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HomeMy WebLinkAboutContract 23131 kCITY SECRETARY CONTRACT NO, TRINITY RIVER AUTHORITY OF TEXAS WHITE'S BRANCH SANITARY SEWER FORCE MAIN CONTRACT (CITY OF FORT WORTH PROJECT) THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS: TRINITY RIVER AUTHORITY OF TEXAS WHEREAS, Trinity River Authority of Texas (the "Authority") is a conservation and reclamation district created and governed , by Chapter 518 , Acts of the Regular Session of the 54th Legislature of the State of Texas, 1955, as amended (the "Authority Act") , pursuant to Article 16, Section 59, of the Texas Constitution; and WHEREAS, the City of Fort Worth (hereinafter sometimes called the "City") , in Tarrant County, Texas, is a city duly organized and existing pursuant to the Constitution and laws of the State of Texas; and WHEREAS, the Authority is willing and able, in order to carry out a purpose for which it was created, to acquire, by purchase and construction, for the benefit of the City, certain wastewater transmission facilities to render wastewater services to customers of the City (with such wastewater transmission facilities being hereinafter called the "Project") ; and WHEREAS, the Project is described in an engineering report captioned "Design Report Intel Wastewater Project, " dated June, 1997t by Carter - Burgess (the "Engineering Report") ; and WHEREAS, the City and the Authority are authorized to make and enter into this Contract under the Authority Act, Chapter 30, Texas Water Code, and other applicable laws; and R 6, pq WHEREAS, this preamble is made a part of this Contract for all purposes. IT IS THEREFORE CONTRACTED AND AGREED BETWEEN THE AUTHORITY AND THE CITY AS FOLLOWS: Section 1. DEFINITIONS. The terms and expressions used in this Contract, unless the context shows clearly otherwise, shall have meanings as follows: (a) "Board" and "Board of Directors" means the Board of Directors of the Authority. (b) "Bonds" or "Authority' s Bonds" means any bonds issued by the Authority for acquiring, by purchase and construction, the Project, whether in one or more series or issues, or any bonds issued to refund same or to refund any refunding bonds. (c) "Bond Resolution" means any resolution of the Board authorizing the issuance of Bonds and providing for their security and payment, as such resolution(s) may be amended from time to time as therein permitted. (d) "Completion Date" means the date upon which the City accepts the Project as completed as described in Section 6 (b) hereof. (e) "Engineering Report" means the engineering report as described and defined in the preamble to this Contract, together with any amendments and supplements thereto. (f) "Project" means the Project as described in the Engineering Report. Section 2 . OBLIGATION OF AUTHORITY TO ACQUIRE. The Authority agrees to pay, and will pay solely from and to the extent of the availability of proceeds derived from the issuance and sale of its Bonds, and subject to the further terms and provisions of this Contract, all of the actual costs of acquiring, by purchase and construction, the Project, through the issuance of its Bonds to provide the money for such payment, all in the manner hereinafter described; and the Authority, by such 2 payment, will thus acquire the Project for the benefit of the city. Section 3 . AUTHORITY'S BOND RESOLUTION. The proceeds from the sale of the Bonds will be used for the payment of all of the Authority's costs and expenses in connection with the Project and the Bonds, including, without limitation, all financing, legal, printing, administrative, and other expenses and costs incurred in issuing its Bonds and acquiring the Project, and to fund a debt service reserve and other funds if required by any Bond Resolution. It is now estimated that such Bonds will be issued by the Authority in the amount of approximately $7, 055,000 (whether actually more or less) , which amount is now estimated to be sufficient to cover all the aforesaid costs and expenses and other amounts required. Each Bond Resolution shall specify or provide for determination of the exact principal amount of the Bonds issued, which shall mature not more than 30 years from the date of such Bonds, and shall bear interest at not to exceed the maximum legal rates, and the Bond Resolution shall create and provide for the maintenance of a revenue fund, a debt service fund, and a debt service reserve fund, and other funds, all in the manner and amounts as provided in each Bond Resolution. The City agrees that if such Bonds are actually issued and delivered to the purchaser thereof, the Bond Resolution authorizing the Bonds shall for all purposes be deemed to be in compliance with this Contract in all respects, the Bonds issued thereunder will constitute Bonds as defined in this Contract and that the City shall be bound by the terms thereof, 3 Section 4 . CONSULTING ENGINEERS. The City has selected Consulting Engineers for the Project and the Project will be acquired, by purchase and construction, in substantial accordance with the Engineering Report and in accordance with plans and specifications prepared under the supervision of the consulting Engineers. It is further agreed that the Consulting Engineers may be changed, but only with the agreement of both the Authority and the City. Section 5. ACQUISITION CONTRACTS. The City, acting on behalf of and as agent for the Authority, will enter into such contracts as are necessary to provide for acquiring, by purchase and construction, the entire Project, and said contracts shall be executed as required by the laws applicable to the City. The Authority shall cause the amounts due under such contracts to be paid from the proceeds from the sale of its Bonds to the extent available. The Authority shall deposit proceeds from the sale of its Bonds into a special Project Construction Fund. Said Project Construction Fund shall be used for paying the Authority' s costs and expenses incident to the Bonds and the Project in accordance with Section 3 hereof, and to pay the costs of acquiring, by purchase and construction, the Project. Pending use as required by this Contract, the amounts in the Project Construction Fund may be invested in accordance with law, provided that all investment earnings therefrom shall be deposited in and become a part of the Project Construction Fund. Section 6 . PAYMENTS BY CITY. (a) The Authority will provide, make available, and render, to and for the benefit of the City and its inhabitants, the wastewater transmission 4 facilities and services of the Project paid for and acquired by the Authority pursuant to this Contract. In consideration of the Authority's acquiring, making available, and rendering to and for the benefit of the City and its inhabitants, the wastewater transmission facilities and services of the Project, the City agrees to make the payments hereinafter specified. As further consideration, it is agreed that the City will have the sole responsibility for causing the Project to be operated and maintained, and that the City will cause the Project to be operated and maintained. It is further agreed that the City's obligation to make any and all payments under this Section of the Contract will terminate when all of the Authority's Bonds have been paid in full and are no longer outstanding. It is hereby provided that in further consideration of the payments made by the City under this Section, the City shall become the owner of the Project upon completion of the acquisition, by purchase and construction, of the entire Project; and the payments made by the City under this Section shall constitute the necessary periodic or installment sale payments required to purchase the Project. (b) After completion of the acquisition, by purchase and construction, of the entire Project, and when the entire Project is ready to be placed in service, the City shall inspect the same and if it is found by the City to have been acquired, by purchase and construction, as required by this Contract'. the City, acting by and through the Mayor or City Manager of the City, shall notify the Authority in writing that it has accepted the Project. Upon such acceptance, all of the Authority's right, title and interest of every nature whatsoever in and to the Project 5 automatically shall vest irrevocably in the City without the necessity of the execution of any conveyance by the Authority, and such transaction shall result in the automatic sale and delivery of the Project by the Authority to the City, and the vesting of title to the Project in the city in consideration for the agreement of the City to perform its obligations and make the payments and indemnities required under this Contract. if requested in writing by the City, acting by and through the Mayor or City Manager of the City, the Authority will execute and deliver to the City an appropriate instrument acknowledging that such sale, delivery, and vesting of title has occurred, but such instrument shall not be necessary to effect the automatic sale, delivery, and vesting of title, which shall occur as described above. The sale and delivery of the Project and vesting of title in the City upon the aforesaid conditions are deemed appropriate and necessary by the Authority, and are made in conformity with Section 30. 022 , Texas Water Code. Until the acceptance of the Project by the City, all right, title, and interest in and to the Project shall be in the Authority. After such acceptance and the resulting sale, delivery, and vesting of title in the City, the Authority shall have no right, title, or interest in, or responsibility with respect to, the Project. The payments required to be made by the City under this Contract shall be made in all events, regardless of whether title to the Project or any part thereof is in the Authority or in the City. When title to the Project has vested in the City it shall become a part of the City's Sanitary Sewer System, and shall be owned, operated, and maintained as part of the City's Sanitary Sewer System. The City 6 shall carry insurance on the Project in the same manner and to the same extent that it carries insurance on other similar facilities constituting part of said System. The Authority hereby waives, releases, relinquishes and renounces any and all liens which it may have in the Project arising as a result of the conveyance of the Project or any portion thereof to the City, , including, without limitation, any vendor's lien and/or privilege thereon. THE CONVEYANCES BY THE AUTHORITY UNDER THIS SECTION ARE MADE WITHOUT WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR PARTICULAR USE OR ANY OTHER WARRANTY EXCEPT THOSE WARRANTIES SET FORTH IN ANY SPECIAL WARRANTY DEED. (c) The Authority shall never have the right to demand payment by the City of any obligations assumed by it or imposed on it under and by virtue of this Contract from funds raised or to be raised by taxes, and the obligations under this Contract shall never be construed to be a debt of such kind as to require the City to levy and collect a tax to discharge such obligation. (d) The City represents and covenants that all payments to be made by it under this Contract shall constitute reasonable and necessary "operating expenses" of its combined waterworks and sewer system, as defined in Vernon' s Ann. Tex. Civ. St. Article 1113, and in Section 30. 030, Texas Water Code, and that all such payments will be made from the revenues of its combined waterworks and sewer system. The City represents and has deter-mined that the services to be provided by the Project are necessary and essential to the present and future operation of its combined waterworks and sewer system, and that the Project constitutes the best available and most adequate method for 7 obtaining the facilities as hereinbefore described, and, accordingly, all payments required by this Contract to be made by the City shall constitute reasonable and necessary operating expenses of its combined waterworks and sewer system as described above, with the effect that the obligation to make such payments from revenues of such combined waterworks and sewer system shall have priority over any obligation to make any payments from such revenues of principal, interest or otherwise, with respect to all bonds or other obligations heretofore or hereafter issued by the City. (e) The City agrees throughout the term of this Contract to continuously operate and maintain its combined waterworks and sewer system and to fix and collect such rates and charges for water and sewer services to be supplied by its combined waterworks and sewer system as aforesaid as will produce revenues in an amount equal to at least (i) all of the operating and maintenance expenses of such system, including specifically the payments by the City under this Contract, and (ii) all other amounts as required by law and the provisions of the ordinances or resolutions authorizing its revenue bonds or other obligations now or hereafter outstanding, including the amounts required to pay all principal of and interest on such bonds and other obligations. (f) In accordance with a written notice of the schedule of payments to be furnished by the Authority to the City, the City agrees to make the following payments to the Authority while any of the Authority's Bonds or interest thereon are outstanding and unpaid: 1. Such amounts, payable on or before the 5th business day preceding each principal and/or interest payment date on the Bonds, as are necessary to pay the principal and/or interest coming due on the Authority's Bonds on the next succeeding interest payment date, plus the fees and charges of the Paying Agent/Registrar for paying or redeeming the Bonds and/or interest thereon coming due on such date, and the fees of the Paying Agent/Registrar for transferring and registering the Bonds. 2 . Such amounts, payable upon receipt of a statement therefor, as are necessary to pay, or reimburse the Authority for, the expenses or costs, including administrative and overhead expenses or costs, reasonably and necessarily incurred by the Authority and directly attributable and chargeable to the Bonds and the Project. 3 . Such amounts as are necessary to make all payments or deposits required to be made into any special or reserve fund, or other account, established and/or maintained by the provisions of any Bond Resolution. (g) If, in addition to the amount initially issued, the Authority finds it necessary to issue Bonds for the purpose of completing the Project to the extent contemplated by this Contract, all of the amounts to be paid to or retained by the Authority under all Sections of this Contract shall be increased, and such increased amounts shall at all times be sufficient to pay the principal of and interest on all such Bonds and all other requirements in connection therewith. It is understood and agreed that the only source of funds for the Authority to acquire and complete the Project is from the issuance and sale of its Bonds (including additional bonds) pursuant to this Contract. (h) Recognizing the fact that the City urgently requires the facilities of the Project, and that such facilities are essential and necessary for actual use and for standby purposes, and recognizing the fact- that the Authority will use payments received from the City to pay and secure the Bonds, it is hereby 9 agreed that the City shall be unconditionally obligated to pay, without offset or counterclaim, its payments under this Contract, including the indemnities as provided and determined by this Contract, regardless of whether or not the Authority actually acquires, constructs or completes the Project or is actually providing the facilities of the Project to the City hereunder, or whether or not the City actually uses the facilities or services of the Project whether due to Force Majeure or any other reason whatsoever, regardless of any other provisions of this or any other contract or agreement between any of the parties hereto. This covenant by the City shall be for the benefit of and enforceable by the owners of the Bonds and/or the Authority. (i) All amounts due and owing to the Authority by the City shall, if not paid when due, bear interest at the rate of ten (10) percent per annum from the date when due until paid. However, the Authority shall pursue all legal remedies against the City to enforce and protect the rights of the Authority and the owners of the Bonds, and the City shall not be relieved of the liability to the Authority for the payment of all amounts which are due it hereunder. If any amount due and owing by the City to the Authority is placed with an attorney for collection, the City shall pay to the Authority all actual and reasonable attorneys ' fees, in addition to all other payments provided for herein, including interest. Section 7. ACQUISITION. The City and the Authority agree to proceed promptly with the acquisition, by purchase and construction, of the Project. The Project shall be acquired and constructed by the Authority in accordance with the terms of this 10 Contract with all reasonable dispatch, and the Authority will diligently pursue such acquisition and construction in order that it may be completed as soon as practicable, delays incident to events of Force Majeure only excepted; but if for any reason there should be delays in or the entire failure of such acquisition and construction, there shall be do diminution in or postponement of the payments to be made by the City hereunder and no resulting liability on the part of the Authority. Section 8. INDEMNIFICATION. (a) During the period of time covering the Authority' s acquisition and construction of the Project, including, but not limited to, the Completion Date, to the extent permitted by law, the Authority agrees to indemnify and save and hold harmless the City, its officers, directors, agents, attorneys and employees from and against all claims that may arise as a result of any undertaking, act or omission, whether negligent or not, which is done or omitted to be done by the Authority or any of its officers, directors, agents, attorneys and employees in acquiring and constructing the Project. However, this indemnity applies only to the extent of the Authority's public liability insurance coverage for a claim, the amount of which coverage shall not be less than $1, 000,000 in the aggregate per event for personal injury and $500, 000 in the aggregate per event for property damage. If any such claim is brought against any such indemnified person, the Authority shall pay all costs incurred by such person in defending and (subject to applicable rules of attorney conduct) may control the defense of such claim. The Authority's indemnity under this paragraph 11 shall not exceed the amounts paid under the Authority's insurance coverage. (b) After the Completion Date, and so long as the Bonds are outstanding and unpaid, and also with respect to any claim that may arise out of the offer and sale of the Bonds of any series or the alleged misstatement or omission of a material fact in or from any sale and offering documents used in connection therewith, to the extent permitted by law, the City agrees to indemnify and save and hold harmless the Authority, its officers, directors, agents, attorneys and employees from and against all claims that may arise as a result of any undertaking, act or omission, whether negligent or not, which is done or omitted to be done by the City or any of its officers, councilmembers, agents, attorneys and employees, in operating and maintaining the Project or providing information for inclusion in such sale and offering documents. If any such claim is brought against any such indemnified person, the City shall pay all costs incurred by such person in defending and (subject to applicable rules of attorney conduct) may control the defense of such claim. Section 9 . CONDITIONS PRECEDENT. The obligation on the part of the Authority to acquire, by purchase and construction, the Project shall be: (a) conditioned upon the Authority' s ability to obtain all necessary land and interests therein, permits, material, labor and equipment, and upon the ability of the Authority to finance the cost of the Project through the actual sale of the Bonds; and (b) subject to all present and future valid laws, orders, rules and regulations of the United States of America, the State of Texas, and any regulatory body having jurisdiction. 12 Section 10. USE OF CITY'S PUBLIC PROPERTY. By these presents, City authorizes use by the Authority of any and all real property, streets, alleys, public ways and places, and general utility, water, or sewer easements of the City for acquisition and construction of the Project. Section 11. FORCE MAJEURE. If, by reason of Force Majeure, any party hereto shall be rendered unable wholly or in part to carry out its obligations under this agreement then such party shall give notice and full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and any such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemy, orders of any kind of the Government of the United States or the State of Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquake, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the 13 difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable to it in the judgment of the party having the difficulty. It is specifically excepted and provided, however, that in no event shall any Force Majeure relieve the City of its obligation to make payments to the Authority as required under Section 6 of this Contract. Section 12 . TERM OF CONTRACT; MODIFICATION; NOTICES; STATE OR FEDERAL LAWS, RULES, ORDERS OR REGULATIONS. (a) This Contract shall be effective from and after its date, and this Contract shall continue in force and effect until the principal of and interest on all Bonds shall have been paid. (b) Modification. No change, amendment or modification of this Contract shall be made or be effective which will affect adversely the prompt payment when due of all moneys required to be paid by the City under the terms of this Contract and no such change, amendment or modification shall be made or be effective which would cause a violation of any provisions of any Bond Resolution. (c) Addresses and Notice. Unless otherwise provided herein, any notice, communication, request, reply or advice (herein severally and collectively, for convenience, called "Notice") herein provided or permitted to be given, made or accepted by any party to the other party must be in writing and may be given or be served by depositing the same in the United States mail postpaid and registered or certified and addressed to 14 the party to be notified, with return receipt requested, or by delivering the same to an officer of such party, or by prepaid telegram when appropriate, addressed to the patty to be notified. Notice deposited in the mail in the manner hereinabove described shall be conclusively deemed to be effective, unless otherwise stated herein, from and after the expiration of three days after it is so deposited. Notice given in any other manner shall be effective only if and when received by the party to be notified. For the purposes of notice, the addresses of the parties shall, until changed as hereinafter provided, be as follows: If to the Authority, to: Trinity River Authority of Texas 5300 South Collins Street Arlington, Texas 76018 If to the City, to: City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102 The parties hereto shall have the right from time to time and at any time to change their respective addresses and each shall have the right to specify as its address any other address by at least fifteen (15) days ' written notice to the other party hereto. (d) State or Federal Laws, Rules, Orders or Regulations. This Contract is subject to all applicable permits, ordinances, rules, orders and regulations of any local, state or federal governmental authority having or asserting jurisdiction, but nothing contained herein shall be construed as a waiver of any right to question or contest any such law, ordinance, order, rule or regulation in any forum having jurisdiction. 15 Section 13. SEVERABILITY. The parties hereto specifically agree that in case any one or more of the sections, subsections, provisions, clauses or words of this Contract or the application of such sections, subsections, provisions, clauses or words to any situation or circumstance should be, or should be held to be, for any reason, invalid or unconstitutional, under the laws or constitutions of the State of Texas or the United States of America, or in contravention of any such laws or constitutions, such invalidity, unconstitutionality or contravention shall not affect any other sections, subsections, provisions, clauses or words of this Contract or the application of such sections, subsections, provisions, clauses or words to any other situation or circumstance, and it is intended that this Contract shall be severable and shall be construed and applied as if any such invalid or unconstitutional section, subsection, provision, clause or word had not been included herein, and the rights and obligations of the parties hereto shall be construed and remain in force accordingly. Section 14 . VENUE. All amounts due under this Contract, including, but not limited to, payments due under this Contract for damages for the breach of this Contract, shall be paid and be due in Tarrant County, Texas, which is the County in which the principal administrative offices of the Authority are located. It is specifically agreed among the parties to this Contract that Tarrant County, Texas, is the place of performance of this Contract; and 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. 16 IN WITNESS WHEREOF, the Authority and the City, acting under authority of their respective governing bodies have caused this Contract to be duly executed in several counterparts, each of which shall constitute an original, all as of the 27th day of August, 1997, which is the date of this Contract. TRINITY Y OF TEXAS By General Mj 'a� ATTEST: e t- �-- cre ary *Bo—a-r1'd'Z of D ' '�' rs (AUTHORITY SEAL) APPROVED AS TO FORM AND LEGALITY Bond Counsel to the Authority CITY OFO T VORTH TEXAS Byl, City Manager AT EST: A- az i itv Contract A-4hori/"tioa ty Secretary P7' (CITY SEAL) Date APPROVED AS TO FORM AND LEGALITY City At rney, City of Fort Worth, Texas Al� 17 GENERAL CERTIFICATE OF CITY THE STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH We, the undersigned City Manager and City Secretary of the City of Fort Worth, Texas (the "City") hereby certify as follows: 1. That this certificate is executed for the benefit of the Attorney General of the State of Texas and the prospective owners of the proposed TRINITY RIVER AUTHORITY OF TEXAS WHITE'S BRANCH SANITARY SEWER FORCE MAIN (CITY OF FORT WORTH PROJECT) TAXABLE REVENUE BONDS, SERIES 1997, dated August 15, 1997 (the '"Bonds"") , authorized by a resolution adopted by the Board of Directors of the Trinity River Authority of Texas (the "Authority") on August 27, 1997. 2. That said City is a duly incorporated Home Rule City, having more than 5000 inhabitants, operating and existing under the Constitution and laws of the State of Texas and the duly adopted Home Rule Charter of said City, which Charter has not been changed or amended since the passage of the ordinance authorizing the most recently issued Series of outstanding obligations of the City approved by the Texas Attorney General. 3. That no litigation of any nature has ever been filed pertaining to, affecting or contesting: (a) the execution or delivery, payment, security or validity of the contract by and between the City and Authority dated August 27, 1997 (the "Contract") ; (b) the title of the present members and officers of the City Council of said City to their respective offices; or (c) the validity of the corporate existence or the Charter of said City. 4 . That the statements and information set forth in the Official Statement, dated August 27, 1997, pertaining to the City and the Bonds, and particularly the City's operating statements, debt service requirements, revenues, taxable values, rates for water and sewer services (which rates have been set by City Ordinance now in effect) , and other information set forth therein are true and correct in all material respects. 5. That the Contract is still in full force and effect, has not been amended or rescinded, no litigation is pending relating to the authority of the City to enter into the Contract and no default exists in connection therewith. 6. That the Contract has been duly authorized by ordinance of the City adopted on August 19, 1997 in full compliance with the Charter of the City and applicable law. 7. That the signatures on the Contract are the true and correct signatures of the undersigned duly authorized officials of the City. (The balance of this page is intentionally left blank. ) SIGNED the day of _jJV 1997. CITY OF FORT rpTH V City Manager Eity secretary (SEAL) Before me on this day personally appeared the foregoing individuals known to me to be the persons whose true and genuine signatures were subscribed to the foregoing instrument in my presence. Given under my hand and seal of office th i s Not y Public (My Commission Expires (Notary Seal) ce A\ 3 CLOSING CERTIFICATE THE STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH We, the undersigned, hereby certify that we are the City Manager and the City Secretary of the City of Fort Worth, Texas (the "City") , and we further certify as fol- lows: 1. That this certificate is executed for and on behalf of said City with reference to the issuance of TRINITY RIVER AUTHORITY OF TEXAS WHITE'S BRANCH SANITARY SEWER FORCE MAIN (CITY OF FORT WORTH PROJECT) TAXABLE REVENUE BONDS, SERIES 1997, in the principal amounts of $6,895, 000 (the "Bonds") . 2 . That, to our best knowledge and belief: (a) the descriptions and statements of or pertaining to the City contained in the official Statement of the Trinity River Authority of Texas and any addenda, supplement or amendment thereto, for the Bonds, on the date of such Official Statement, on the date of sale of said Bonds, and on the date of the delivery, were and are true and correct in all material respects; (b) insofar as the City and its affairs, including its financial affairs, are concerned, such official Statement did not and does not contain an untrue statement of a material fact or omit to state a ma- terial fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not mis- leading; (c) insofar as the descriptions and statements, including financial data, of or pertaining to entities other than the City and their activities contained in such Official Statement are concerned, such statements and data have been obtained from sources which the City believes to be reliable and that the City has no reason to believe that they are untrue in any material respect; and (d) there has been no material adverse change in the financial condition of the City since the date of the last audited financial statement of the City appearing in the Official Statement. SIGNED AND SEALED this CITY OF FORT WORTH /A/ City Manager City Secretary (SEAL) INTEROFFICE E MEMO TO: GARY STEINBERGER, LAW DEPARTMENT FROM: CHERYN COLEMAN, CITY SECRETARY OFFICE DATE: August 26, 1997 SUBJECT: AGREEMENT (TRINITY RIVER AUTHORITY — WHITE BRANCH SANITARY SEWER) ATTACHED ARE THE CONTRACTS WITH THE ABOVE REFERENCED CONTRACTOR FOR THE ABOVE REFERENCE PROJECT. ALL SIGNATURES, EXCEPT THE ABOVE CONTRACTING PART, HAVE BEEN AFFIXED. PLEASE OBTAIN THE NECESSARY SIGNATURES AND THEN RETURN ONE OF THE ORGINAL CONTRACTS TO THE OFFICE OF THE CITY SECRETARY FOR THE ASSIGNMENT OF A CONTRACT NUMBER. IF YOU HAVE ANY QUESTIONS, PLEASE CALL ME AT 6153. THANK YOU, IN ADAVANCE FOR YOUR COOPERATION. CITY SECRETARY CONTRACT No'. TRINITY RIVER AUTHORITY OF TEXAS WHITE'S BRANCH SANITARY SEWER FORCE MAIN CONTRACT (CITY OF FORT WORTH PROJECT) THE STATE OF TEXAS TRINITY RIVER AUTHORITY KNOW ALL MEN BY THESE PRESENTS: OF TEXAS WHEREAS, Trinity River Authority of Texas (the "Authority") is a conservation and reclamation district created and governed, by Chapter 518, Acts of the Regular Session of the 54th Legislature of the State of Texas, 1955, as amended (the "Authority Act") , pursuant to Article 16, Section 59, of the Texas Constitution; and WHEREAS, the City of Fort Worth (hereinafter sometimes called the "City") , in Tarrant County, Texas, is a city duly organized and existing pursuant to the Constitution and laws of the State of Texas; and WHEREAS, the Authority is willing and able, in order to carry out a purpose for which it was created, to acquire, by purchase and construction, for the benefit of the City, certain wastewater transmission facilities to render wastewater services to customers of the City (with such wastewater transmission facilities being hereinafter called the "Project,,) ; and WHEREAS, the Project is described in an engineering report captioned "Design Report Intel Wastewater Project, " dated June. 1997, by Carter - Burgess (the "Engineering Report") ; and WHEREAS, the City and the Authority are authorized to make and enter into this Contract under the Authority Act, Chapter 30, Texas Water Code, and other applicable laws; and IN WITNESS WHEREOF, the Authority and the city, acting under authority of their respective governing bodies have caused this Contract to be duly executed in several counterparts, each of which shall constitute an original, all as of the 27th day of August, 1997, which is the date of this Contract. TRINITY RIVER AUTHORITY OF TEXAS By General Manager ATTEST: Secretary, Board of Directors (AUTHORITY SEAL) APPROVED AS TO FORM AND LEGALITY Bond Counsel to the Authority CITY"FO T W R H, TEXAS By City Manager im A T Z'J J ContraqtqAuthorization City Se—cretary (CITY SEAL) Date APPROVED AS TO FORM AND LEGALITY City orney, City of Fort Worth, Texas 17 INTEROFFICE CORRESPONDENCE GARY J.STEINBERGER OFFICE OF THE CITY ATTORNEY 1000THROCKMORTON FORT WORTH,TEXAS (817)871-7600 FAX(817)871-8359 WRITER'S DIRECT NUMBER(817)871-7615 August 21, 1997 To: Mike Groomer Assistant City Manager Alice Church City Secretary From: Gary Stember r Assistant Ci A o ey Subject: Trinity River Authority -White Branch Sanitary Sewer Mike, attached are ten (10) copies of the contract document with TRA for the White Branch Sanitary Sewer Force Main. This contract was approved by the City Council on August 19, 1997. Please execute this contract on behalf of the city and forward to Alice zn for her signature. Alice, please attest to this contract on each copy. Return all to me. I will forward to TRA, requesting them to return a fully executed copy to me, which I will then file with you. If either of you have questions, please contact me. Y' City of Fort Wortk Texas Mayor Council Communication 08/19197 C- 16236 60RIVE 1 of StWICT RESOLUTION AUTHORIZING THE EXECUTION OF THE T1, O ° "TEXAS- KITE'S BRANCH SANITARY SEWER FORCE MAIN CONTRACT It Is reGOmmended that the City Council adopt the attached resolution authorizinig the City Manger to execute the Trinity River Authority of Texas-White's Branch, Sanitary Sewer Force Main Contra t. The City of fort Worth participated: in a contract sigi n d on October .8, 1987, wherein the Trinity River Authority (TRA) of Teams agreed to acquire, contract, own and operate a regional wastewater treatment nt system to serve cities within the watershed hed or drainage area of Denton creek. On May B 1997, the City Council approved M&C C-16038, author zi ng an agreement with TINA for financing the d+a l lrn arnd construction of the force main and lift station system to transport ort the process water from the lintel site in the Denton Crash Wastewater Drainage basin to the Village Crash and TRA Contra) Wastewater ater drainage basins. This resolution and contract provide for TRA to issue bonds to finance construction of the Whites Branch, F ru auirn, The proceeds from the sale of the Bonds will be used for the payment nt of the costs and expenses in connection with the project.t. 'T A will make available, to the City, the wastewater train mission facilities. In exchange, the City will make payment to TRA, as p ecif'i d, urntll the Bonds have been paid in full and are no longer outstanding. It is anticipated that the City will pay approximately $630,000 annually from wastewater, revenues, The Director for of Fiscal Services rtlfie that funds are not required at this time. Sufficient funds will be budgeted in subsequent years, MGJ r';n& raoww, w n�"n" GwaUN " pfd" " nor wow wnrnnt*nor", Mike Grol a mn, 6 pew afing Department i h br CO � ; For 8dobdoval Contact: � o ...� a�� d the Lce,Bradley, 1>as