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HomeMy WebLinkAboutCAG1985-003 - Original - City of Tacoma - Regional Cooperation in the Supply of Water - 07/29/1985 O'fyIISION9+ Please addresy reply to: City of Tacoma Light Department of Public Utilities Water P. O. Box 11007 / Belt Line T Tacoma, Washington 98411(206) 383-2471 Attention: !V,4S/Y/N67-ON DEPARTMENT OF PUBLIC UTILITIES Paul J. Nolan, Director /n) August 6 , 1985 King County Water District #124 �iQ 2l P. 0. Box 4249 Federal Way, Washington 98063 i King County Water District #111 27239 132nd Avenue S.E. AUG 8 1985 Kent, Washington 98042 i King County Water District #105 30033 188th Avenue S. E. Kent, Washington 98032 City of Kent ri 220 4th Avenue South Kent, Washington 98032 South King County Regional Water Association c/o Water District #124 P. O. Box 4249 Federal Way, Washington 98063 Gentlemen: Enclosed for your file is a signed original of the "Contract Between the Regional Water Association of South King County, Its Member Utilities and the City of Tacoma, Department of Public Utilities " dated April 16 , 1985. Very truly yours, WJ40-1-- Kenneth F. Olson Superintendent Water Division KFO:rl Enc. April 16 , 1985 CONTRACT BETWEEN THE REGIONAL WATER ASSOCIATION OF SOUTH KING COUNTY , ITS MEMBER UTILITIES AND 1 THE CITY OF TACOMA, DEPARTMENT OF PUBLIC UTILITIES 2 3 This Contract between the Regional Water 4 Association (RWA) of South King County , its member 5 utilities , and the City of Tacoma, Department of Public 6 Utilities (Tacoma) is intended to promote regional 7 cooperation in the supply of water to the areas served by 8 the RWA and Tacoma . This Contract shall be referred to as 9 the 111985 RWA Contract" , and is mad and entered into 10 effective this �9 ay of ML , 1985 , and 11 WHEREAS, the RWA under this 1985 RWA Contract 12 shall be entitled to 15 million gallons per day from the 13 City of Tacoma' s Second Diversion Water Right, Permit No. 14 3787 , on the Green River and from any additional water 15 sources developed by Tacoma to assure the availability of 16 15 MGD to the RWA, and 17 WHEREAS, in consideration for the guarantee of a 18 15 MGD supply of water from Tacoma, the RWA, and its herein 19 stated members agree to participate in the funding, 20 development and use of the Pipeline 5 Project and 21 associated facilities as herein provided, and 22 WHEREAS, Tacoma intends to use revenue bond 23 financing for the cost of construction of the Pipeline 5 24 Project and a supply contract with the RWA will facilitate 25 the financing and benefit both Tacoma and RWA members ; and 26 WHEREAS, the parties also recognize the potential 27 benefits of future cooperation in the water source 28 development area and such future cooperation may include I securing water storage for municipal and industrial use at 2 Howard Hanson Dam, development of an intertie between the 3 Pipeline 5 Project and the City of Seattle , and development 4 of groundwater supplies along the Pipeline 5 right-of-way , 5 and 6 WHEREAS, the Pipeline 5 Project is consistent with 7 state and local planning , including plans and programs of 8 Tacoma, the RWA and its member utilities; and 9 WHEREAS, improving water supplies and avoiding 10 depletion of groundwater sources will protect and enhance 11 the public health, safety and welfare ; and 12 WHEREAS, an "Environmental Impact Statement for 13 the Second Green River Diversion 6 Transmission Project" 14 (Pipeline No . 5 Project) was prepared in 1980 in accordance 15 with the Washington State Environmental Policy Act , RCW 16 43 .21C ; and 17 WHEREAS, this agreement is intended to positively 18 respond to the following identified concerns as stated : 19 A. There is a growing and soon to be critical need for 20 additional sources of water in South King County. 21 Identified groundwater (wells) in South King County may 22 not be adequate to supply the long-term water needs of 23 the RWA customers . Even if groundwater is found, 24 variability in costs of electrical power may lead to 25 significant variations in the cost of production. 26 Gravity fed surface water sources , such as the Green 27 River, provide a desirable and complimentary source of 28 -2- l supply to augment existing groundwater sources . 2 Utilization of the Green River supply in conjunction 3 with existing and future groundwater supplies will 4 maximize the net benefit to residents of the State from 5 utilization of the Green River. No other surface water 6 supply is readily available and identified as a source 7 of public water supply . In addition, utilization of 8 groundwater supplies in conjunction with the Green 9 River surface supply allows conservation of flows in 10 the Green River during low flow when municipal and 11 industrial demands can be met from groundwater sources . 12 B. Increasing urbanization of South King County may 13 increasingly affect the quality of existing groundwater 14 sources . 15 C . The Green River is an environmental, recreational and 16 economic asset to King County and the region and 17 participation by a regional King County Water 18 Association in its use will increase its beneficial use 19 within King County . 20 D . The various South King County water purveyors cannot, 21 individually or collectively , afford the cost of 22 developing a Green River water source and piping it to 23 the ultimate King County users . Therefore , joining 24 with Tacoma will permit South King County RWA members 25 access to this water source and economies of scale . 26 Tacoma' s present stand-by wells and other facilities 27 will guarantee a firm and economical supply of water . 28 -3- I E . The Regional Water Association of South King County , 2 and its member municipalities , have carefully studied 3 Tacoma ' s Green River source and pipeline , and have 4 compared it against alternative water supply sources . 5 Studies have shown that Tacoma 's Green River pipeline 6 will provide a stable long-term source of water at a 7 reasonable long-term cost to RWA members . However, RWA 8 members plan to continue joint exploration of water 9 supply beyond that provided by this Contract . In the 10 long-term, the water provided by this Contract will 11 only meet part of South King County's needs . 12 F . Tacoma' s 1980 Water Supply Plan proposed the delivery 13 of approximately 15 MGD in South King County. This 14 plan formed part of the supporting documentation for 15 Tacoma ' s application for a 100 cfs water right on the 16 Green River, referred to by Tacoma as the "Second 17 Diversion Water Right . " 18 G . Participation in the Pipeline 5 Project by South King 19 County purveyors would assist in financing the pipeline 20 project by the City of Tacoma. 21 H . The parties intend to jointly seek State , Federal or 22 other governmental grants or monies available for 23 projects of this nature. A major regional project of 24 this nature should receive priority to any such funds, 25 as compared with separate p p projects of the RWA members . 26 NOW, therefore, the RWA, its member utilities and 27 Tacoma agree as follows . 28 -4- 1 . PARTIES TO THE AGREEMENT. The parties to this 111985 2 RWA Contract" are the (1) Regional Water Association of 3 South King County ( "RWA") , a non profit corporation made up 4 of South King County municipal water purveyors , (2) certain S RWA members including King County Water District No. 124 , 6 (3) King County Water District No . 111 , (4) King County 7 Water District No . 105, (5) and the City of Kent in their 8 individual capacities , and (6) the City of Tacoma, 9 Department of Public Utilities ("Tacoma" ) . 10 2. TERM. This Contract shall continue for the life of 11 Pipeline 5 , subject to the following terms and conditions . 12 Twenty five years from the effective date of the Contract 13 and every ten years thereafter, the parties may re-evaluate 14 the formula specified herein for sharing Operation and 15 Maintenance Costs to insure it is reasonably equitable . If 16 after an such re-evaluation all y parties determine that 17 the Operation and Maintenance Costs are such that this 18 agreement should be terminated or this formula amended , 19 then such action shall be taken , pursuant to the 20 contracting procedures of each party . However , if less 21 than all of the parties believe this formula should be 22 amended , then the matter shall be submitted to arbitration 23 as provided in paragraph 12. 24 The key facilities and general area discussed in 25 this contract is pictorially presented in Exhibit 1, which 26 is incorporated herein by this reference . 27 In the event that termination of this agreement is 28 -5- I desired , said matter shall be negotiated with all other 2 parties and if unsuccessful , then resolved by litigation . 3 3 . QUANTITY. Tacoma will provide to RWA, for its 4 members , 15/65ths of the total capacity of the Pipeline 5 5 Project (as limited by Tacoma' s "second diversion" water 6 right , Permit #3787) , with sufficient supplementary 7 facilities to assure delivery of 15 MGD of water under all 8 conditions of river turbidity and water right low flow 9 restrictions. RWA and each member party to this Contract 10 agrees to pay for Tacoma ' s costs of water supply and it delivery, as provided in this agreement irrespective if 12 they take all or a portion of their water entitlement. 13 Fifteen MG shall be the maximum daily amount delivered to 14 the RWA and shall be measured at meters installed at 15 locations as generally shown in Exhibit #1 . Meters shall 16 be located within the Pipeline 5 right-of-way and 17 installation costs shall be funded on a 50-50 basis between 18 Tacoma and RWA members . 19 The meters shall be subject to testing to verify 20 accuracy by any party upon prior notice to the other 21 parties provided the cost of testing is paid by the testing 22 party and the test results made available to all other 23 parties. Distribution and transmission piping downstream 24 of the meters shall be the responsibility and expense of 25 RWA members. 26 Under no circumstances will Tacoma be responsible 27 for the construction, operation, maintenance , repairs , 28 -6- I replacements and upgrades of any such RWA facilities nor 2 shall Tacoma be required to make any reimbursement of any 3 nature whatsoever to the RWA and its members for their 4 present or future water facilities unless expressly 5 provided herein. Operating and maintenance expenses for 6 meters shall be paid by RWA members . RWA members shall not 7 take water in excess of 15 MG on a daily basis unless 8 authorized by letter from Tacoma' s Water Division 9 Superintendent. Instantaneous withdrawal by RWA members 10 may exceed 15 MGD by 15% without penalty. If consumption 11 by RWA members of over 17.25 MGD occurs at a frequency 12 unacceptable to Tacoma, then Tacoma may require RWA to 13 install flow limiting devices at the point of withdrawal 14 from the Tacoma system at RWA expense. is Water provided to the RWA members by Tacoma 16 pursuant to this Contract shall be obtained from the 17 following sources in general order of priority: 18 1 . The Green River pursuant to the water right limitations 19 placed upon the City of Tacoma in Permit No. 3787 issued by 20 the Department of Ecology . 21 2 . The North Fork wellfield in the event that turbidity in 22 the Green River exceeds acceptable water quality limits. 23 3 . Supplementary sources when low flow in the Green River 24 requires cessation or reduction of water withdrawal under 2s Permit No. 3787. Potential supplementary sources are as 26 follows : 27 (a) Water may be pumped from groundwater supplies. 28 -7- I (b) Water may be provided from new storage developed 2 at Howard Hanson Dam after 1985 if available . 3 (c) Water may be provided from other sources of 4 supplementary supply not currently identified . 5 When the Green River Water Right Permit No. 3787 or other 6 causes require reduced usage from this said source , then 7 the amount of water utilized from supplementary sources 8 will ( for all parties) be proportional to the required 9 percent reduction from said Green River source . Therefore, 10 additional pumping costs during these said periods shall be 11 prorated accordingly among all the parties hereto. 12 Tacoma is relieved of its obligation to supply 13 water pursuant to this Contract in the event of damage to 14 Pipeline 5 Project including its intake facility and/or 15 supplementary sources which damage results from earthquake, 16 other natural disasters and Acts of God, damage by others, 17 and/or total or partial system failure beyond the 18 reasonable control of Tacoma. In the event of such damage, 19 Tacoma shall act in a timely fashion to bring about 20 resumption of water service . Upon reasonable advance 21 notice , Tacoma may shut down the Pipeline 5 Project for 22 maintenance and repair. 23 Tacoma will design source of supply facilities 24 (and the parties hereto hereby agree to pay for such 25 facilities) to be capable of meeting supply 26 responsibilities continuously except in the event of one in 27 fifty year drought . Drought conditions of greater severity 28 -8- I may require restrictions on the delivery of water. If such 2 restrictions are necessary , Tacoma will reduce the quantity 3 available to RWA members on the same basis as Tacoma 4 restricts its direct service customers . 5 4 . WATER QUALITY. The quality of water to be supplied 6 pursuant to this agreement shall be in compliance with all 7 applicable governmental standards and laws for domestic 8 water supply. If in the future water quality does not meet 9 applicable governmental requirements , Tacoma shall take 10 such immediate and reasonable steps as may be feasible to 11 correct deficiencies . 12 If government laws and regulations effective prior 13 to September 1987 have the effect of requiring Tacoma to 14 develop filtration or other water quality enhancement 15 facilities , the parties to this Contract shall have the 16 option of cancelling this Contract or renegotiating this 17 Contract upon a p party giving ninety (90) days prior written 18 notice to the other parties . 19 If after September 1987, certain laws or 20 regulations become effective which have the effect of 21 requiring Tacoma to develop filtration or other water 22 quality enhancement facilities then the q y , parties hereby 23 agree to participate in the costs of these facilities in 24 the same proportion as their share of the water treated by 25 said facilities . 26 It is understood and agreed that the future cost 27 for such water quality enhancement facilities cannot be 28 -9- I precisely estimated and allocated at the time of executing 2 this Contract . Therefore , it is agreed that the future 3 obligation to participate as above provided is binding even 4 though g precise details are not stated in this Contract . In 5 the event that any party does not desire to participate (as 6 herein provided) in such water quality enhancement 7 facilities or in the event a party hereto challenges its 8 legal obligation to participate , then after written notice 9 to said party by the Water Division Superintendent for 10 Tacoma, and after passage of 60 calendar days and either no 11 written commitment to participate or refusal to participate 12 by a party hereto, then Tacoma may totally terminate said 13 nonparticipating party ' s rights, obligations and benefits 14 under this agreement . Provided, however, upon such 15 termination, Tacoma shall offer to the remaining RWA 16 members (e.g . parties hereto) , the first right of refusal 17 to take over all or a portion of said nonparticipating 18 member' s share . This said first right of refusal must be 19 accepted in writing by one or more remaining RWA member 20 parties hereto within 90 days of such offer . If no party 21 accepts such offer within such period or if part of the 22 share remains , then said share or portion of the 23 nonparticipating member ' s allotment shall automatically 24 revert to Tacoma. 25 5 . MAXIMUM PLANT COSTS. The current estimate of capital 26 costs to Tacoma for providing the service to the parties as 27 provided in Section 3, herein is $15 million dollars , based 28 -10- I on CPIW (Consumer Price Index - Wage Earners in the 2 Seattle-Everett area) of 307 referenced to a level of 100 3 in 1967. Immediately prior to construction when the 4 project costs are more clearly defined , the projected cost 5 of construction will be compared to the $15 million dollar 6 estimate as adjusted by the then current CPIW. If on or 7 before the 90th day prior to the date of the sale of bonds S by Tacoma financing the Pipeline 5 Project , the costs to 9 the RWA utilities will exceed the current $15 million 10 dollar estimate, as adjusted by the then current CPIW, by 11 more than 10%, then the RWA utilities or Tacoma shall have 12 the option of reopening contract negotiations or 13 withdrawing from the Contract . Those elements of project 14 cost which have been incurred by Tacoma prior to January 1 , 15 1985 shall not be escalated in determining the maximum 16 plant cost . Provided, however , Tacoma shall have the 17 option of providing service (to the parties hereto) at the 18 $15 million dollar 1983 estimate , as adjusted by the then 19 current CPIW , plus 10% even if Tacoma' s cost of providing 20 this service is greater. If Tacoma so commits itself to 21 proceed , then each RWA member agrees to be bound to this 22 Contract . 23 6 . WATER COST. Each RWA members ' cost of water ( "water 24 cost" ) is based on the total of: (1) A proportionate share 25 (expressed as a percentage) of the plant cost of financing 26 and constructing the facilities necessary to bring Green 27 River water and backup source water into the South King 28 -11- I County region; and (2) A proportionate share (expressed as 2 a percentage) of the Operation and Maintenance Costs 3 necessary to maintain the facilities described above and to 4 maintain a firm supply of water as described in Section 3. 5 A sample calculation of such costs based on 1983 dollars is 6 attached in a document entitled "Estimated Costs for 7 Provision of 15 MGD Firm Capacity to the South King County 8 Regional Water Association" dated June 21 , 1984, which 9 formula is attached as Exhibit No . 2 and is incorporated 10 herein by this reference . The calculation method described 11 in Exhibit 2 shall be used to allocate water costs for each 12 RWA member based on curent dollar value . The figures 13 referred to above are estimated and will be adjusted as 14 necessary based on actual construction, financing , 15 operation, and maintenance costs at the time the same are 16 incurred. 17 (a) Operation and Maintenance (0&M) Costs as herein 18 referenced will include all of Tacoma' s costs and expenses 19 attributable to meeting the commitments herein included 20 within the scope of this Contract . Subject to the 21 foregoing, "0&M" costs will include, but may not be limited 22 to : (1 ) all ordinary operation and maintenance expenses , 23 such as repairs, replacements , upgrades and maintenance ; 24 (2) administrative expenses related to 0&M including 25 expenses for facility ownership , planning and design, 26 administrative overhead , insurance , legal costs , 27 accounting, and collection expenses ; and (3) extraordinary 28 -12- I upgrades , repairs, or replacements as hereinafter defined 2 in subsection (b) . 3 The prorated share of Tacoma ' s operation and 4 maintenance costs which each RWA member will pay is 5 calculated based on the amount of water which Tacoma is 6 committed to provide to said RWA member . The method of 7 calculating Operations and Maintenance Costs shall be based 8 on the last preceding calendar year' s actual Operation and 9 Maintenance Costs , plus any substantial known operation or 10 maintenance cost that can be estimated for .the current year 11 plus an adjustment for anticipated inflation which shall be 12 identified to each RWA member in writing by Tacoma. 13 Overcharges and undercharges will be credited or debited 14 accordingly in the following year . 15 Prior to January 1 of each year Tacoma shall 16 develop variable operation and maintenance costs per 17 million gallons supplied for each of the sources of water 18 discussed in the fourth paragraph of Section 3. These 19 costs shall represent the actual .reduction in costs to 20 Tacoma if RWA elects not to utilize the full 15 MGD 21 available under this Contract . If RWA members elect to use 22 an alternate source of supply rather than withdrawal of the 23 full amount allowed by contract from Pipeline 5 , then 24 Tacoma shall provide a credit to each applicable RWA 25 member ' s 0&M portion of the bill equivalent to the actual 26 savings to Tacoma. 27 (b) Extraordinary Upgrades , Repairs or Replacements , 28 -13- I for purposes of this agreement, will be any necessary 2 upgrade, repair or replacement cost for the Pipeline 5 , 3 Second Diversion Project and supplemental facilities 4 mentioned herein that are subject of this agreement (or 5 amendments to this agreement) which will cost more than $3 6 million dollars based on 1984 dollar value. In the event 7 Tacoma decides that any such extraordinary upgrade, repair 8 or replacement is necessary, and if the resultant allocated 9 0 & M increase in cost to RWA members will increase by more 10 than 10% over the previous most expensive year (based on 11 equivalent value dollars) , then said cost shall be financed 12 and or paid for over a period of time of not less than 13 three years . 14 (c) Financing for the capital costs of this project 15 will be obtained by the City of Tacoma. Establishment of 16 levelized (debt service) payment in equal monthly payments 17 shall be made by the parties hereto for payment of Project 18 5 and other capital costs . Alternative schedules of 19 payment may be acceptable if agreed to by the parties . 20 Commencement of debt service payments shall not precede 21 delivery of water unless agreed to by both parties . 22 Payment of each RWA member ' s share of existing 23 Tacoma facilities , new source facilities and other 24 facilities as set forth in Exhibit 2 shall be spread over 25 the same term as each RWA member' s share of the cost of 26 construction provided that a financing cost shall be added 27 to such principal costs to reflect Tacoma' s cost to 28 -14- finance . Financing costs shall be billed and paid as 1 provided in paragraph (d) below. RWA members will be 2 entitled , on a proportionate basis, to any financing 3 benefits , including refinancing and sinking fund returns , 4 to which Tacoma may avail itself. Payments made by RWA 5 members to Tacoma for debt repayment purposes shall be 6 maintained by Tacoma in an interest bearing account until 7 8 bond payments are due . Interest earned prior to disbursal shall be credited to the account of the RWA members, and 9 the RWA members shall bear the full costs of administering 10 this account. 11 12 (d) The water costs identified in this agreement shall 13 be billed in equal monthly installments on the 15th day of 14 the next month following each month of service and the IS account shall be paid to Tacoma within thirty (30) days after the issuance date of the invoice. If any charge or 16 17 portion thereof due to Tacoma shall remain unpaid for 18 fifteen (15) days following its due date, the member party 19 shall be charged with and pay to Tacoma interest on the 20 amount unpaid from its due date until paid at the rate of 21 10% per annum, and Tacoma may, upon failure to pay such 22 amounts, including interest , enforce payment by any remedy 23 available at law . 24 (e) All Project 5 and supplemental facilities shall be 25 owned by Tacoma and this Contract shall not result in the 26 sale , transfer or assignment of any ownership interest in 27 such facilities to the RWA or any RWA member party to this 28 Contract . -15- I ( f) Any grants obtained for the construction of the 2 Pipeline 5 Project shall first be applied to the 3 construction cost of the transmission pipeline itself and 4 Headworks modifications necessary to utilize the pipeline . 5 Any RWA member hereto may elect to pay cash for 6 any of the (to be financed) project expenses . Provided, 7 however, when an election to pay cash is made , notice to 8 Tacoma shall be given 90 days prior to the scheduled date 9 for selling bonds or obtaining financing. 10 Upon retirement of the bonds , (and any refinancing 11 bonds) , the cost of water to each RWA member will be its 12 continuing share of the Operation and Maintenance Costs of 13 the project (as explained herein) . 14 (g) In addition to the above stated costs , the RWA 15 parties hereto agree to reimburse to Tacoma an amount equal 16 to all of the taxes or in-lieu-of taxes that are imposed on 17 the City of Tacoma, Department of Public Utilities , Water 18 Division as a result of implementing this contract . 19 RWA parties hereto also agree to pay the gross 20 earnings tax (as amended in the future) that is passed on 21 to all of Tacoma' s customers and which is currently at 8%. 22 This tax shall be calculated based only on the total O&M 23 and administrative charges under this contract . 24 7 . RESPONSIBILITY FOR COST. The below listed 25 individual RWA members hereby guarantee to pay for only 26 their proportionate share of the total cost of the 1985 RWA 27 Contract, which cost is a portion of the debt service for 28 -16- I the revenue bond financing of the Pipeline 5 Project plus 2 other costs all as specified in Section 6 herein. The 3 total cost to each of the below listed RWA members is 4 agreed to be shared as specified below according to their 5 proportionate entitlement to the 15 MGD Pipeline 5 Project 6 water . The individual below listed RWA members agree to 7 pay their proportionate share of said costs irrespective -of 8 whether they take all of their respective water 9 entitlement. The individual RWA member share is as follows : 10 Water District 124 30.77% 11 City of Kent 30.77% 12 Water District 105 23.08% 13 Water District 111 15 .38% 14 In the event that any RWA member does not , 15 ( following the signing of the Contract) , elect to take its 16 entire share as shown above , then the RWA shall have the 17 right to reallocate all or a portion of the unsubscribed 18 water among its members. If the above RWA members do not 19 desire to take RWA' s entire share of the water, then future 20 RWA members will be given the opportunity to buy the same , 21 provided each RWA member remains responsible for the costs 22 as herein specified unless another now existing RWA member 23 or other entity as approved by Tacoma agrees by formal 24 written agreement to be responsible for the same . Said 25 adjustments shall be finalized at least 90 days prior to 26 the proposed date for obtaining financing . 27 If any RWA member shall, in the future, default on 28 -17- I any payment required herein, then the remaining RWA members 2 have the option to within 90 days of such default, pay such 3 amount and take the defaulting members ' water share. In 4 the event of a dispute between RWA members on the 5 allocation of said share, the RWA board of directors shall 6 make the final decision which shall be binding on all of 7 the parties . RWA shall not be liable for the individual 8 actions of its members . 9 Each RWA member party to this Contract hereby 10 irrevocably obligates and binds itself to pay its water 11 costs out of the gross revenues of the water system of the 12 member . Each such member further binds itself to 13 establish, maintain and collect charges and fees for water 14 service and connection which will , at all times , be 15 sufficient to pay the member' s proportionate share of all 16 water costs for the Project , including specifically amounts 17 sufficient to pay the member' s proportionate share of the 18 principal of and interest on revenue bonds of Tacoma for 19 the Project which shall constitute a charge upon such gross 20 revenues . It is recognized that the 0&M component of the 21 water cost charges paid by each such member to Tacoma shall 22 constitute an expense of operation and maintenance of the 23 member ' s system . Each such member shall provide in the 24 issuance of its future water revenue bonds that expenses of 25 maintenance and operation of its water system shall be paid 26 before payment of principal and interest of such bonds . 27 Each party shall have the right to fix its own schedule if 2s -18- 1 rate , fees and charges for water services provided the same 2 shall produce revenue at least sufficient to meet the 3 covenants contained in this Contract. 4 8 . STORAGE. Future distribution storage facilities are 5 not included in the costs referenced in Section 5. 6 However, the parties will explore the possibility of joint 7 water distribution storage facilities . 8 9 . PURCHASE BY TACOMA . RWA members agree to give 9 Tacoma the right of first refusal to purchase any surplus 10 water available within their districts during the first 11 five years of Pipeline 5 Project operation at their cost of 12 production. 13 10 . SCHEDULE, WITHDRAWAL AND LIABILITY. Due to unknowns 14 in the permitting process, Tacoma cannot at this time set a 15 fixed date at which time water from the project will be 16 available to the RWA. In order to meet the water supply 17 requirements of the RWA, the water must be delivered by 18 January 1 , 1990 . In addition the RWA must be assured on or 19 before January 1 , 1987 that it is feasible for Tacoma to 20 meet the January 1 , 1990 deadline . Therefore , Tacoma, 21 based on the status of its permitting efforts and 22 reasonable project schedule , shall provide a firm 23 24 commitment to the RWA on or before January 1, 1987 that 25 water will be delivered to the RWA by January 1 , 1990. The 26 inability of Tacoma to make this commitment on or before 27 January 1 , 1987 will be grounds for RWA or Tacoma 28 withdrawal from the agreement or reopening of negotiations . -19- Tacoma ' s performance of its obligations pursuant 2 to this agreement is conditioned on its ability to obtain 3 the necessary permits , approvals , financing and franchises 4 for the Pipeline 5 Project . It is known by all parties 5 that the Water Rights permit for Pipeline 5 Project is in 6 litigation and that the following milestones are necessary 7 to Project implementation. 8 January , 1987 - Tacoma will identify all permits 9 obtained and remaining to be acquired. Tacoma will present 10 a construction schedule . 11 July , 1987 - Tacoma will provide current cost 12 estimates for the capital construction program necessary to 13 implement this agreement . Tacoma will establish an 14 estimated operation and maintenance schedule for the 15 implementation of this agreement . 16 September, 1987 - Based on RWA' s acceptance of the 17 cost figures presented by Tacoma in July of 1987, Tacoma 18 will proceed from this point on final design, financing and 19 construction with no reversal of RWA participation except 20 by mutual agreement . 21 January 1 , 1990 - Pipeline 5 Project begins 22 service of water to RWA. Schedule may be adjusted by 23 mutual agreement . Construction delays resulting from 24 strike , natural disaster, or other Acts of God and forces 25 beyond the control of the City of Tacoma shall not 26 constitute a violation of the terms of this Contract by 27 Tacoma. 28 -20- I Notwithstanding any other provision or wording in 2 this agreement to the contrary , the parties hereto 3 executing this agreement , shall be legally bound to the 4 financial obligations and the water delivery obligations 5 specified herein . Therefore , in the event that any party 6 withdraws , transfers its interests or has its rights 7 terminated pursuant to the terms of this agreement , the 8 said withdrawing or terminated party remains liable to all 9 other parties hereto for monetary damages as may be 10 available at law; provided that withdrawal without 11 liability is permitted in the event (1) project costs 12 exceed the maximum amount as set forth in Section 5 of this 13 agreement; (2) the project schedule is not met as set forth 14 in this agreement (in this Section 10) or (3) Tacoma is 15 unable to obtain the necessary permits, approvals or cannot 16 obtain financing that is acceptable to Tacoma. 17 By executing this Contract the parties are not 18 assuming any liabilities , except as provided expressly 19 herein, nor waiving or relinquishing any powers or 20 jurisdiction granted to them by law. 21 An RWA member ' s proposed transfer or assignment of 22 rights and/or obligations specified herein to another party 23 shall be subject to Tacoma' s approval , which approval shall 24 not be unreasonably withheld. Provided, however , the 25 transferring or assigning party shall remain secondarily 26 liable to Tacoma for any and all payments not made by the 27 28 assignee party to Tacoma . -21- I In the event that any party hereto fails to pay 2 its obligations as set forth in this agreement within 60 3 days of the original invoice , then Tacoma shall send notice 4 to the other RWA members , (parties hereto) , of their 5 opportunity to reallocate the water share as permitted by 6 Section 7 herein. In the event that Tacoma does not 7 receive a written binding commitment within 90 days of the 8 original subject invoice date to assume and immediately pay 9 the outstanding obligation by another party hereto, then 10 Tacoma may proceed to terminate such defaulting party ' s 11 rights and benefits under this agreement . Tacoma shall 12 provide written notice of intent to terminate to the 13 defaulting party on or after the 60th calendar day that the 14 subject invoice remains unpaid . In the event that the is default is not paid with interest or assumed and paid, as 16 provided herein within 90 days of the date of the original 17 subject invoice date , then all rights and benefits of the 18 defaulting party shall automatically revert to Tacoma . 19 11 . WATER CONTRACT PLAN. Prior to December 1st of each 20 year RWA shall file an annual water use plan with Tacoma 21 unless RWA plans to always use 15 MGD. Prior to December 22 31st of each year Tacoma shall file an anticipated annual 23 water delivery plan with RWA . This plan should identify 24 projected maintenance requirements necessitating shutdown 25 of the pipeline , identify any operating constraints 26 27 anticipated in the coming year, and presenting projected zx costs for the coming year. _22_ 1 12 . ARBITRATION . The parties hereto may proceed with 2 arbitration to resolve certain disputes as provided 3 herein. Disagreements or disputes that are subject to 4 being submitted to arbitration are set forth below: 5 (1 ) Meter reading and/or testing procedures and the 6 location of connections ; 7 (2) The amount of a specific operation and maintenance 8 budget item that is attributable to the projects subject of 9 this agreement; 10 (3) Operation and Maintenance formula as authorized by 11 Section 2 of this agreement ; provided, however , that the 12 specified contract language on Operation and Maintenance 13 stated in Section 6 herein shall not be the subject of 14 limited or modified by arbitration; 15 (4) Other minor matters that will not result in 16 financially impacting any party hereto by more than $25,000 17 per year (in 1984 dollar value) ; and 18 (5) Specific matters that the parties may mutually 19 agree to submit to arbitration. 20 In order to contest any action of a party hereto, 21 by arbitration a party must serve on all other parties 22 hereto b hand delivered letter, a request to y , q proceed to 23 arbitrate the dispute or controversy within ninety (90) 24 days of the written notice of y proposed action and the 25 detailed reasons therefore provided however, in the event 26 that any matter pertaining to an annual budget is desired 27 to be contested , arbitration must be commenced on or before 28 _P3_ I November 1 for the next annual budget . Failure to seek 2 arbitration within said period shall bind all parties and 3 preclude any further challenge. Each party shall appoint 4 one qualified arbitrator within thirty days of the written 5 request for arbitration by the RWA or Tacoma. The two 6 arbitrators so appointed shall appoint a third arbitrator 7 within thirty days . The three arbitrators shall render a 8 written decision within ninety days of appointment of the 9 third arbitrator . Arbitration shall be conducted in 10 accordance with Washington State Law, Chapter 7.04 RCW as 11 amended . Provided that, the results of arbitration shall 12 be final and conclusive and may only be revised or vacated 13 as presently allowed by Chapter 7 .04 RCW. In addition, the 14 rules for pretrial Superior Court discovery shall be 15 applicable to all parties hereto and the burden of proof 16 shall be with the party requesting arbitration. The costs 17 of arbitration shall be shared equally by the parties 18 thereto and the parties benefitting from the arbitration 19 determination• however if the party initiating arbitration 20 is not substantially successful in the arbitration, then 21 said party shall pay the entire cost of arbitration . 22 All other matters in dispute that in any way 23 relate to this agreement shall not be subject to 24 arbitration and may only be resolved b an y y y appropriate 25 final court determination. All such litigation shall be 26 initiated in the Pierce County Superior Court for the State 27 of Washington within the time limitations established by 28 -24- I Washington State Law. At the request of any party , all 2 other parties agree not to object to a judge from outside 3 the King/Pierce County area hearing such disputes . 4 13 . CONNECTIONS. RWA facilities will be connected to 5 the project facilities at such time as Tacoma determines 6 the project is ready for operation and delivery of water 7 and so notifies the other parties in writing. 8 14. RECORDS. Permanent books and records shall be kept 9 by Tacoma and individual RWA members of respective volumes 10 delivered and used and all expenses and costs incurred and 11 paid for water supply. The records required by this 12 paragraph shall be available for examination at any 13 reasonable time by any party . Such records, or copies 14 thereof, shall be maintained for at least 5 years and in 15 complete compliance with State of Washington Law. 16 15 . NOTICE. Whenever in this Contract notice is 17 required to be given, the same shall be given by Registered 18 Mail addressed to the respective parties at the following 19 addresses: 20 City of Tacoma 21 Dept. of Public Utilities , Water Division 22 P.O. Box 11007 23 Tacoma, WA 98411 24 25 King County Water District #124 26 P .O. Box 4249 27 Federal Way , WA 98063 28 -25- I King County Water District #111 2 27239 132nd Ave . SE 3 Kent , WA 98042 4 5 King County Water District #105 6 30033 188th Ave. SE 7 Kent , WA 98042 8 9 City of Kent 10 220 4th Ave . S 11 Kent , WA 98032 12 13 South King Co . Regional Water Association 14 c/o Water District #124 15 P.O. Box 4249 16 Federal Way , WA 98063 17 unless a different address shall be hereafter designated in 18 writing by any of the parties . The date of giving such 19 notice shall be deemed to be the date of mailing thereof. 20 Billings for and g payments of water costs may be made by 21 regular mail. 22 16 . EXECUTION OF DOCUMENTS. This Agreement shall be 23 executed in six counterparts , any of which shall be 24 regarded for all g purposes as one original . Each party 25 agrees that it will execute any and all deeds , instruments , 26 documents and resolutions or ordinances necessary to give 27 effect to the terms of this Agreement . 28 -26- 1 17 . WAIVER. No waiver by either party of any term or 2 condition of this Agreement shall be deemed or construed as 3 a waiver of any other term or condition , nor shall a waiver 4 of any breach be deemed to constitute a waiver of any 5 subsequent breach whether of the same or a different 6 provision of this Agreement . 7 18 . ENTIRETY. This Agreement merges and supersedes all 8 prior negotiations , representations and agreements between 9 the parties hereto relating to the subject matter hereof 10 and constitutes the entire contract between the parties . 11 IN WITNESS WHEREOF, the parties hereto have 12 executed this Agreement as of the day and year first above 13 written . 14 15 APPROVED: 16 17 City of Tacoma Approved as to form and 18 Departme t of Public Utilities legality 19 20 Pau J . N n Asst . City Attorney Director of Utilities 21 22 23 City of Tacoma Water Division 24 25 iLh �p/Jtr+t Kenneth F. Olso , Superintendent 26 27 28 -27- I Seal of City attached THE CITY OF TACOMA, WASHINGTON (Seal of City) 2 3 4 y / t/ Mayor 5 6 Attes ignature au orized 7 by City Clerk 8 9 APPROVED: 10 Regional Water Association of II South g Co m y 12 By 13 Jo T. Sawyer President 14 Water Dis rict No . 124 15 16 By Its 17 AgFeW to assume responsibility for 30.77% of the contract 18 water or 4.62 MGD. 19 Water District No. 105 2 21 By Its 22 Agrees to assume responsibility for 23.08% of the contract water or 3.46 MGD . 23 24 Water District No . 111 25 B 26 t s Agrees t ssume re onsibility for 15.38% of the contract 27 water or 2.3 28 -28- I City of Kent 2 B 3 Its Agrees to assume responsibil t for W of the contract 4 water or 4.62 MGD. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -29- EXII!BTT 1 CITY OCT i s i ( . i s. f., PC-3A.. - I . I A. NORTH FORK WELLS DEVELOPMENT I (OPERATIONAL) y' U SIX WELLS U 6%MILE PIPELINE •+ 1?10-MILLION-GALLON RESERVOIR U CONTROL BUILDING k B. HEADWORKS MODIFICATIONS O i i 122 SEEN RIVER 1 491. iADWORKS ..c ,'' TACOMA •C J. TAco fA HOWARD a Z w6cL F/��j • ® HANSON DAM ------ • GRFEN RIVER I. 1 P'( ;ERVOIR LLS 6/21/84 ESTIMATED COSTS FOR PROVISION OF 15MGD FIRM CAPACITY TO THE SOUTH KING COUNTY REGIONAL WATER ASSOCIATION SUMMARY Plant Cost* P/L #5 10,000,000 15/72 of N.F. Wells 2,000,000 . 15 MGD - Firming Cap 3,000,000 0&M Costs+ 0 & M Costs (Green River) 106,231 .15 Admin. 96,101 .27 Repair and Replacement 52,297.21 8% Gross Earnings** x 1 .08 77r,00— 0 & M on Firming Capacity Supply $100,000 8% Gross Earnings** x 1.08 a Cost estimates provided are subject to revision during design and construction processes. * See paragraph 5, Maximum Plant Costs ** As discussed in paragraph 6, Section (g) + See paragraph 6, Water Costs s: EXHIBIT 2 Cost Estimate for firm supply of 15 MGO to South King County Utilities. Capital Costs Only. North Fork Well additional capacity in June 1982 $ Existing Facilities N.F. PL 15/72 (4,932,000) (1.235)* = 1,268,963 10 MG Reservoir 15/72 (871,000) (1.235) = 224,101 Existing N.F. Wells 15/72 (1,0350000) (1.235) = 266,297 Baldi Substation 15/72 (6699898) (1.235) 172,359 Microwave System 15/72 (106,856) (1.235) = 27,493 Total N.F. Well System 1,959,213 * Factor to incorporate indirect costs of engineering, legal, finance, and contingencies totaling 23.5% of direct costs. -1- South Tacoma Aquifer Supplemental Supply Development - 1983 dollars Cost of 15 MGD supplementary source capacity to firm up second diversion water rights during low river flows is estimated at less than $3,000,000.00. This is based on 1982 groundwater development costs in the South Tacoma aquifer of $84,000/mgd. -2- PL#1 Flow Control 15/65 (1,250,000) (1.235) _ $356,250 Intake & Headworks Improvements 15165 (3,2409000) (1.3)* = 972,000 Stream Gage h Telemetry 15/65 (130,000) (1.3) = 399000 PL#5 - See sheets 1A-3A 15/65 (26,273,822) (1.3) = 7,882,147 15 113,600 R/W 65 152,400 (1,399,000) (1.3) = 312,847 Water Rights 15/65 (430,000) (1.3) = 129,000 Water Control Station 15/137 (1,317,00) (1.235) = 178p083 Total 15 MGD Interruptible Capacity Capital Cost 9,869,327 + Reservoir Turbidity Supply Cost Approximately 2,000,000 * Factor to incorporate indirect cost of engineering, legal, finance, contingencies and sales tax totaling 30% of direct costs. -3- SKCRWA - ADMINSTRATIVE ASSESSMENT Determination of General Expense 1983 Gen. Gov. Office Expense 923.1 Gen. Gov. Office Exp. 269,107.23 269,107.23 Retirement Provisions 408.41 Social Security - Water Division 288,494.12 408.42 Social Security - Service Divisions 20,253.77 926.3 Pension Requirements 551,753.23 (408.9) Soc. Sec. Charged to Others (63,443.28) (926.9) Pension, Construction & Reimbursement Credits (190,352.42 606,705.42 General and Admin. Expense 920-932.25 2,462,362.92 Less 923.1, 926.9, 926.3 (taken above) 930.1, 930.2, 930.3 (conventions, organizations and goodwill advertising 666,469.52 932.24 Used in 0 & M sales 1,795,893.40 TOTAL 20671,706.05 % Admin. Exp. Allocated to Source .33 % Source Allocated to SKCRWA = 15/137 = .109 .109 Admin. Exp. Allocated to SKCRWA 96,101.27 PL#5 Above Federal Way 60" 30832' 54" 80068' 48" 2700' Excavation L ExVol Excavation 60" 30832 3.83 118,087 54" 80068 3.38 270,630 48" 2700 2.96 7,992 396,709 Cu. Yds. Sand 60" 30832 1.74 53,648 54" 80068 1.52 121,703 48" 2700 1.32 3564 178:915 Cu. Yds. Spoil 60" 30832 1.37 42,240 54" 80068 1.27 101,686 48" 2700 1.18 31186 147,112 Cu. Yds. -IA- Excavation & Backfill 396709 (2.5) _ $991,773 Sand Bedding 178915 (5) = 894,575 Disposal of Excess Excavation 147,112 (1) = 147,112 Clear & Grub 40 Acres ® $2000/acre = 80,000 Install Pipe 60" 30832 (40) = $1,233,280 54" 80068 (36) = 2,882,448 48" 2700 (33) = 89 100 4,204,828 Field Weld & Coat Joints (60' lengths + 10%) 60" 565 (650) = $ 367,250 54" 1468 (600) = 880,800 48" 50 (550) = 27 500 1,275,550 Chambers (1EA/10001 ) 114 (2000) = $ 228,000 River & Stream Crossings 750,000 Restoration Work 2,000,000 Sub Total $10,5710838 _2A_ Steel Pipe 60"xl/4" (83.15+6.25) 30832 = $2,756,381 54"xl/4" (76.76+3.13) 17668 = 1,411,497 541lx5/16" (85.86+3.13) 26000 = 2,313,740 54110/8" (97.03+3.13) 16000 = 11602,560 54"x7/16" (108.78+3.13) 6300 = 705,033 541lx9/16" (133.06+3.13) 15100 = 2,056,469 48"xl/4" (64.53+2.12) 2700 = 179,955 11,025,635 Fitting ® 5% 551,282 11,576,917 Overhead & Profit 15% 1 736 538 3,313,455 From Sheet 2A 10 571 838 23:885:293 10% Contingencies 2,388,529 Total PL#5 Above Federal Way $26,273,822 _3A_ DETERMINATION O&M COSTS FOR THE GREEN RIVER SUPPLY ATTRIBUTABLE TO RWA Alloc. Use 5 Yr. Est. SKRWA Acct. # Description Factor Factor Ad . Avg. Charge OPERATION SOURCE OF SUPPLY 600.1 Green River Watershed** 1.0 .109 37,776.71 4,117.66 600.2 Green River Headworks 1.0 .109 77,098.71 81403.76 601.1 Green River Watershed 1.0 .109 197,076.70 21,481.36 601.2 Green River Headworks 1.0 .109 31,633.95 3,448.10 603.1 Green River Watershed 1.0 .109 1,274.17 138.88 603.2 Green River Headworks 1.0 .109 50483.16 597.66 WATER TREATMENT EXPENSE 640.1 Green River Gravity System 1.0 .109 26,703.65 29910.70 640.4 Laboratory 1.0 .109 1,806.30 196.89 641.11 G.R.G.S. Chlorine 1.0 .109 33,715.38 3,674.98 641.31 G.R.G.S. Copper Sulfate 1.0 .109 612.85 66.80 641.41 G.R.G.S. Other Chemicals 1.0 .109 287.81 31.37 642.1 G.R.G.S. Labor & Expense 1.0 .109 570212.17 61236.13 642.4 Lab Labor & Expense 1.0 .109 19,144.74 21086.78 TRANSMISSION & STORAGE *660.1 Supervision & Engineering (PL#1) .50 .23 63,249.21 71273.66 *662.1 Pipeline #1 & #2 Expense .50 .23 48,573.83 5,585.99 1 *662.4 Corrosion Control (PL#1) .25 .23 24,101.64 1,385.84 *665.1,2,3, Misc. Expense .25 .23 10,427.47 599.58 * Surrogate accounts used in lieu of P.5 data for estimating purposes. ** It should also be noted that not all Watershed costs will be applicable to this agreement. There will be no charges to the RWA for any costs which will be capitalized and which deal with acquisition of land or original construction of roadways. No expenses dealing directly with timber management or with other resources such as sand and gravel or with revenue derived therefrom will be considered. It is the intention to charge the RWA for their share of all other Watershed O&M costs or capital costs. 1 Will be reduced by pre-engineering and design for PL#5. 0&M for Green River Source (Continued) Alloc. Use 5 Yr. Est SKRWA Acct. # Description Factor Factor AN. Avg. Charge MAINTENANCE SOURCE OF SUPPLY 610.1 Watershed Supv. & Eng. 1.0 .109 290.13 31.62 610.2 Headworks Supv. & Eng. 1.0 .109 365.25 39.81 611.1 Watershed Structures, Improv. 1.0 .109 61178.15 673.42 611.2 Headworks Structures, Improv. 1.0 .109 286.78 31.26 612. Collecting, Impounding Res. 1.0 .109 - - 613. River Intake 1.0 .109 274.51 29.92 617. Misc. Water Supply Plant 1.0 .109 191.89 20.92 WATER TREATMENT EXPENSE 650.1 Super v s on & Engineering .50 .109 236.50 12.89 651.11,13,14 Structures & Improvements 1.00 .109 6,610.77 720.57 652.11,13 1.00 .109 12,121.41 11321.23 TRANSMISSION & STORAGE 670.1 Super v s on & Engineering .50 .109 8,316.71 453.26 671.11 Headworks Structures 1.00 .109 5,740.85 625.75 671.121 PL#1 R/W 1.00 .231 23,178.45 5,354.22 672.3 Spillways & Equipment 1.00 .109 116.63 12.71 673.11,15 All Transmission Mains 1.00 .109 20,750.60 2,261.62 678. All Miscellaneous .30 .109 31,687.59 1,036.18 0&M for Green River Source (Continued) Alloc. Use 5 Yr. Est. SKRWA Acct. ¥ Description Factor Factor Ad . Avg. Charge WELLS OPERATION SOURCE OF SUPPLY 600.3 Supervision & Engineering .50 .21 20,460.13 2,148.31 603.3 All Misc. Expense .50 .21 36,688.89 3,852.33 601.36 N.F. Wells 1.00 .21 71,146.94 14,940.86 ** WATER TREATMENT 640.2 Supery s on & Engineering - Wells 1.0 .109 3,997.12 435.69 641.12 Chlorine 1.0 .109 2,574.15 280.58 642.2 Labor & Expense 1.0 .109 2,511.46 273.75 TRANSMISSION & STORAGE 660.2 upery s on & Engineering .05 .109 71410.66 40.39 MAINTENANCE SOURCE OF SUPPLY 610.3 Supery lion & Engineering .30 .109 9,578.92 313.23 611.46 N. F. Wells - Structures 1.00 .109 61729.88 740.29 614.4 N. F. Wells - Maintenance 1.00 .109 3,914.08 430.55 932.24 Headworks Microwave 1.00 .109 11,800.86 11298.09 698.3 Telemetering & Comm. .10 .109 31,854.25 350.40 ** WATER TREATMENT 652.3031305,307,308,309,311 Wells TRANSMISSION & STORAGE 670.2 Supervision & Enginering .05 .109 31487.53 19.01 671.2 Wells & Springs 1.00 .109 1,275.06 138.98 673.21 Steel & Concrete Mains 1.00 .109 981.31 106.96 TOTAL 0 & M 106,231.15 ** Applicable if Tacoma provides firming capacity during low flow periods. • N0Igr, mAT '-i U\ ' 4 OM OD \O OD \OQn Zr rl O.i M N ON O n ON 1-1 .Y M O u\ 0 O\ -1 1-4 0 u\ u\.--1 0p .Y \0 N O0 \O .Y u\ b M O n d n M u\•4 ItM u\. 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