002-03 - Annapolis Water District - ContractCity of Port Orchard
216 Prospect Street
Port Orchard, WA 98366
�00308220268
PORT ORCHARD CITY OF RGMT $2 3.% @8122Kitsa2993 Co,W 12:51P
A
INTERLOCAL AGREEMENT
Between the
City of Port Orchard and Annapolis Water District
For the
Bethel Emergency Intertie
This AGREEMENT is made and entered into this 1f day of 1}u6 z--s f , 2003 by and
between the ANNAPOLIS WATER DISTRICT, a municipal corporation, hereinafter referred to
as Annapolis, and the CITY OF PORT ORCHARD, hereinafter referred to as Port Orchard.
FACTUAL BACKGROUND: _
1. Location — The City of Port Orchard has constructed a 1-million gallon reservoir and is
within 300 feet of the Annapolis water system in Bethel Road.
2. Reliability and Efficiency of Service — Port Orchard and Annapolis desire to provide the
highest reliability of service to their customers at reasonable cost. The water purveyors
recognize that water distribution systems are subject to emergencies that could unexpectedly
curtail delivery of water to the system. The water purveyors agree that an emergency supply
of water minimizes the risk of system failure and provides essential redundancy to the supply
of water. By connecting the City and Annapolis systems for emergency response, the
following will be achieved:
• Improve overall system reliability,
• Enhance the manageability of the systems,
• Provide opportunities for conjunctive use of water supplies,
• Result in cost efficiencies for both systems.
3. Construction of an Emergency Intertie — Currently, the City and Annapolis water systems are
not connected. Any need for an emergency connection would require modification to a
proposed intertie that has never been activated. By connecting the two systems with the
required valves and meters, the response time for any emergency connection would be
reduced from days to minutes.
4. Legislation — RCWs 39.34 and 35.92.200 empower Annapolis and Port Orchard to enter- into
a cooperative AGREEMENT.
IT IS AGREED:
1. Cooperative Water System Development Plan: Port Orchard and Annapolis agree to
cooperate in the design, installation, operation and management of the Bethel Emergency
Intertie.
2. Construction Cost: Port Orchard shall be responsible for the permitting, construction, and
associated costs for construction of the water connection between the two systems.
3. Operational Cost: Port Orchard shall be responsible for the infrastructure used to construct
the Bethel Emergency intertie, except for the water meter which shall be supplied and paid
for by Annapolis. Annapolis shall be responsible for the maintenance and replacement, if ever
necessary, of the water meter.
4. Service Area: Nothing in this AGREEMENT is to be construed as changing or altering the
water service area boundaries of Port Orchard and Annapolis that exist as of the date of this
AGREEMENT.
5. Water Supply: The water purveyor requiring the water shall contact the other purveyor and
obtain its consent prior to activating the Bethel Intertie. Except for emergency needs, the
receiving water purveyor shall request the water at least one business day prior to using it.
Consent from the supplying water purveyor shall be verbal, timely, and not denied unless
there is a reason as identified in this Agreement, or other good faith substantially based
reason, to deny the request. The contact individuals for purposes of this section shall be as
identified in section 8. hereof.
6. Water Quality: Both Port Orchard and Annapolis treat their respective water supplies with
chlorine and fluoride. Both parties shall continue to operate their water systems in accordance
with Washington State Department of Health water quality requirements. Neither water
purveyor shall supply water to the other party without first advising the receiving party of any
known discrepancy in water quality standards.
7. Compensation: For purposes of this agreement, the cost of Annapolis water shall be the
"commercial flat rate" (cost per hundred cubic feet), as defined in the Annapolis rate
structure, and as may be amended from time to time in the future. The cost of Port Orchard
water shall be the same as the "commercial flat rate" as would have been charged by
Annapolis to Port Orchard. Payment for supplied water shall be made monthly or bi-monthly
by the receiving utility, upon receipt of an invoice from the supplying utility.
Compensation is limited to the purchase of water used, and shall not include standby charges,
general facility fees, connection fees, or similar costs.
The AGREEMENT is based on the Annapolis current rate structure, as of the date of this
AGREEMENT. It is acknowledged that changes to this rate structure may occur during the
life of this AGREEMENT.
During drought conditions or other supply shortages suffered by one purveyor for any reason,
it is agreed the purveyor that is receiving the water will comply with similar restrictions and
conservation measures required or requested by the water supplier. PROVIDED,
HOWEVER, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN,
if the s upply o f w ater from one p arty t o the o ther would jeopardize the supplying p arty's
ability to meet the historically normal water needs of its district or city customers as the case
may be, for that time of year, then the party to whom the request for water is made may deny
or curtail the request for water as appropriate so that its ability to supply a normal flow of
water to its customers for that time of year will not be curtailed.
8. Notices: Except as expressly provided elsewhere in this AGREEMENT, all notices and
other written communications required by this Agreement shall be in writing and shall be
deemed to have been given at the time of delivery, if personally delivered, or at the time of
mailing if mailed by first class, postage pre -paid and addressed to the party at its address as
stated below, or at such address as any party may designate at any time in writing.
II IIII II I IIII IIII III III II III ByPORAB5 P B! ]0 8
PoAi OR[MiL Lliv S AGni 43.bb Kitsap Co, uP
General Manager
Annapolis Water District
2924 SE Lund Avenue
Port Orchard, WA 98366
Phone: (360) 876-2545
Cell: (360)-731-4839
City Engineer
City of Port Orchard
216 Prospect Street
Port Orchard, WA 98366
Phone: (360) 876-4991
Cell: (360) 731-1931
Alternate Contact persons if the General Manager for Annapolis or City Engineer for the City
is/are not available:
For Annapolis: Name/Title: Joe Redfern, Maintenance Foreman
Phone: (360) 876-2545 Cell: (360) 731-5597
For City: Name/Title: Jay Cookson, Public Works Foreman
Phone: (360) 876-2722
9. Duration and Termination: The term of this Agreement shall be for five (5) years
beginning on the effective date, and shall be automatically renewed for successive
twelve (12) month periods; provided, however, either party may terminate the
Agreement after the first five (5) years by first notifying the other party at least sixty
(60) days prior to the termination date stated in the notice, which termination date
shall fall on the last day of the month stated in the termination notice.
This AGREEMENT may also be terminated by operation of law, if the terms hereof
are ever deemed illegal by any local, state, or federal laws or regulations.
10. Severabi1ity: It is the intent of the parties that if any provision of this contract or its
application i s held by a court of competent i urisdiction t o be illegal, invalid, o r void, t he
validity of the remaining provisions of this contract or it application to other entities, or
circumstances shall not be affected. The remaining provisions shall continue in full force and
effect. The rights and obligations of the parties shall be construed and enforced as if the
contract did not contain the particular invalid provision. However, if the invalid provision or
its application are found by a court of competent jurisdiction to be substantive and to render
performance of the remaining provisions unworkable and non -feasible, it is found to seriously
affect the consideration and/or is inseparably connected to the remainder of the contract, the
entire contract shall be null and void.
11. Modification: This AGREEMENT represents the entire AGREEMENT between the parties.
No change, termination, or attempted waiver of any of the provisions of this AGREEMENT
shall be binding on either of the parties unless executed in writing by authorized
representatives of each of the parties. This AGREEMENT shall not be modified,
supplemented, or otherwise affected by the course of dealings between the parties.
12. Benefits: 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.
The rights granted by this AGREEMENT may not be assigned without the written consent of
the Board of Commissioners of the Annapolis Water District and the Mayor of the City of
Port Orchard.
III IIIIIII IIIII III III III IIIII IIIPage: 3 of 5
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13. Arbitration: Disputes under this AGREEMENT shall be settled through binding arbitration
and the parties agree and stipulate pursuant to MAR 8.1 that the Mandatory Arbitration Rules
for Superior Court shall apply, except Section VIII, Trial De Navo.
14. Consent: Whenever it is provided in this contract that the prior written consent or approval
of either party is required as a condition precedent to any actions, the requested consent or
approval shall not be unreasonably withheld. This provision does not apply to requests for
amendments of this contract.
15. Emergency Situations: The water purveyor shall have the right to terminate the supply of
water to the receiving water purveyor if there is a valid emergency or bona fide set of
conditions that adversely affects the water supplier's reasonable ability to serve both its
customers and the receiving purveyor. The termination period shall last as long as the
emergency or bona fide set of conditions are in effect.
16. No Joint Venture —Individual Liability: This is not an agreement of joint venture or
partnership. No provision of this contract shall be construed so as to make either party
individually or collectively a partner or joint venture with the other party. Neither party is an
agent of the other. Neither party shall be liable for the acts of the other in any representative
capacity whatsoever.
17. Water Rights: This AGREEMENT does not transfer water rights from one water purveyor
to the other.
18. Complete AGREEMENT: This contract represents the entire AGREEMENT between the
parties hereto concerning the subject matter hereof. This contract may not be amended
except as provided herein.
19. Venue, Jurisdiction, and Specific Performance: In the event of litigation between the
parties, venue and jurisdiction shall lie with the Kitsap County Superior Court of the State of
Washington. Once litigation has commenced, the provisions of section 13. hereof shall
apply. The parties shall be entitled to specific performance of the terms hereof. In any action
brought to enforce any provision of this Agreement, the prevailing party (the party who
substantially prevails) shall be entitled to recover from the losing party all of its reasonable
costs and attorney fees incurred in the suit.
20. Default: In the event of default of any provision of the contract, the non -defaulting party
shall send written notice to the other party setting forth the nature of the default. If the
default is for a monetary payment due hereunder, the defaulting party shall have thirty (30)
days to cure the default. In the event of other defaults, the defaulting party shall use its best
efforts to cure the default within ninety (90) days. If such a default cannot be reasonably
cured within such ninety (90) day period, the defaulting party shall, upon written request
prior to the expiration of the ninety (90) day period, be granted an additional sixty (60) days
to cure the default.
21. Force Majeure: The time periods for either parry's performance under any provisions of
this contract shall be extended for a reasonable period of time when either parry's
performance is prevented, in good faith, due to fire, flood, earthquake, lockouts, strikes,
embargoes, acts of God, war, and civil disobedience. If this provision is invoked, the
invoking party agrees to immediately take all reasonable steps to alleviate, cure, minimize or
avoid the cause preventing such performance nt it-, cnle exnencP.
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22. Successors: This contract shall inure to the benefit of and be binding upon the parties and
their successors and assigns.
23. Filing with County Auditor. Inter -local agreements such as this one must be filed with the
County Auditor. The parties shall therefore execute this Agreement in triplicate, and
thereafter each party shall retain an original hereof and the City shall insure the third original
is filed in a timely manner with.the County Auditor.
24. Agreement Approval. The City approved the terms of this AGREEMENT at its regularly
scheduled City Council meeting held on the ZL/ day of =�fr , 2003. Annapolis
approved the terms of this AGREEMENT at is regularly scheduled Board of Commissioners
Meeting held on the 2 L day of J C , 2003. The effective date of this
AGREEMENT shall be deemed the latter of the two dates stated in this section 24.
IN WITNESS WHEREOF the parties hereto execute this AGREEMENT on this day of
12003.
ANNAPOLIS WATER DISTRICT
BY:
Commissioner
ommissloneT
i
ommissioner
ATTEST:
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Cle k
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FORT ORCHARD CITY OF AGMT s23.60 Kitsap Co: WA