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HomeMy WebLinkAbout961Follows: RESOLUTION NO. (b( A RESOLUTION of the City Council of the City of Kent, washington, approving the Regional Water Association of South King County Agreement for Inter-Governmental Cooperation concerning water resources. BE IT RESOLVED by the City of Kent, King County as 1. The attached Agreement titled "Water Association of South King County Agreement for Inter-Govern- mental Cooperation" dated as of April 1, 1982 is hereby approved in its entirety. 2. The City of Kent is also authorized to become a member of the Regional Water Association of South King County, a Washington nonprofit corporation and the Director of Public Works shall be its authorized representative. 3. The attached Articles of Incorporation of said nonprofit corporation, are hereby approved. 4. The City of Kent is authorized to pay to said nonprofit corporation, the City's proportionate share of the cost of the Regional Water Resources Study entitled "Scope of service, Feasibility Study -Phase I" attached hereto. (In accordance with paragraph 5 of the attached Agreement.) funds for the City's share shall come out of the unencumbered balance of the water fund. 5. The Mayor of the City of Kent is hereby authorized and directed to execute the attached Agreement, on behalf of the City of Kent. 6. The Director of Public Works of the City of Kent is hereby authorized and directed to execute the attached articles of incorporation on behalf of the City of Kent. 7. It is understood that, the City of Kent is not obligated to any expenditures beyond its proportionate share of the above study, without further approval by the Kent City Council. PASSED at a this >:i: ATTEST: ~-1'~~ MARIE JE~Y CLERK APPROVED AS TO FORM: HEAVEY, I hereby certify that this is a true copy of Resolution No. 9 (;( , passed by the City Council of the City of Kent, Washington, the ~-day of April, 1982. ~-~ (SEAL) MARIE J~Y CLERK 1518-51A Ms. Karen Siegel LAW OFFICES OF WATSON & LONGLEY A PROFESSIONAL SERVICES CORPORATION 1510 IBM BUILDING SE.~'r'l'LE, WASHINGTON 98101 (206) 447-1900 May 2, 1983 CITY OF KENT Engineering Department 220 So. Fourth Avenue Kent, Washington 98032 Re: Regional Water Association Dear Ms. Siegel: Enclosed are copies of the following documents: Certificate of Incorporation Articles of Incorporation r.~ ~ v 4 1986 Agreement for Intergovernmental Cooperation As custodian of the corporate records of the Regional Water Association of South King County, I hereby certify that the enclosed are true and correct copies in the corporate minute at my office. 2-320646-9 DOMESTIC FILE NUMBER ------------------------------------------------------------~~--------------------\ STATE OF \VASHINGTOI~ DEPARTMENT OF STATE ---------------------------- I, RALPH MUNRO, Secretary of State of thf ~;t<dc '" \\1 ~c)di'Jh.:, c.r.,J c_u,o;'C.!lliC!Il of ib seal, l1ereby certify that ARTICLES OF INCORPORATION REGIONAL WATER ASSOCIATION OF SOUTH KING COUNTY of _____________ _ a domestic corporation of~----~------·--F'_~d_era_l_WCiY •~---Washington, --------------------------------·------------~~- was filed for record in this office 011 !Lis date, a1:d 1 fu: thu ,.,:;:til}' 1ha! sud, Ar iicles remc::n on filt. in this office. SSF-57-A(ll-70) -111- In witness whereof I have signed and have af- fixed the setil of the State of Washington to this certiticate at Olympia, the State Capitol, ____ _.Apr il_2_0_19 8 2 RALPH MUNRO SECRETARY OF STATE ARTICLES OF INCORPORATION OF THE REGIONAL WATER ASSOCIATION OF SOUTH KING COUNTY F I L E D APR 2 2 1982 SECRETARY OF STATE sTATE or · f"U!I\!r.:T""" THE UNDERSIGNED, acting as incorporators of a nonprofit cor- poration to be formed under and pursuant to Chapter 24.03 of the Revised Code of Washington, do hereby adopt the following Articles of Incorporation for such corporation: I. NAME~ The name of the corporation is REGIONAL WATER ASSOCIATION OF SOUTH KING COUNTY. II. DURATION: The period of duration of the corporation is perpetual. III. PURPOSE: This corporation is formed to carry out the objectives set forth in an Agreement for inter-governmental cooperation dated April 1, 1982, between the City of Kent, and King County Water Districts No. 75, 105, 111 and 124 as in ef feet now or amended in the future. Formation of a non- profit corporation is specifically authorized by Section 39.34.030{3)(b) of the Inter-Local Governmental Cooperation Act of the State of Washington. Subject to the specific governmental grants of authority set forth now or hereafter in said Agreement, the purposes of this corporation shall include, but not be limited to the following cooperative efforts by the parties to said agreement: Conduct a study of water sources available in South King County; Inter-tie of the water supply systems of the parties to said Agreement for both water supply and emergency purposes; Devel- opment of future ground and surface water sources; And to provide short and/or long range financing of any of the objec- tives now or in the future set forth in said Agreement. Pur- suant to said Agreement, this corporation shall have authority to issue bonds and other forms of indebtedness in its own name and guaranteed by the parties to said Agreement. IV. REGISTERED AGENT AND OFFICE: The initial registered agent of the corporation shall be John T. Sawyer, and the initial registered office of the corporation shall be 31627-lst Avenue South, Federal Way, Washington. v. DIRECTORS: The number of Directors of the corporation shall be not less than three (3) nor more than twenty-five (25), as shall be fixed, from time to time, in the Bylaws of the corporation. Initially, the Board of Directors shall consist of the following five persons whose addresses are set forth after their names: Richard L. Bishop -1- 30033 188th Avenue S.E. Kent, Washington 98031 ( \ Gary G. Cline John T. Sawyer Don E. Wickstrom 13335 s.w. 248th Place Kent, WA 98031 31627 1st Avenue South Federal Way, WA 98003 220 South 4th Kent, WA 98031 No person may serve as a Director and/or Officer of this corporation unless he or she is an elected official or the other designee of a member governmental entity. VI. INCORPORATORS~ The above named persons are also the incorporators of this coporation, acting on behalf of the following governmental bodies. Richard L. Bishop Gary G. Cline John T. Sawyer Don E. Wickstrom King County Water District No. 105 King County Water District No. 111 King County Water District No. 124 City of Kent VI I. DISTRIBUTIONS IN DISSOLUTION. In the event of par- t ial or complete termination of this agreement, all obliga- tions incurred to that date shall be paid in full. Any remaining monies hald by the Regional Association shall be distributed to the parties hereto in the proporation that said monies were contributed. Any property or other assets owned or held by the Regional Association shall be disposed of on the best prices immediately available to the Board of Directors of said Regional Association, and the proceeds shall be distributed to the parties hereto in the same manner as other money. Provided, however, that if any assets or property desired by any of the parties hereto, shall have the first option to purchase the same. In any event, the Board of Directors shall have no liability whatsoever in respect to any sale price, so long as it acted in good faith. -2- ( ( REGIONAL WATER ASSOCIATION OF SOUTH KING AGREEMENT FOR INTERGOVERNMENTAL COOPERATION CONCERNING WATER RESOURCES APR 1 4 198? April 1, 1982 RECITALS: 1. WHEREAS chapter 39.34 of the Revised Code of Washington permits governmental bodies to enter into agreements for joint or cooperative action, and to thereby make the most efficient use of their powers by cooperating to provide services and facilities which accord best with geographic, economic, population and other factors influencing their needs and development; and 2. WHEREAS, said statutes provide that any power, privilege or authority held by any one governmental body may be exercised jointly with any other governmental body having the same powers, privilege or authority; and 3. WHEREAS the governmental bodies who are signatory to this agreement believe that regional planning for water sources and transmission, and sharing the cost thereof are in their best interest, and in the best interest of their citizens; now, therefore AGREEMENTS: IT IS AGREED by and between the governmental bodies ("the Parties") signatory hereto, as follows: 1. Immediate Purpose. The initial and immediate purpose of th1s agreement 1s to allow the the parties to jointly survey and inventory existing ground and surface water sources available in their service regions. This study is more particularly described in the "Scope of Services, Feasibility Study -Phase I" attached hereto. -1- SCW/jl/2 3/3/82 ( 2. Long Range Purposes. The parties are not committed to any joint or cooperative action other then the above short range purpose. Any legal commitment beyond the short range purpose, will require an amendment hereto, and separate agreement by the parties. However, the parties recognize that at the present time some of them face immediate water source problems and that, in the long run, growth in their respective areas will not stop. Their present water sources face serious long range problems. Additional sources must ,be develop- ed, and a means must be found to inter-tie these water supply systems, in order to transmit present and future water supplies to each of the parties. The parties must also explore joining with other governmental bodies and/or water suppliers to develop new water sources. Also, the parties must explore and develop a method of financing the development of new water sources. 3. Duration. This agreement shall extend for so long as is necessary to accomplish and complete the above short range purpose and thereafter any future purposes which the parties shall agree to. 4. Organization. The parties shall form a nonprofit corpora- tlon to conduct and accomplish the purposes of this agreement. Said corporation shall be formed under Chapter 24.03 of the Revised Code of Washington, and the membership shall be limited solely to the present and/or any future parties hereto. Said corporation shall be named the "Regional Water Association of South King County" (the "Regional Association"). The Board of Directors of the "Regional Association" shall consist of one representative from each of the parties hereto. Other terms and conditions of the organ- ization of the Regional Association shall be as set forth in its Articles of Incorporation attached hereto. 5. Delegation of Authority. Initially, the parties hereto delegate to the above Regional Association the authority to contract for and accomplish the study set forth in paragraph 1 of this agreement. The cost of said study has been established as $55,000.00 including the engineer- ing, legal and financial services described in the attach- ed "Scope of Services". The cost of said study shall be borne by the parties in proportion to each of their 1981 Peak Water Consumptions (in cubic feet), but not less then $8,000.00 nor more then $16,000.00 shall be paid by any one of the parties unless additional parties shall join in this agreement ( and/or agree, to bear a share of said cose. In the event SCW/j1/2 -2-3/3/82 ( ( that additional parties join in said study, then the fore- going minimum and maximum contributions shall be adjusted, accordingly. If, in the future, any additional governmental bodies shall become parties to this agreement, then they shall, as a condition to joining, be required to pay a proportionate share of any monies theretofor expended by the parties hereto on any short range or long range purposes, plus an amount equal to the Seattle Area Consumer Price Index (all items) increase since the date of this agreement. · Each of the parties shall pay its share of the cost of the study in a lump sum by April 10, 1982; or will divide its share of the cost by five and pay the same to the Regional Association in equal monthly installments, before the lOth day of each month, commencing with the month of April, 1982. 6. Budget. For the present time, the above study cost and the above method of payment of the same shall constitute the budget for the Regional Association. Before any future purposes are agreed to, the parties shall establish a budget for the same. 7. Audit. The Water Association shall, pursuant to RCW 39.34.030(3){b), be subject to state audit in the manner provided by law for the auditing of public funds. 8. Termination. In the event of partial or complete termina- t1on of th1s agreement, all obligations incurred to that date shall be paid in full. Any remaining monies held by the Regional Association shall be distributed to the parties hereto in the proporation that said monies were contributed. Any property or other assets owned or held by the Regional Association shall be disposed of on the best prices immediately available to the Board of Directors of said Regional Association, and the proceeds shall be dis- tributed to the parties hereto in the same manner as other money. Provided, however, that if any assets or property desired by any of the parties hereto, shall have the first option to purchase the same. In any event, the Board of Directors shall have no liability whatsoever in respect to any sale price, so long as it acted in good faith. 9. Effective Date/Filing. This agreement shall be effective as of the above date provided that copies of it shall have been filed with the Kent City Clerk, King County Comptroller and the Secretary of State of the State of Washington, pursuant to RCW 39.34.040. A copy shall also be furnished to the State Auditors Office. -3- SCW/jl/2 3/3/82 ( At the present time, this agreement does not cover any matters set forth in RCW 39.34.120, and therefore copies of the same need not be filed with the 'State of Washington's Office of Community Affairs. However, in the event that this agreement shall be amended in the future to include any matters related to land use planning, air or water pollution, zoning, building or housing codes, or any other matter then included in said statute, a copy of this agreement shall be filed with said Office at such time in advance of its effective date as shall then be provided by statute. • 10. Additional Parties. The term "parties" or "parties hereto" shall, at any time, mean all of the initial parties hereto and any parties who shall become signatory hereafter, except as any party shall have withdrawn from this agreement. 11. Withdrawal. Any party may withdraw from this agreement at any time. A withdrawing party shall, however, remain liable for its propor- tionate share of any financial or other commitment(s) made by the Regional Association, pursuant to this agreement, prior to such withdrawal. 12. Amendment. This agreement may be amended at any time by the written consent of all of the parties hereto. DATED as of the date set forth above. City q' Kent Water District 105, King County BYM/kf?' BY~4 lfs Pies Iel1t Water District 111, King County r--...,, ·,, b~·' .ts· . ~'later King County SCW/jl/2 -4-3/J./82 . . . ( ( SCOPE OF SERVICES FEASIBILITY STUDY -PHASE I REGIONAL WATER ASSOCIATION OF SOUTH KING COUNTY 1. Coordinate the work with the Association officials. 2. Survey agencies to determine: Existing Sources -description, location and capacity Number of Services -size and type Annual Use in 1981 Peak and minimum daily demand each of last 3 years. 3. Examine published reports to estimate potential capacity of existing and potential sources. 4. Inventory existing water rights at Department of Ecology. 5. Prepare map showing location of water suppliers and pressure zones. 6. Identify possible interties for emergency supply and/or transport of water between suppliers. 7. Identify and summarize_needs for next 10 and 50 years utilizing compre- hensive plans from suppliers. 8. Develop and analyze water supply alternatives (Seattle and Tacoma included) for medium-range supply considering the following factors: 9. 10. o System requirements o Environmental concerns o Cost estimate and unit cost of water o Cost effectiveness of alternatives Determine priority and comparison of alternatives so selection of recommended alternative can be made. Provide coordination of geotechnical, legal and financial services subconsultants. o Geotechnical subcontract to include analysis of existing information regarding soils and subsurface investigations to assist in selection of recommended alternative. •• ·~ l ( (_ ( o Legal Subcontract to Include: a) Recommendation for permanent organizational structure b) Preparation of resolutions and ordinances c) Review of permit process o Financial subcontract to include: a) Financial feasibility b) Identify financing alternatives 11. Prepare report summarizing findings, provide the Association members with 5 copies each of the completed report and submit copies to State and local regulatory agencies. ( " VIII. BYLAWS AND INTEffi~AL REGULATION: The power to adopt and amend Bylaws for the corporation, shall be vested exclusively in the Board of Directors. XI. COMMITTEES: The Board of Directors, by resolution adopted by a majority of the Directors, may designate and appoint an Executive and/or other committees, each of which shall consist of two or more Directors, and which Committees, to the extent provided in the Resolution, or in the Bylaws of the corporation, shall have and exercise the authority of the Board of Directors in the management of the corporation, within any limitations provided by law. X. IV.LEMBERSHIP: Membership in tnis corporation is limited to those qovernmental bodies who have signed and are participants in the Inter-Govern- mental Cooperation Agreement referred to in Section III herein above. Each such governmental body shall be entitled to cast a single vote in the election of Directors and on other matters coming before the membership. No member shall be entitled to cumulatively vote in the election of Directors. The manner of casting said votes, including in person, by proxy or mail, and other matters related to membership, shall be as established, from time to time, in the Bylaws of the Corporation. DATED as of the lOth day of March, 1982. "-----. .....__~-... ---·--., ·....___ STATE OF WASHINGTON ss. COUNTY OF KING I, S+e~L.e 11... ~ , t.O&.--ho vt , ~notary public do hereby state th t on thlS 12th.. day of ih!flS!t;-1982, personally appeared before me Richard L. B1shop, , Gary G. Cline, John M. Sawyer and Donald Hickstrom who, being by me first duly sworn, declared that they are the Incorporators of the Regional Water Association of South King County, that they signed the foregoing document as the free and voluntary act of the ation and that the statements the in contained are tr at -3- SC\'1/j 1/2 3/11/82