitoring is
required, the Director may order that additional monitoring be performed with or without prior
Notice to Aqua Utilities. Such compliance monitoring is to be in addition to the routine monitoring
and periodic sampling set forth in Section 6.07. All information obtained as a result of this
compliance monitoring shall be provided to Aqua Utilities upon request. The City will provide
Notice of such compliance monitoring to Aqua Utilities within a reasonable time thereafter.
ARTICLE VII
OWNERSHIP, LIABILITY and INDEMNIFICATION
7.01 Liability and Ownership. Liability for damages arising out of the transportation,
delivery, receipt, treatment, or disposal of any Discharge into the Development's System shall
remain in Aqua Utilities, together with ownership of the Discharge, until such Discharge passes
through the Point of Entry to the Fort Worth System, at which point ownership of the Discharge and
any liability arising thereafter shall pass to the City, save and except that liability arising out of and
ownership of any Prohibited Discharge shall not pass to the City, and shall remain with Aqua
Utilities. No provision of this Agreement shall be construed to create any type of joint or equity
ownership of any property, any partnership or any joint venture. Payments by Aqua Utilities
(whether past, present, or future) will not be construed as granting Aqua Utilities partial ownership
A, pre -paid capacity in, or equity in the Fort Worth System or the TRA System.
7.02 Indemni TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AQUA
UTILITIES AGREES TO INDEMNIFY AND DEFEND CITY, TRA, AND EACH OF THEIR RESPECTIVE
OFFICERS, ELECTED OFFICIALS, EMPLOYEES, AGENTS, ATTORNEYS, CONSULTANTS,
CONTRACTORS, SUCCESSORS AND ASSIGNS (COLLECTIVELY, "INDEMNITEES") WITH REGARD
TO ANY AND ALL CLAIMS, LOSSES, DAMAGES, LIABILITIES, LIENS, FINES, SUITS, JUDGMENTS,
ADMINISTRATIVE PROCEEDINGS, REMEDIATION OR CORRECTIVE ACTION REQUIREMENTS,
ENFORCEMENT ACTIONS, AND ALL COSTS AND EXPENSES INCURRED IN CONNECTION
THEREWITH (INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS' FEES, COSTS OF
INVESTIGATION AND EXPENSES, INCLUDING THOSE INCURRED BY CITY IN ENFORCING THIS
INDEMNITY), DIRECTLY OR INDIRECTLY ARISING OUT OF, CAUSED BY OR RESULTING FROM (IN
WHOLE OR IN PART) ANY BREACH OF THIS AGREEMENT, ANY PROHIBITED DISCHARGE, OR ANY
CONNECTION OF THE DEVELOPMENT'S SYSTEM TO THE FORT WORTH SYSTEM,
(COLLECTIVELY, "LIABILITIES"), EVEN IF SUCH LIABILITIES ARISE FROM OR ARE ATTRIBUTED
TO STRICT LIABILITY OR TO THE SOLE OR CONCURRENT NEGLIGENCE OF ANY INDEMNITEE.
Wholesale Wastewater Service Agreement Page 12
ARTICLE VIII
REPORTS AND RECORDS
8.01 Required Records. As required by the City's agreement with TRA, Aqua Utilities
shall provide the following data upon 30 days Notice from the City.
A. Actual number of customer accounts discharging into the Development's System;
B. Classification of domestic and non -domestic accounts within its service area by
number and percentage of accounts discharging directly or indirectly into the
Development's System;
C. The number of SIU connections subject to Section 3.02 of this Agreement to be
served by the Development's System, with name and location of each; and
D. Additional data which may assist the City in developing methodology for cost of
service studies, planning studies for analyzing federal grants, and system access fees;
provided, however, that the City shall not request data that will require Aqua Utilities
to incur unreasonable expenses in providing such data.
8.02 Inspection and Audit. Complete records and accounts required to be maintained by
each Parry hereto shall be kept for a period of five (5) years. Each Party shall at all times, upon
Notice, have the right at reasonable times to examine and inspect said records and accounts during
normal business hours; and further, if required by any law, rule or regulation, make said records and
accounts available to federal and/or state auditors.
ARTICLE IX
TERM AND RELATED PROVISIONS
9.01 Term of Agreement. This Agreement shall expire upon the sooner of: (i)
termination in accordance with this Article IX; (ii) April 30, 2018. In addition to expiration
pursuant to this Section 9.01(i) and 9.01(ii), this Agreement shall also expire, with respect to that
portion of the Development covered by a District, on the sooner of (a) the date that Aqua Utilities
ceases to be the retail wastewater service provider for such District, (b) the date two years after the
District Confirmation Date if no mutually acceptable lease agreement is reached between Aqua
Utilities and the District for the operation and maintenance of the wastewater Infrastructure within
that District as required by the Utility Agreement; or (c) the date five years after the District
Confirmation Date if the District does not own any wastewater Infrastructure capable of providing
retail wastewater service to the District.
9.02 Extension. Where expiration of this Agreement occurs pursuant to Section 9.01(ii),
the City will offer to continue to sell wholesale wastewater service to Aqua Utilities under one of
two options, to be chosen by the City in its sole discretion:
A. A renewal of this Agreement, in its entirety, amending only Section 9.01(ii) to
"December 31, 2035," and to add "(iii) with respect to that portion of the
Development covered by a District, with respect to that portion of the
Development covered by a District, 17 years after the first connection to retail
water or wastewater utility service within such District, or (iv) the expiration
date of the renegotiated contracts with the City's wholesale customers who are
municipalities. In the event the Development is not divided into any new
Wholesale Wastewater Service Agreement Page 13
District, then this Agreement shall expire pursuant to subsection (iii) above
only for each portion of the Development covered by a separate service plan
(submitted to and approved by the City pursuant to Section 3.02 of the Utility
Agreement) on the date 17 years after the first connection to retail water or
wastewater utility service within the portion of the Development covered by
that service plan." Also, Section 4.02 shall be amended to state initial rates that
are those in effect on the first day of the renewal term for the City's wholesale
customers who are municipalities.
B. A wholesale wastewater agreement with terms that are the same as the terms of
the renegotiated contracts with the City's wholesale customers who are
municipalities whose contracts now expire in 2017, and subject to all the terms
and conditions of those contracts, except that the expiration date of the wholesale
agreement with Aqua Utilities will be the sooner of (i) the expiration date of the
renegotiated contracts with the City's wholesale customers who are
municipalities, or (ii) December 31, 2035, or (iii) with respect to that portion of
the Development covered by a District, the date 17 years after the first
connection to retail water or wastewater utility service within such District,
and in addition shall remain subject to termination pursuant to Section 9.01(i) &
(a) - (c) of this Agreement. In the event the Development is not divided into
any new District, then the agreement shall expire pursuant to (iii) above only
for each portion of the Development covered by a separate service plan
(submitted to and approved by the City pursuant to Section 3.02 of the Utility
Agreement) on the date 17 years after the first connection to retail water or
wastewater utility service within the portion of the Development covered by
that service plan.
The City will advise Aqua Utilities of the City's selected option by providing Notice one hundred
eighty (180) days before the Section 9.01(ii) expiration date. Aqua Utilities can then either (i) agree
to accept the option offered by the City in its Notice, in which case Aqua Utilities and the City will
execute the documents necessary to formalize the terms of such agreement within 60 days of Aqua
Utilities' receipt of Notice; or (ii) elect not to continue to purchase wastewater from the City, in
which case this Agreement terminates on the Section 9.01(ii) expiration date and thus the City shall
have no further service obligation thereafter. If the City's wholesale customers' 2017 expiration
dates are extended, then the Section 9.01(ii) expiration date of this Agreement will be extended for
the same number of years or months, but in no event beyond December 31, 2027.
9.03 Effective Date. This Agreement, together with all terms and conditions and
covenants, shall be effective
9.04 Termination. In addition to termination pursuant to Article IX and Section 4.03,
this Agreement may be terminated in whole or in part by the mutual consent of Aqua Utilities and
the City. Notwithstanding anything contained herein to the contrary, any material breach by Aqua
Utilities in the performance of any of the duties or the obligations assumed by Aqua Utilities
hereunder, or to faithfully keep and perform any of the terms, conditions and provisions hereof,
shall be cause for termination of this Agreement by the City in the manner set forth in this Section
9.04. If Aqua Utilities commits a material breach, then the City shall deliver to Aqua Utilities
Wholesale Wastewater Service Agreement
Page 14
ninety (90) days prior Notice of its intention to so terminate this Agreement, including in such
Notice a reasonable description of the breach. Aqua Utilities shall commence curing such breach
within fourteen (14) calendar days after receipt of such Notice and shall diligently pursue and
complete such cure without unreasonable cessation of activities within ninety (90) days from the
date of the Notice; however, if the breach is not reasonably susceptible to cure by Aqua Utilities
within such ninety (90) day period, the City agrees that it will not terminate this Agreement so
long as Aqua Utilities has diligently pursued such cure within the foregoing ninety (90) days and
diligently completes the work, without unreasonable cessation, within a reasonable time
thereafter. The time authorized by this Agreement to cure the breach is the "Cure Period." If
Aqua Utilities shall fail or refuse to cure such material breach to the satisfaction of the City
within the Cure Period, then and in such event, the City shall have the right with additional sixty
(60) days advance Notice to Aqua Utilities and without any liability whatsoever on the part of the
City to declare this Agreement terminated, and the Agreement will immediately expire at the end of
such Notice period. The City shall give Notice to Aqua Utilities immediately upon acceptance of
the cure of any default. A material breach of this Agreement includes, but is not limited to:
a. Failure to comply with and enforce any wastewater quality or pretreatment
standards required by this Agreement;
b. Failure to make any payment of any bill, charge or fee as provided for in this
Agreement,
c. Making any connection to the Fort Worth System at any point other than
those authorized by this Agreement;
d. Failure to permit any sampling of wastewater as provided for herein;
e. Failure to disconnect a Prohibited Discharge pursuant to Section 3.07,
f. Failure of Aqua Utilities to comply with Sections 2.01, 2.05, 2.07, 2.08, 4.03
or 5.01 or Article X hereof.
9.05 Remedy for Breach, Liquidated Damages. In the event of any non -material breach,
default or failure to perform duties under this Agreement, the City shall deliver to Aqua Utilities a
Notice of such default. If Aqua Utilities fails to cure such breach, default or failure within sixty (60)
days, then the City shall give Aqua Utilities Notice of such failure to cure and Aqua Utilities shall
pay the City Five Thousand Dollars ($5,000) per month (or an amount calculated as an amount
equal to 10% of its retail water billings, whichever is less), until such time as Aqua Utilities cures
such non -material breach. The Parties intend the amount paid above to be liquidated damages.
The Parties agree and acknowledge that actual damages to the City in the event of a nonmaterial
breach would be impossible to calculate and that the amount set forth above represents a fair and
reasonable estimate of the City's damage.
9.06 Effect of Termination. In the event of termination of this Agreement, except to the
extent provided in Section 9.07, all rights, powers, and privileges of Aqua Utilities hereunder shall
cease and terminate and Aqua Utilities shall make no claim of any kind whatsoever against the City,
iIs agents or representatives, by reason of such termination or any act incident thereto, provided the
City acted reasonably and such termination was not unreasonable, arbitrary and capricious.
9.07 Surviving Provisions. As part of, or in addition to, survival rights to which the
Parties may be entitled in law or equity, the following provisions shall survive the termination of
this Agreement for any reason: (a) any payment obligation of any Party under the terms of this
Wholesale Wastewater Service Agreement Page 15
Agreement that has accrued prior to such termination; (b) Section 1.02 (Indemnity); (c) Article
VIII (Reports and Records) (d) Section 9.09 (Continuation of Service; Alternative Supplies); and
(e) Article XI (Miscellaneous).
9.08 Effect of Opportunity to Cure. The opportunities provided in the Agreement to cure
a material or non -material breach do not relieve or diminish any obligation of Aqua Utilities to
indemnify the City pursuant to Article VII for any Liabilities.
9.09 Continuation of Service. Parties agree that this Agreement sets forth explicit
expiration provisions and that no continuation of the service obligation will be implied beyond
the expiration of this Agreement.
ARTICLE X
PERFORMANCE PURSUANT TO THE UTILITY AGREEMENT
This Agreement is executed pursuant to, and shall be performed consistent with the terms
of the Utility Agreement. Accordingly, all construction, operation and maintenance activities
undertaken pursuant this Agreement shall be performed in compliance with the Utility
Agreement, including the standards for construction, operation and maintenance set forth in
Article V of the Utility Agreement.
ARTICLE XI
MISCELLANEOUS
11.01 Governing Law, Jurisdiction and Venue. THIS AGREEMENT MUST BE
CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS9 AS
THEY APPLY TO CONTRACTS PERFORMED WITHIN THE STATE OF TEXAS AND WITHOUT REGARD
TO ANY CHOICE OF LAW RULES OR PRINCIPLES TO THE CONTRARY. THE PARTIES
ACKNOWLEDGE THAT THIS AGREEMENT IS PERFORMABLE IN TARRANT COUNTY9 TEXAS AND
HERESY SUBMIT TO THE JURISDICTION OF THE COURTS OF TARRANT COUNTY, TEXAS, AND
HEREBY AGREE THAT ANY SUCH COURT SHALL BE A PROPER FORUM FOR THE DETERMINATION
OF ANY DISPUTE ARISING HEREUNDER.
11.02 Notice. Any notices, certifications, approvals, or other communications required
to be given by one Party to another under this Agreement (a "Notice") shall be given in writing
addressed to the Party to be notified at the address set forth below and shall be deemed given: (a)
when the Notice is delivered in person to the person to whose attention the Notice is addressed;
(b) when received if the Notice is deposited in the United States Mail, certified or registered
mail, return receipt requested, postage prepaid; (c) when the Notice is delivered by Federal
Express, UPS, or another nationally recognized courier service with evidence of delivery signed
by any person at the delivery address; or (d) five business days after the Notice is sent by FAX
(with electronic confirmation by the sending FAX machine) with a confirming copy sent by
United States mail within 48 hours after the FAX is sent. If any date or period provided in this
Agreement ends on a Saturday, Sunday, or legal holiday, the applicable period for calculating the
Notice shall be extended to the first business day following the Saturday, Sunday, or legal
holiday. For the purpose of giving any Notice, the addresses of the Parties are set forth below.
Wholesale Wastewater Service Agreement Page 16
The Parties may change the information set forth below by sending Notice of such changes to the
other Party as provided in this section.
To the City:
City of Fort Worth, Texas
1000 Throckmorton Street
An: City Secretary
Fort Worth, Texas 76102
FAX: (817) 392-6196
City of Fort Worth, Texas
1000 Throckmorton Street
Attn: City Manager
Fort Worth, Texas 76102
FAX: (817) 392-6134
City of Fort Worth, Texas
1000 Throckmorton Street
Attn: Water Director
Fort Worth, Texas 76102
FAX: (817) 392-2398
To Aqua Utilities:
1421 Wells Branch Pkwy., Ste. 105
Pflugerville, TX 78660
Attn: Vice President
FAX: (512) 989-9891
762 West Lancaster Ave.
Bryn Mawr, Pennsylvania 19010
Attn: Chief Legal Officer
FAX: (610) 520-9127
11.03 Consent Required for Assignment and Binding on Successors and Assigns. All of
the terms of this Agreement shall be binding upon, shall inure to the benefit of, and shall be
severally enforceable by and against each Party to this Agreement, individually, and such Party's
respective personal representatives, successors, trustees, receivers, and assigns. However, no
Party shall assign this Agreement without the written consent of the other Parry. Except that, this
Agreement may be assigned to the District without the City's consent; provided that notice and a
copy of the assignment contract is received by the City at least 10 days prior to the effective date
of the assignment. It is specifically intended that this Agreement and all terms, conditions and
covenants herein shall survive a transfer, conveyance or assignment occasioned by the exercise
of foreclosure of lien rights by a creditor or a Parry hereto, whether judicial or non judicial.
Wholesale Wastewater Service Agreement Page 17
11.04 Amendment. This Agreement may be amended only with the written consent of
all Parties and with approval of the governing body of the City.
11.05 No Waiver. Any failure by a Party to insist upon strict performance by the other
Party of any material provision of this Agreement shall not be deemed a waiver thereof, and the
Party shall have the right at any time thereafter to insist upon strict performance of any and all
provisions of this Agreement. No provision of this Agreement may be waived except by writing
signed by the Party waiving such provision. Any waiver shall be limited to the specific purposes
for which it is given. No waiver by any Party hereto of any term or condition of this Agreement
shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver
of the same term or condition.
11.06 Severability. The provisions of this Agreement are severable and, in the event
any word, phrase, clause, sentence, paragraph, section, or other provision of this Agreement, or
the application thereof to any person or circumstance, shall ever be held or determined to be
invalid, illegal, or unenforceable for any reason, and the extent of such invalidity or
menforceability does not cause substantial deviation from the underlying intent of the Parties as
expressed in this Agreement, then such provision shall be deemed severed from this Agreement
with respect to such person, entity or circumstance, without invalidating the remainder of this
Agreement or the application of such provision to other persons, entities or circumstances, and a
new provision shall be deemed substituted in lieu of the provision so severed which new
provision shall, to the extent possible, accomplish the intent of the Parties as evidenced by the
provision so severed.
11.07 Captions. Captions and headings used in this Agreement are for reference
purposes only and shall not be deemed a part of the Agreement.
11.08 Interpretation. The parties acknowledge that each party and, if it so chooses, its
counsel have reviewed and revised this Agreement and that the normal rule of construction to the
effect that any ambiguities are to be resolved against the drafting party shall not be employed in
the interpretation of this Agreement or any amendments or exhibits hereto. As used in this
Agreement, the term "including" means "including without limitation" and the term "days"
means calendar days, not business days. Wherever required by the context, the singular shall
include the plural, and the plural shall include the singular. Each defined term herein may be
used in its singular or plural form whether or not so defined.
11. 09 Conspicuous Provisions. The City and Aqua Utilities acknowledge that the
provisions of this Agreement that are set out in bold, caP><TAis (or any combination thereof)
satisfy the requirements for the express negligence rule and/or are conspicuous.
11.10 No Third Party Beneficiary. This Agreement is solely for the benefit of the
Parties, and neither the City nor Aqua Utilities intends by any provision of this Agreement to
create any rights in any thir&party beneficiaries or to confer any benefit upon or enforceable
rights under this Agreement or otherwise upon anyone other than the City and Aqua Utilities.
11.11 Force Majeure. No Party shall be considered to be in default in the performance of
any of the obligations hereunder (other than obligations of either Party to pay costs and expenses) if
Wholesale Wastewater Service Agreement Page 18
such failure of performance shall be due to an uncontrollable force beyond the control of the Parties,
including but not limited to, the failure of facilities, flood, earthquake, tornado, storm, fire,
lightning, epidemic, war, not, civil disturbance or disobedience, labor dispute, labor or material
shortage, sabotage, or restraint by a court order or public authority, which by the exercise of due
diligence and foresight such Party could not have reasonably been expected to avoid. Either Parry
rendered unable to fulfill any obligation by reason of an uncontrollable force shall exercise due
diligence to remove such inability with all reasonable dispatch. In the event the proper operation of
the Fort Worth System, as a result of the above, requires the City to temporarily interrupt all or part
of the services to Aqua Utilities, no claims for damage shall be made by Aqua Utilities against the
City. The City will exercise its best efforts to insure that such interruptions will not adversely affect
the health and welfare of the Users.
11.12 Incorporation of Exhibits by Reference. All exhibits attached to this Agreement
are incorporated into this Agreement by reference for the purposes set forth herein, as follows.
Exhibit A Map of the Development
Exhibit B Legal Description of the Development
Exhibit C Original TRA Contract
Exhibit D Map showing the Development's Point of Entry into the Fort
Worth System and Fort Worth's Point of Entry to the TRA System
Exhibit E Rate Methodology
[THIS SPACE INTENTIONALLY LEFT BLANK/
SIGNATURES ON FOLLOWING PAGE]
Wholesale Wastewater Service Agreement Page 19
Each Party has caused this Agreement to be executed by its duly authorized representative in
multiple copies effective as of the Effective Date.
ATTEST:
Marty Hendrix
City Secretary
APPROVED AS TO FORM AND
LEGALITY:
Assistant City Attorney
ATTEST:
Corporate Secretary
CITY OF FORT WORTH
By:
Title:
(print name)
AQUA UTILITIES, INC., a Texas Corporation
By:
Title:
(print name)
Wholesale Wastewater Service Agreement
Page 20
Exhibit A
Map of the Development
Exhibit A to
Wholesale Wastewater Service Agreement Page 1
Exhibit B
Legal Description of the Development
BEING a 1,922.73 7 acre tract of land in the G. Cardinas Survey, Abstract No. 214, the James
Chesier Survey, Abstract No. 225, the W.D. Reed Survey, Abstract No. 1125, the W.C.
Brookfield Survey, Abstract No. 34, and the W.A. Ferris Survey, Abstract No. 419 situated in
Denton County, Texas and being a combination of a portion of those tracts conveyed to Aperion
Communities, L.L.L.P. (Aperion Tract One -A and Aperion Tract One-B), by deed recorded
under County Clerk's File No. 2004-11913 of the Real Property Records of Denton County,
Texas (RPRDCT), that tract conveyed to Nancy Talley Reynolds, et al, by deed recorded in
Volume 2301, Page 223 RPRDCT, a portion of that tract conveyed to Aperion Communities,
L.L.L.P. by deed recorded under County Clerk's File No. 2003490652 RPRDCT (Aperion
Tract Two), that tract conveyed to Rocksand Investments, LLLP by deed recorded in Instrument
Number 2005-30851 RPRDCT and those tracts recorded in Volume 5128, Page 3102 and
Volume 5119, Page 715, RPRDCT and being more particularly described as follows:
TRACT ONE
COMMENCING at a capped 5/8" iron pin found, said iron pin also being on the north right-of-
way line of State Highway No. 114, said iron pin also being on the west line of said Alliance 161
Investments tract, said iron pin also being on the east line of a tract conveyed to Betty Marie
McIntyre, et al, by deed recorded in Volume 2906, Page 363 RPRDCT; THENCE
N OOE32'36" W along the west line of said Alliance 161 Investments tract and the east line of
said McIntyre, et al, tract recorded in Volume 2906, Page 363 RPRDCT, a distance of 3701.24
feet to a 3/8" iron pin found; THENCE N 89E39'59" E along the north line of said Alliance 161
Investments tract and the east line of said McIntyre, et al, tract recorded in Volume 2906, Page
363 RPRDCT, a distance of 1826.89 feet to a 1/2" iron pin found, said iron pin also being on the
west line of said Aperion Tract One -A; THENCE N OOE22'44" W along the east line of said
McIntyre, et al, tract recorded in Volume 2906, Page 363 RPRDCT, and the west line of said
Aperion Tract One -A, a distance of 1294.80 feet to a capped 1/2" iron pin set, said capped iron
pin set also being on the west line of said Nancy Reynolds Talley, et al tract, said iron pin also
being the POINT OF BEGINNING of the herein described tract;
THENCE N OOE22'44" W along the east line of said McIntyre, et al, tract recorded in Volume
2906, Page 363 RPRDCT, and the west line of said Aperion Tract One -A, a distance of 102.53
Feet to a capped 1/2" iron pin set
THENCE N 57E46'29" W along the east line of said McIntyre, et al, tract recorded in Volume
2906, Page 363 RPRDCT, the east line of a tract conveyed to Peggy Jeannine Eaton and Betty
Marie McIntyre by deed recorded under County Clerk's File No. 2003-203215 and the west line
of said Nancy Reynolds Talley, et al tract, a distance of 253.45 feet to a 1/2" iron pin found;
THENCE N OOE21'32" E along the east line of said Peggy Jeannine Eaton and Betty Marie
McIntyre tract and the west line of said Nancy Reynolds Talley, et al tract, a distance of 1364.27
feet to a railroad spike found, said railroad spike also being on a west line of said Aperion Tract
One -A, said railroad spike also being in Sam Reynolds Road;
Exhibit B to
Wholesale Wastewater Service Agreement Page 2
THENCE N OOE12'20" W along the east line of said Peggy Jeannine Eaton and Betty Marie
McIntyre tract and the west line of said Aperion Tract One -A and in Sam Reynolds Road, a
distance of 2791.88 feet to a railroad spike found;
THENCE S 89E52'l6" W along the north line of said Peggy Jeannine Eaton and Betty Marie
McIntyre tract and the west line of said Aperion Tract One -A and in Sam Reynolds Road, a
distance of 1909.29 feet to a 5/8" iron pin found, said iron pin also being on the east line of
Indian Trails Phase 1, an addition to Denton County, Texas as recorded in Cabinet G, Page 311
of the Plat Records of Denton County, Texas (PRDCT);
THENCE N OOE09'15" W along the west line of said Aperion Tract One -A, the east line of said
Indian Trails Phase 1, the east line of a tract conveyed to Avondale Ranch by deed recorded in
Volume 5289, Page 4253 RPRDCT and in Sam Reynolds Road, a distance of 1437.47 feet to a
60d nail in asphalt found, said 60d nail also being the southwest corner of a tract conveyed to
Milton High by deed recorded in Volume 501, Page 248 RPRDCT;
THENCE N 76E15'28" E along the west line of said Aperion Tract One -A and the south line of
said High tract, a distance of 381.87 feet to a 1/2" iron pin found;
THENCE N OOE18'58" W along the west line of said Aperion Tract One -A and the east line of
said High tract, a distance of 307.76 feet to a 1/2" iron pin found;
THENCE S 89E55'09" W along the west line of said Aperion Tract One -A and the north line of
said High tract, a distance of 370.41 feet to a 60d nail found, said 60d nail also being on the east
line of said Avondale Ranch tract and in Sam Reynolds Road;
THENCE N OOE12'09" W along the west line of said Aperion Tract One -A, the east line of said
Avondale Ranch tract, the east line of a tract conveyed to W.E. Wilkerson by deed recorded in
Volume 960, Page 35 RPRDCT, the east line of a tract conveyed to Edward Zelnik, et ux Janet
by deed recorded in Volume 4062, Page 1905 RPRDCT, the east line of a tract conveyed to J.
Lloyd Barksdale, et ux Dorthy by deed recorded in Volume 829, Page 271 RPRDCT, the east
line of a tract conveyed to J. Lloyd Barksdale, et ux Dorthy by deed recorded in Volume 829,
Page 275 RPRDCT, the east line of a tract conveyed to Gary Lynn Barksdale, et ux Toni Gayle
by deed recorded in Volume 1545, Page 427 RPRDCT, the east line of a tract conveyed to
Bobby J. Henry by deed recorded in Volume 5028, Page 3683 RPRDCT, and in Sam Reynolds
Road, a distance of 3495.34 feet to a railroad spike found, said railroad spike also being on the
south line of a tract conveyed to Margaret DiNapoli, et al, by deed recorded in Volume 4522,
Page 2063 RPRDCT;
THENCE S 89E57'51 E along the west line of said Aperion Tract One -A and the south line of
said Margaret DiNapoli, et al tract, a distance of 509.83 feet to a 5/8" iron pin found, said iron
pin also being on the west line of a tract conveyed to Archie Eddleman by deed recorded in
Volume 2322, Page 824 RPRDCT;
THENCE S OOE14'31" E along the west line of said Aperion. Tract One -A and the west line of
said Eddleman tract, a distance of 226.43 feet to a 1/2" iron pin found;
THENCE N 89E05' 10" E along the west line of said Aperion. Tract One -A and the south line of
said Eddleman tract, a distance of 870.61 feet to a 5/8" iron pin found, said iron pin also being
the southwest corner of a tract conveyed to Ricky Iverson by deed recorded in Volume 4718,
Page 362 RPRDCT;
Exhibit B to
Wholesale Wastewater Service Agreement Page 3
THENCE N 88E48'54" E along the west line of said Aperion Tract One -A and the south line of
said Iverson tract and the south line of a tract conveyed to Carol Theis by deed recorded in
Volume 1038, Page 887 RPRDCT, a distance of 1598.77 feet to a 1/2" iron pin found;
THENCE N OOE24'54" W along the west line of said Aperion Tract One -A and the east line of
said Theis tract and the east line of a tract conveyed to S.R. Harper by deed recorded in Volume
1726, Page 31 RPRDCT, a distance of 907.14 feet to a 1/2" iron pin found, said iron pin also
being the southeast corner of a tract conveyed to Roy Chastain by Contract of Sale recorded
under County Clerk's File No. 97-R0021328 RPRDCT;
THENCE N OOE43'24" W along the west line of said Aperion Tract One -A and the east line of
said Chastain tract, a distance of 423.43 feet to a 1/2" iron pin found, said iron pin also being the
southeast corner of said Aperion Tract Two;
THENCE S 88E53'01 W along the south line of said Aperion Tract Two and the north line of
said Chastain tract, a distance of 1193.21 feet to a capped 1/2" iron pin found, said iron pin also
being on the east line of a tract conveyed to Wayne Harris by deed recorded in Volume 976,
Page 42 RPRDCT;
THENCE N OOE35'15" W along the west line of said Aperion Tract Two and the east line of said
Harris tract, the east line of a tract conveyed to John McCurry by deed recorded in Volume 971,
Page 697 RPRDCT, the east line of a tract conveyed to Samuel Haynes by deed recorded in
Volume 962, Page 43 RPRDCT, and the east line of a tract conveyed to Howell Choate by deed
recorded in Volume 924, Page 921 RPRDCT, a distance of 2336.13 feet to a 1/2" iron pin found,
said iron pin also being the southwest corner of a tract conveyed to The Pennington Family Trust
by deed recorded in Volume 4833, Page 525 RPRDCT;
THENCE S 88E03'05" E along the north line of said Aperion Tract Two and the south line of
said Pennington Family Trust tract recorded in Volume 4833, Page 525 RPRDCT, a distance of
1190.05 feet to a 1/2" iron pin found, said iron pin also being on the north line of Aperion Tract
One -A;
THENCE N 89E00'24" E along the north line of said Aperion Tract One -A, the south line of said
Pennington Family Trust tract recorded in Volume 4833, Page 525 RPRDCT and the south line
of a tract conveyed to The Pennington Family Trust by deed recorded in Volume 4833, Page 521
RPRDCT, a distance of 1146.79 feet to a 1/2" iron pin found, said iron pin also being on the
southerly right -of --way line of Farm -to -Market Road No. 407 (F.M. 407) (90' ROW);
THENCE S 50E10'01 E along the north line of said Aperion Tract One -A and the southerly
right-of-way line of F.M. 407, a distance of 682.19 feet to a capped 1/2" iron pin set, said iron
pin also being the Point of Curvature of a circular curve to the left having a radius of 617.96 feet,
a central angle of 39E44'46" and being subtended by a chord which bears S 70E02'24" E, 420.13
feet;
THENCE along said curve to the left and the north line of said Aperion Tract One -A and the
southerly right -of --way line of F.M. 407, a distance of 428.68 feet to a capped 1/2" iron pin set;
THENCE S 89E54'47" E tangent to said curve and along the north line of said Aperion Tract
One -A and the southerly right -of --way line of F.M. 407, a distance of 458.09 feet to a point on the
east line of the City of Fort Worth ETJ line and the west line of the Town of Northlake ETJ line;
THENCE S OOE00100" W, departing the north line of said Aperion Tract One -A and the
southerly right -of --way line of said F.M 407, along the east line of the City of Fort Worth ETJ
line and along the west line of the Town of Northlake ETJ line, a distance of 2998.33 feet to a
Exhibit B to
Wholesale Wastewater Service Agreement Page 4
point on the north line of a tract conveyed to Patricia Malloy by deed recorded in Volume 7699
Page 965 RPRDCT;
THENCE S 88E57'42" W along the east line of said Aperion Tract One -A and the north line of
the north line of said Patricia Malloy tract, a distance of 802.46 feet to a 5/8" iron pin found;
THENCE S OOE10'33" E along the east line of said Aperion Tract One -A and the west line of
said Patricia Malloy tract, a distance of 3748.38 feet to a 5/8" iron pin found, said iron pin also
being the northwest corner of Riggs Place, an addition to Denton County, Texas as recorded in
Cabinet E, Page 359 PRDCT;
THENCE S OOE1737" E along the east line of said Aperion Tract One -A, the west line of said
Riggs Place and the west line of a remainder tract conveyed to James Riggs, Jr., et ux Deborah,
by deed recorded in Volume 870, Page 444 RPRDCT, a distance of 4211.11 feet to a 1/2" iron
pin found, said iron pin also being in Sam Reynolds Road;
THENCE N 89E56'15" E along the east line of said Aperion Tract One -A, the south line of said
James Riggs, Jr. remainder tract, the south line of said Riggs Place, the south line of Sunflower
Meadows, an addition to Denton County, Texas as recorded in Cabinet O, Page 122 PRDCT, the
south line of Sage Meadows, Phase One, an addition to Denton County, Texas as recorded in
Cabinet M, Page 208 PRDCT; the south line of a tract conveyed to Locust Thorn, L.P., by deed
recorded in Volume 4009, Page 321 RPRDCT, the south line of Foxbane Estates, an addition to
Denton County, Texas as recorded in Cabinet H, Page 24 PRDCT and in Sam Reynolds Road, a
distance of 3409.24 feet to a capped 1/2" iron pin set, said iron pin also being the original
northwest corner of Peyton Place, Phase One, an addition to Denton County, Texas as recorded
in Cabinet M, Page 266 PRDCT;
THENCE S OOE15'21" E along the east line of said Aperion Tract One -A, the west line of said
Peyton Place, Phase One and the west line of Peyton Place, Phase Two, an addition to Denton
County, Texas as recorded in Cabinet P, Page 50 PRDCT, a distance of 1482.19 feet to a 1/2"
iron pin found, said iron pin also being the northeast corner of a tract conveyed to Rocksand
Investments, LLLP by deed recorded in Instrument Number 2005-30851 RPRDCT;
THENCE S OOE03'07" E along the east line of said Rocksand Investments tract, a distance of
503.35 feet to a 1/2" iron pin found, said iron pin also being on the northwesterly line of a tract
conveyed to The Atchison, Topeka and Santa Fe Railway Company by deed recorded under
County Clerk's File No. 93-RO020408 RPRDCT; said iron pin also being the Point of Curvature
of a non -tangent circular curve to the left having a radius of 5829.65 feet, a central angle of
19E15'23" and being subtended by a chord which bears S 54E00'43" W, 1950.06 feet;
THENCE along said curve to the left and the northwesterly line of said Atchison, Topeka and
Santa Fe Railway Company tract, a distance of 1959.27 feet to a 1/2" iron pin found;
THENCE S 44E23'02" W along the northwesterly line of said Atchison, Topeka and Santa Fe
Railway Company tract, a distance of 27.66 feet to a 5/8" iron pin found;
THENCE N 45E36'58" W along the northwesterly line of said Atchison, Topeka and Santa Fe
Railway Company tract, a distance of 50.00 feet to a 5/8" iron pin found;
THENCE S 44E23'02" W along the northwesterly line of said Atchison, Topeka and Santa Fe
Railway Company tract, a distance of 1446.37 feet to a 5/8" iron pin found, said iron pin being
on the east line of said Aperion Tract One -A and the west line of said Rocksand Investments
tract;
Exhibit B to
Wholesale Wastewater Service Agreement Page 5
THENCE N OOE07'20" W along the east line of said Aperion Tract One -A and the west line of
said Rocksand Investments tract, a distance of 857.55 feet to a capped 1/2" iron pin set;
THENCE N 90E00100" W, departing the east line of said Aperion Tract One -A and the west line
of said Rocksand Investments tract, a distance of 773.31 feet to a capped 1/2" iron pin set;
THENCE N 65E58'36" W, a distance of 1029.92 feet to a capped 1/2" iron pin set;
THENCE N 44E08103" W, a distance of 999.82 feet to a capped 1/2" iron pin set;
THENCE N 52E34'22" W, a distance of 867.86 feet to a capped 1/2" iron pin set;
THENCE N 86E14'27" W, a distance of 222.13 feet to the POINT OF BEGINNING and
containing 59,664,159 square feet or 1369.701 acres of land, more or less.
TRACT TWO
BEING a 550.197 acre tract of land in the W.C. Brookfield Survey, Abstract No. 34, situated in
Denton County, Texas and being that same tract of land as described in deeds rcorded in Volume
5128, Page 3102 and Volume 5119, Page 715 of the Real Property Records of Denton County,
Texas (RPRDCT) and being more particularly described as follows:
BEGINNING at a point in the north line of F.M. 407 at the southeast corner of the herein
described tract of land, said point lying in the west line of a tract of land as described in deed to
Bill Pennington, recorded in Volume 572, Page 131, RPRDCT;
THENCE along the north line of said F.M. 407, as follows:
Northwesterly, along a curve to the left, having a radius point that bears
S 18E06128" W, 624.31 feet, an arc distance of 204.03 feet, a central angle of 18E43'31" and
being subtended by a chord which bears N 81E15' 18" W, 203.13 feet;
S 89E22'57" W, a distance of 1876.49 feet,
S 89E18'36" W, a distance of 1931.01 feet;
THENCE N OOE04'03" W, departing the north line of said F.M. 407, a distance of 2834.59 feet;
THENCE N OOE00'51" E, a distance of 1161.59 feet;
THENCE N OOE04'13" E, a distance of 1244.99 feet to the northwest corner of the herein
described tract of land;
THENCE, being adjoined to the north by a tract of land as described in deed to Orville Rogers,
recorded in Document No. 94-R0029773, RPRDCT, along the north line of the herein described
tract of land, as follows:
S 89E37'03" E. a distance of 5409.41 feet;
S OOE32'35" W, a distance of 352.79 feet;
N 89E46'56" E. a distance of 651.45 feet;
THENCE S OOE44'37" E, being adjoined to the east by a tract of land as described in deed to
Laura Carter Johnson, recorded in Volume 3038, Page 713, RPRDCT, a distance of 1372.47
feet;
THENCE N 85E16'40" W, a distance of 2099.00 feet;
THENCE S OOE24'45" E, being adjoined to the east by the aforementioned Pennington tract, a
distance of 3642.68 feet to the POINT OF BEGINNING and containing 550.197 acres, more or
less.
Exhibit B to
Wholesale Wastewater Service Agreement Page 6
Exhibit C
Original I RA Contract
Exhibit C to
Wholesale Wastewater Service Agreement
Exhibit I)
Points of Entry
Exhibit D to
Wholesale Wastewater Service Agreement
EXHIBIT E
WHOLESALE RATE METHODOLOGY
1. Wholesale wastewater rates will be based upon cost -of -service rate studies performed by
independent utility rate consultants. The independent utility rate consultant shall be
selected by Director from a list of five qualified firms submitted to the Director by the
Fort Worth "Wastewater Advisory Committee." The cost of such studies will be a
System Cost. All cost of service studies shall be conducted utilizing the utility cost basis
of determining revenue requirements applicable to the wholesale customer class.
2. Every three (3) years, a detailed wholesale revenue requirement shall be developed on an
actual historical cost test year basis allowing for reasonable and necessary expenses of
providing such wastewater service and allowing for known and measurable adjustments.
Such adjustments should allow for year end trending and the spreading of non recurring
expenses over an appropriate benefit period. The test year for the initial rate set forth in
Section 4.02 is , through , and the next detailed
cost of service study shall be performed by an independent utility rate consultant during
the first two (2) calendar quarters of , based on audited data for the immediate past
fiscal year ended On a three (3) year cycle thereafter, a complete
detailed rate study will be performed with the same methodology used in the previous
rate study by an independent utility rate consultant, subject to modifications
recommended by a majority of the Wastewater Advisory Committee and approved by the
Fort Worth City Council. In the interim period between complete detailed rate studies,
wholesale wastewater rates shall be adjusted by Fort Worth using the same methodology
adopted at the time of the last complete detailed rate study, utilizing the actual operating
data for the twelve month period ending September 30th of the prior year, adjusted for
known and measurable changes in cost data which may have occurred since the last
audited statement.
3. The cost of service for the wholesale class shall include allocated reasonable and
necessary operation and maintenance expense, depreciation expense and a fair and
reasonable return on allocated capital facilities. To determine the allocation and
distribution of costs to the wholesale customer class, the independent utility rate
consultant shall consider at least the following factors: total volume, rate of flow,
wastewater quality, metering, and customer related costs such as accounting, billing, and
monitoring. Capital related costs will consist of depreciation expense and return on
original cost rate base. On a periodic basis as determined by the Director the depreciation
rates on all "general benefit capital facilities" (defined as wastewater facilities that
provide utility services and benefits common to all City customers, including but not
limited to wastewater treatment facilities, Metering and Sampling Facilities, control
systems and appurtenances, and all major collectors and interceptors that are eighteen
inches (18") and greater in diameter) shall be studied, and new salvage values, useful
lives, and annual rates of depreciation shall be developed from such studies. The rate
base shall consist of all allocated capital facilities, net of depreciation and appropriate
contributions, and shall include construction work in progress, a reasonable allowance for
working capital, and a reasonable inventory of materials and supplies necessary for the
efficient operation of the Fort Worth System. On a periodic basis as determined by the
Director, a cash "lead lag" study shall be conducted to determine the appropriate level of
Exhibit G to
Wholesale Wastewater Service Agreement Page 1
working capital at the same time as the above depreciation rate study is done. Records
of the original cost and the accumulated depreciation of all capital facilities shall be
maintained in the Fort Worth Fixed Asset Tracking System. These records shall be
available for inspection at the Fort Worth Water Department during reasonable business
hours upon request by Aqua Utilities.
4. The City shall be allowed an adequate opportunity to earn a reasonable rate of return,
sufficient to assure confidence in the financial soundness of the utility, adequate to
maintain and support its credit, enable it to raise the money necessary for the proper
discharge of its public duties. The rate of return is equal to the weighted average
imbedded cost of outstanding debt plus one and one half percent (1-1/2%).
5. The rates set forth in Article 4.02 shall be automatically adjusted to equal those adopted
by the City Council based on the foregoing rate studies, and shall become effective on the
effective date established by the City for those rates.
Exhibit D to
Wholesale Wastewater Service Agreement
Page 1
Page 1 of 3
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/18/2007 -Res. No. 3568-12-2007
DATE: Tuesday, December 18, 2007
LOG NAME: 06TRADITION2 REFERENCE NO.: C-22589
SUBJECT:
Authorize Execution of the Consent Resolution, Development Agreement, Buy -Out Option
Agreement, Impact Fee Agreement, Utility Agreement, Wholesale Wastewater Service Agreement,
and the Agreement for the Sale of Treated Water and Approve the Form of the Strategic Partnership
Agreement for Tradition Municipal Utility District No. 2 of Denton County
RECOMMENDATION:
It is recommended that the City Council:
1. Adopt a resolution consenting to the creation of Tradition Municipal Utility District No. 2 of Denton County
("District");
2. Authorize the City Manager or a designee to execute the following contingent upon receipt of necessary
executed documents from Aqua Utilities:
a. A Development Agreement between the City and Aperion Communities, LLLP, Eladio Properties,
LLLP, and Drooy Properties, LLLP, and Rocksand Investments, LLLP;
b. A Buy -Out Option Agreement between the City, Aqua Utilities, Aperion Communities, LLLP, Eladio
Properties, LLLP, and Drooy Properties, LLLP, and Rocksand Investments, LLLP, and the District;
c. An Impact Fee Agreement between the City, Aqua Utilities, Aperion Communities, LLLP, Eladio
Properties, LLLP, and Drooy Properties, LLLP, and Rocksand Investments, LLLP, and the District;
d. A Utility Agreement between the City and Aqua Utilities, Aperion Communities, LLLP, Eladio
Properties, LLLP, and Drooy Properties, LLLP, and Rocksand Investments, LLLP, and the District;
e. A Wholesale Wastewater Service Agreement between the City and Aqua Utilities;
f. An Agreement for the Sale of Treated Water between the City and Aqua Utilities; and
3. Authorize the City Manager or a designee to bring forth the Strategic Partnership Agreement for approval
after the formation of the Municipal Utility District.
DISCUSSION:
Aperion Communities, LLLP, Eladio Properties, LLLP, and Drooy Properties, LLLP, and Rocksand
Investments, LLLP, (AEDR) are Arizona limited liability partnerships that own and are developing
approximately 2,663 acres in Fort Worth's and Northlake's extraterritorial jurisdiction as a mixed -use
development to be known as "Tradition." The property is in Denton County and is located north of Highway
114 and west of Highway 156. On December 13, 2005, (M&C C-21198) the City Council authorized the City
Manager to enter into contracts for the first 431 acres of this development known as Tradition Municipal
Utility District No. 1 of Denton County. The district was confirmed by the voters on May 12, 2007.
http://www.cfiwnet.org/council�acket/Reports/mc�rint.asp 1 /8/2008
Page 3 of 3
City funds. Any effect on expenditures and revenues will be budgeted in future fiscal years.
TO Fund/Account/Centers
Submitted for City Manager's Office by:
Originating Department Head:
Additional Information Contact:
FROM Fund/Account/Centers
Dale Fisseler (6140)
Fernando Costa (8042)
Susan Alanis (8180)
httn://vvww.cfwnet.or�/council
packet/Reports/mc
print.asp
1/8/2008
Tidwell, Allison
From:
Sent:
To:
Cc:
Gray, Allison M.
Wednesday, August 19, 2009 11:10 AM
Gonzales, Ronald; Alanis, Susan
Fullenwider, Sarah; Burghdoff, Dana; Hendrix, Marty; Cole,
Nicole M.; Tidwell, Allison; Tinker, Marlena; Knight, Beth
Subject: RE: MUD Contracts
Ron,
Page 1 of 2
Tennie; Madison, Menique; Otis, Sarah; Seidel,
I have contacted Marcella Olson, the attorney for the Municipal Utility District and she has spoken to the representatives
of the district. The contracts that we received and were partially executed were picked up and returned to the District for
their execution and recording. The contracts required that the documents be executed within 60 days of the confirmation
of the district. Due to the economy and some personnel changes with the property owner the district has not yet been
confirmed. There is not a date certain for that district confirmation.
So Ron, the contracts are in the possession of the Municipal Utility District and have not been fully executed yet. The
property owner believes that someone will purchase the property, confirm the district, execute the contracts and move
forward. Unfortunately, I can't tell you when we will get fully executed contracts returned to us.
If you have any questions or need further information please let me know and I will tell you what I can,
Allison
-._ _ .
_ _.__
rom: onzales, Ronald
Sent: Thursday, August 13, 2009 3:31 PM
To: Alanis, Susan; Gray, Allison M.
Cc: Fullenwider, Sarah; Burghdoff, Dana; Hendrix, Marty; Cole, Tennie; Madison, Menique; Otis, Sarah; Seidel, Nicole M.;
Tidwell, Allison; Tinker, Marlena
Subject: RE: MUD Contracts
ll' tlu� L�r�i,t°ti��c� ��<<,ritiot h�� tiu5p���u�i���i thc�ii �r��� r����ol�i�lu�n�l t�►To ��ol�if�� �rf tlic� c�oiitrti.��t he ��ru�-i�l���l
for iuuub��rin�;. «'�� ��rill nia,iiit�i,iu �i; ���>I>�- he�rc� for tlu� ol'fic�i<<,l r<�r��r�l ��au� r��buril oii��� to �-on fir
fell ��sc��°iiti��u. 'Pli�iail� �-��n �nti�lai Maul �111i5�ui.
l tuu
From: Alanis, Susan
Sent:,Thursday, August 13, 2009 3:08 PM
To: Gonzales; Ronald; Gray, Allison M.
Cc: Fullenwider, Sarah; Burghdoff, Dana
Subject: Re: MUD Contracts
Ron:
I will find out why you haven't received it and resolve that if possible. It will not be possible to suspend this practice
altogether due to the cross-referencing in them. It has always been anticipated that there could be a long gap before final
execution because some cannot be signed until formation of the separate governmental entities. With the slowdown in
development, they may be slowed even further. It makes sense to me for your office to have the official record even
though they are partially executed so they are available for public inquiry.
Allison:
Please see what is going on with these in particular.
8/19/2009