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HomeMy WebLinkAbout99-113 - Highline Water District - Emergency Sale of WaterHighline water district intertie Water district 75 intertie Water district #75 intertie AGREEMENT FOR THE EMERGENCY SALE OF WATER BETWEEN THE CITY OF TUKWILA AND HIGHLINE WATER DISTRICT This AGREEMENT is entered into this 5/41 day of , 2000, between the CITY OF TUKWILA hereinafter referred to as "CITY" and HIGHLINE WATER DISTRICT, Hereinafter referred to as "HWD" 1 RECITALS 1 1 The City of Tukwila (the "City" is an optional municipal code City operating under Title 35A RCW in the State of Washington, and 1 2 Highline Water District ("HWD") was formed and authonzed under Title 57 RCW (Water Distncts) of the laws of the State of Washington, and 1 3 The City and HWD recognize the public b enefits of cooperation and coordination between the two water utility systems, and 1 4 There is now one (1) intertie between the City and HWD located at South 180th Street and Andover Park West which can flow in either direction depending upon demand needs and pressure adjustments within the two systems, and 1 5 The City and HWD are willing to sell water in an emergency at the existing system intertie NOW THEREFORE, IT IS AGREED AS FOLLOWS 2 TERM OF AGREEMENT 2 1 The effective date of this AGREEMENT shall be a 31 , 2000 The Agreement shall be for a minimum of one (1) year and shall continue in full force and effect in its present form or as amended until terminated by either party in accordance with Section 10 and Section 13 of this AGREEMENT The rates and quantities of water sold are set forth in Section 4 ORIGINAL Highline water district intertie Water district 75 intertie Water district #75 intertie 3 OPERATION OF INTERTIE 3 1 The operation of the intertie in the event of such emergency shall be as follows 3 1 1 The intertie valve is normally closed. The intertie will automatically open whenever there is a significant pressure drop in either system. 3 1 2 In the event of an emergency that does not require immediate need for water, the BUYER shall provide the SELLER with a description and documentation of the emergency condition. Where feasible, the BUYER shall provide at least a 24-hour notification of the intended use, and open the interne after 9 00 a.m. the following morning In the event that the BUYER requests the intertie to be activated before 9 00 a.m., the BUYER will provide the backup data necessary to the SELLER in order for the SELLER to request and obtain a waiver of demand metering charges from Seattle Public Utilities for the particular event, in accordance with the water purveyor contract with Seattle However in the event that demand metering charges are not waived, the BUYER shall pay the demand metering charges incurred by the SELLER related to the event. 4 RATE 4 1 The BUYER shall pay the SELLER for all water delivered at the Seattle new water wholesale rate plus other costs as computed below 4 1 1 The flow meter reading taken prior to activating the intertie shall be subtracted from the meter reading taken either when the intertie is closed or at the next available meter reading date The total water used during any event or billing period shall be calculated to the nearest hundred cubic feet (ccf) If the total water used during a billing cycle is ten ccf or less, the SELLER will not invoice the BUYER until the next consumptive billing cycle when cumulative consumption exceeds ten ccf or the end year adjustment whichever comes first. 4 1.2 The SELLER shall multiply the calculated ccf times the new water wholesale rate the SELLER pays Seattle in dollars per ccf times 1 17 (ccf x wholesale rate x 1 17) unless the event is subject to demand metering charges from Seattle Public Utilities, in which event the charge shall be calculated as ccf time the demand metering rate times 1 17 (ccf x demand metering charge rate x 1 17) This shall be complete payment for the water labor and administration of activating the intertie 4 1 3 The SELLER shall then forward an invoice to the BUYER utility, and the BUYER shall pay the invoice in full within thirty days of its issue In the event of non-payment by the BUYER within sixty days, an additional late charge of 10% of the amount past due shall be added to the required payment. 5. METERING 5 1 The City and HWD shall each provide, and own and maintain, an appropriate metering device to measure the water flowing through the intertie As soon as either becomes aware of flow of water through the intertie that party will notify the other If prior notification is feasible the party requesting the water shall provide a description and documentation of the emergency condition to the other party Each party will monitor its meter(s) on a regular basis 6 PRIORITY AND CONTINUITY OF SERVICE 6 1 The determination of whether water is available for emergency sale shall be at the sole discretion of the party delivering (selling) the water In the event of drought or other condition requiring restrictions on the delivery of water the party delivering the water shall have the right to restrict or interrupt service The party providing water may voluntarily interrupt or reduce deliveries of water if it determines that such interruption or reduction is necessary or reasonable Except in cases of emergency and in order that operations will not be unreasonably interfered with, the party providing water shall give the party buying water, reasonable notice of any such interruption or reduction, the reason therefor and the probable duration thereof The party buying water shall discontinue or reduce service from the intertie upon reasonable notice Service shall be reactivated or increased again subject to the aforementioned conditions 7 WATER QUALITY 7 1 The quality of water delivered under this AGREEMENT shall be subject to applicable provisions of State and Federal laws, and rules and regulations of the Washington State Department of Health governing water quality, and subject also to applicable provision of City or District ordinances not inconsistent herewith. Each party agrees to deliver water which shall be of no less quality than is delivered to its other retail customers throughout the service area. 8 QUANTITY OF WATER 8 1 Depending on demand conditions, water availability (including conservation impacts) as well as zone behavior in the water systems, the CITY or the HWD may make available for purchase by the other, up to the approximate amount of 3000 gallons per minute from the existing emergency intertie located at Andover Park West and South 180th Street. This amount is based upon limiting the flow velocity through the 12 -inch intertie line to no more than ten feet per second. 9 INTERRUPTION OF DELIVERY/UTILIZATION OF SERVICE 9 1 If there is a major area -wide catastrophic event which affects the emergency needs for both entities, they will operate the intertie to best protect the public safety and welfare of all citizens If the performance by either party is prevented or delayed by any of the following, such party shall have a reasonable period of time after each such event to begin performance under this Agreement. 9 1 1 Acts of God, fire storms, earthquake or similar cataclysmic occurrence, or 9 1.2 Orders by regulatory bodies or courts, or 9 1 3 Unanticipated system supply upsets and equipment malfunctions beyond the reasonable control of HWD or the City 10 APPROVAL THROUGH SEATTLE PUBLIC UTILITIES 10 1 This AGREEMENT is contingent upon written approval by the Seattle Public Utilities. This Agreement will expire upon expiration of the current Water Purvey Contract between the City or HWD and Seattle Public Utilities (formerly Seattle Water Department) and shall be subject to any amendments made to such Water Purveyor Contract. 11 DISPUTES 11 1 Each party shall negotiate in good faith and use its best efforts to resolve any dispute which may develop hereunder If a dispute cannot be resolved by the project representatives of each party it shall be referred for further negotiation to the Highline Water District Manager and the City of Tukwila Public Works Director Only upon failure to resolve the dispute through such negotiations may either party institute legal action. Venue for any such legal action shall be in King County Washington. 12. INDEMNITY 12 1 The Buyer under this Agreement agrees that it will indemnify, defend and hold harmless the Seller its officers, agents, contractors and employees harmless from and against any and all liability, damages, penalties or judgements (including without limitations, attorneys fees) for injury to persons or property sustained as a result of the Buyer using Seller s water pursuant to this Agreement. Seller, its officers, agents, contractors and employees shall not be responsible or liable for any damage to any persons or property including any injury to Buyer or to any of Buyer s officers, agents, employees, contractors, customers, or assignees. Buyer's duty to defend and indemnify Seller its officers, agents, contractors and employees shall not apply to liability for damages arising out of injury to persons or damage to property caused by or resulting from the sole negligence of Seller or Seller s officers, agents, contractors and employees Buyer's duty to indemnify Seller for liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the concurrent negligence of (a) Seller or Seller's officers agents, contractors, or employees, and (b) Buyer or Buyer's officers, agents, contractors or employees, shall apply only to the extent of the negligence of Buyer or Buyer's officers, agents, contractors or employees 13 TERMINATION 14 13 1 The parties herein may tellnnnate this Agreement as follows 13 1 1 On 60 days' advance written notice, for changed conditions occurring during the operation of the interne as to which the parties cannot renegotiate or resolve their disagreement as provided in Section 11 13 1 2 On 40 days written notice to the other party, for a substantial and material breach of this Agreement and following a reasonable opportunity to cure such breach if it is curable such notice shall specify the breach claimed and the failure of the other party to cure it despite reasonable opportunity to do so 13 1 3 If either party ceases to buy water directly from Seattle, this agreement shall remain in effect until a new rate methodology can be renegotiated. NOTICES 14.2 Any notice, order, directive, request or other communication by either party shall be directed to the following persons, or their designated successors General Manager Highline Water District 23828 30th Avenue S Kent, WA 98032 (206) 824-0375 Public Works Director City of Tukwila 6300 Southcenter Blvd. Suite 100 Tukwila, WA 98188 (206) 433-0179 15 ASSIGNMENT 15 1 This Agreement may not be assigned without the express written consent of the other party 16. SEVERABILITY 16 1 If any of the provisions contained in this Agreement are held illegal, invalid, or unenforceable, the remaining provisions shall remain in full force and effect. 17 NON WAIVER 17 1 Waiver of any breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach, and shall not be construed to be a modification of this Agreement. 18. AMENDMENT 18 1 This Agreement may be amended only by an instrument in writing duly executed by all of the parties to this Agreement. 19 BENEFITS 19 1 This Agreement is entered into for the benefit of the parties to this Agreement only and shall confer no benefits, direct or implied on any third persons. IN WITNESS WHEREOF, HWD and the City have executed this Agreement effective as of the date last written below HIGHLINE WATER DISTRICT By 4,iLi �/ at� Title iy 74z A) Approved as to form CITY OF TUKWILA ByirlegO Mayor ATTEST By Approved as to form AGMT HWD.doc j City Clerk AGREEMENT FOR THE EMERGENCY SALE OF WATER BETWEEN THE CITY OF TUKWILA AND HIGHLINE WATER DISTRICT This AGREEMENT is entered into this \--1 day of CITY OF TUKWILA hereinafter referred to as "CITY" and HIG hereinafter referred to as "HWD" / 1- //,.- , // , 1999, between the E WATER DISTRICT 1 RECITALS 1 1 The City of Tukwila (the "City") is an optional municipal code City operating under Title 35A RCW in the State of Washington, and 1.2 Highline Water District ("HWD") was fondled and authonzed under Title 57 RCW (Water Districts) of the laws of the State of Washington, and 1 3 The City and HWD recognize the public benefits of cooperation and coordination between the two water utility systems, and 1 4 There is now one (1) intertie between the City and HWD located at South 180 Street and Andover Park West which can flow in either direction depending upon demand needs and pressure adjustments within the two systems, and 1 5 The City and HWD are willing to sell water in an emergency at the existing system intertie, NOW THEREFORE, IT IS AGREED AS FOLLOWS 2 TERM OF AGREEMENT 2 1 The effective date of this AGREEMENT shall be A _ , 1999 The AGREEMENT shall be for a minimum of one (1) year and shall contin e in full force and effect in its present fouu or as amended until terminated by either party in accordance with Section 13 of this AGREEMENT The rates and quantities of water sold are set forth in Section 4 3 OPERATION OF INTERTIE 3 1 The operation of the intertie in the event of such emergency shall be as follows 3 1 1 The intertie valve is normally closed. The intertie will automatically open whenever there is a significant pressure drop in either system. z R GINALS 3 1.2 In the event of an emergency that does not require immediate need for water, the BUYER shall provide the SELLER with a descnption and documentation of the emergency condition. Where feasible, the BUYER shall provide at least a 24-hour notification of the intended use, and open the intertie after 9 00 a.m. the following morning In the event that the BUYER requests the intertie to be activated before 9 00 a.m., the BUYER will provide the backup data necessary to the SELLER in order for the SELLER to request and obtain a waiver of demand metenng charges from Seattle Public Utilities for the particular event, in accordance with the water purveyor contract with Seattle However, in the event that demand metering charges are not waived, the BUYER shall pay the demand metering charges incurred by the SELLER related to the event. 4 RATE 4 1 The BUYER shall pay the SELLER for all water delivered at the Seattle new water wholesale rate plus other costs as computed below• 4 1 1 The flow meter reading taken prior to activating the intertie shall be subtracted from the meter reading taken either when the intertie is closed or at the next available meter reading date The total water used during any event or billing period shall be calculated to the nearest hundred cubic feet (ccf) If the total water used dunng a billing cycle is ten ccf or less, the SELLER will not invoice the BUYER until the next consumptive billing cycle when cumulative consumption exceeds ten ccf or the end year adjustment whichever comes first. 4 1.2 The SELLER shall multiply the calculated ccf times the new water wholesale rate the SELLER pays Seattle in dollars per ccf times 1 17 (ccf x wholesale rate x 1 17), unless the event is subject to demand metering charges from Seattle Public Utilities, in which event the charge shall be calculated as ccf time the demand metering rate times 1 17 (ccf x demand metering charge rate x 1 17) This shall be complete payment for the water, labor and administration of activating the intertie 4 1.3 The SELLER shall then forward an invoice to the BUYER utility, and the BUYER shall pay the invoice in full within thirty days of its issue In the event of non-payment by the BUYER within sixty days, an additional late charge of 10% of the amount past due shall be added to the required payment. 5 METERING 5 1 The City and HWD shall each provide, and own and maintain, an appropriate metering device to measure the water flowing through the mtertie As soon as either becomes aware of flow of water through the intertie that party will notify the other If prior notification is feasible, the party requesting the water shall provide a description and documentation of the emergency condition to the other party Each party will monitor its meter(s) on a regular basis. 6. PRIORITY AND CONTINUITY OF SERVICE 6 1 The determination of whether water is available for emergency sale shall be at the sole discretion of the party delivering (selling) the water In the event of drought or other condition requiring restrictions on the delivery of water, the party delivering the water shall have the nght to restrict or interrupt service The party providing water may voluntarily interrupt or reduce deliveries of water if it determines that such interruption or reduction is necessary or reasonable Except in cases of emergency and in order that operations will not be unreasonably interfered with, the party providing water shall give the party buying water, reasonable notice of any such interruption or reduction, the reason therefor, and the probable duration thereof The party buying water shall discontinue or reduce service from the mtertie upon reasonable notice Service shall be reactivated or increased again subject to the aforementioned conditions 7 WATER QUALITY 7 1 The quality of water delivered under this AGREEMENT shall be subject to applicable provisions of State and Federal laws, and rules and regulations of the Washington State Department of Health governing water quality, and subject also to applicable provision of City or District ordinances not inconsistent herewith. Each party agrees to deliver water which shall be of no less quality than is delivered to its other retail customers throughout the service area. 8 QUANTITY OF WATER 8 1 Depending on demand conditions, water availability (including conservation impacts), as well as zone behavior in the water systems, the CITY or the HWD may make available for purchase by the other, up to the approximate amount of 3000 gallons per minute from the existing emergency intertie located at Andover Park West and South 180th Street. This amount is based upon limiting the flow velocity through the 12 -inch intertie line to no more than ten feet per second. 9 INTERRUPTION OF DELIVERY/UTILIZATION OF SERVICE 9 1 If there is a major area -wide catastrophic event which affects the emergency needs for both entities, they will operate the interne to best protect the pubhc safety and welfare of all citizens If the performance by either party is prevented or delayed by any of the following, such party shall have a reasonable penod of time after each such event to begin performance under this Agreement. 9 1 1 Acts of God, fire, stoiius, earthquake or similar cataclysmic occurrence, or 9 1.2 Orders by regulatory bodies or courts, or 9 1.3 Unanticipated system supply upsets and equipment malfunctions beyond the reasonable control of HWD or the City 10 APPROVAL THROUGH SEATTLE PUBLIC UTILITIES 10 1 This AGREEMENT is contingent upon written approval by the Seattle Public Utilities This Agreement will expire upon expiration of the current Water Purvey Contract between the City or HWD and Seattle Public Utilities (formerly Seattle Water Department) and shall be subject to any amendments made to such Water Purveyor Contract. 11 DISPUTES 11 1 Each party shall negotiate in good faith and use its best efforts to resolve any dispute which may develop hereunder If a dispute cannot be resolved by the project representatives of each party, it shall be referred for further negotiation to the Highline Water District Manager and the City of Tukwila Public Works Director Only upon failure to resolve the dispute through such negotiations may either party institute legal action. Venue for any such legal action shall be in King County, Washington. 12. INDEMNIFICATION 12 1 To the maximum extent permitted by applicable law, each party shall protect, indemnify, defend and hold harmless the other party, respectively, its employees, agents, contractors, subcontractors, officers, directors, attorneys, successors and assigns, from and against any and all liabilities, damages, penalties, claims, demands, judgments, losses, harm, costs, expenses, suits or actions, including but not limited to employees, contractors, subcontractors, officers, directors, attorneys, successors or assigns, ansing out of or in connection with or as a result of this Agreement or the performance by the indemnifying party of any of its obligations hereunder 13 TERMINATION 13 1 The parties herein may terminate this Agreement as follows 13 1 1 On 60 days' advance written notice, for changed conditions occurring during the operation of the intertie as to which the parties cannot renegotiate or resolve their disagreement as provided in Section 11 13 1.2 On 40 days' written notice to the other party, for a substantial and material breach of this Agreement and following a reasonable opportunity to cure such breach if it is curable, such notice shall specify the breach claimed and the failure of the other party to cure it despite reasonable opportunity to do so 13 1 3 If either party ceases to buy water directly from Seattle, this agreement shall remain in effect until a new rate methodology can be renegotiated. 14 NOTICES 14 2 Any notice, order, directive, request or other communication by either party shall be directed to the following persons, or their designated successors General Manager, Highline Water District 23828 30th Avenue S Kent, WA 98032 (206) 824-0375 Public Works Director The City of Tukwila 6300 Southcenter Blvd. Suite 100 Tukwila, WA 98188 (206) 433-0179 15 ASSIGNMENT 15 1 This Agreement may not be assigned without the express written consent of the other party 16 SEVERABILITY 16 1 If any of the provisions contained in this Agreement are held illegal, invalid, or unenforceable, the remaining provisions shall remain in full force and effect. 17 NON WAIVER 17 1 Waiver of any breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach, and shall not be construed to be a modification of this Agreement. 18. AMENDMENT 18 1 This Agreement may be amended only by an instrument in writing duly executed by all of the parties to this Agreement. IN WITNESS WHEREOF, HWD and the City have executed this Agreement effective as of the date last wntten below Approved as to form Approved a�s.3t1r1 ity Atto e AGMT HWD.doc HIGHLINE WATER DISTRICT By Date Title CITY OF TUKWILA ATTEST By T4 - Z 6,, ,Au City Clerk