HomeMy WebLinkAboutRes 2025-06-1788 Wholesale Wastewater Contract with Van AlstyneCITY OF ANNA, TEXAS
RESOLUTION NO. Qo,� 5- o6 - 1 158
A RESOLUTION OF THE CITY OF ANNA, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A WHOLESALE WASTEWATER CONTRACT BETWEEN
THE CITY OF ANNA AND THE CITY OF VAN ALSTYNE FOR WASTEWATER
TREATMENT AND TRANSPORT, WITH AN EFFECTIVE DATE.
WHEREAS, the City of Anna and the City of Van Alstyne are both experiencing record
growth, including residential and commercial development; and,
WHEREAS, providing sanitary sewer collection, transport, and treatment infrastructure is
essential to the continued growth of both communities, and;
WHEREAS, the City of Anna is seeking to provide a regional wastewater treatment
solution for the benefit of the cities of Anna, Van Alstyne, Weston, and surrounding areas,
and;
WHEREAS, the City of Anna received a permit from the Texas Commission on
Environmental Quality, Permit #WQ0016043001, on or about May 23, 2023, and;
WHEREAS, the City of Anna, Texas is currently constructing the Hurricane Creek
Regional Wastewater Treatment Facility located in the southwest portion of the
community, and;
WHEREAS, the City of Anna and City of Van Alstyne are jointly working to design and
construct the necessary trunk sewer mains and infrastructure required to transport
wastewater from the City of Van Alstyne to the City of Anna, and;
WHEREAS, it is in the best interest of both cities to enter into a contract for the wholesale
treatment of wastewater, which defines the responsibilities and costs for such treatment,
and;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS, THAT:
Section 1. Recitals Incorporated
The recitals above are incorporated herein as if set forth in full for all purposes.
Section 2. Authorization of Wholesale Wastewater Contract.
The City Council of the City of Anna, Texas, authorizes the City Manager to execute the
attached Wholesale Wastewater Contract.
PASSED AND APPROVED by the City Council of the City of Anna, Texas on this,:) �7y�
day of June, 2025.
ATTEST:
Y�APPR0VED:
HECITYQF
City Secretary, Carrie Land 7EAA.
yor, Pete Cain
Exhibit A
(following Page)
CITY OF VAN ALSTYNE RESOLUTION NO. 06-2025-02
A RESOLUTION OF THE CITY OF VAN ALSTYNE, GRAYSON COUNTY, TEXAS,
APPROVING AN INTERLOCAL AGREEMENT ("ILA") WHOLESALE WASTEWATER
CONTRACT BETWEEN THE CITY OF ANNA AND THE CITY OF VAN ALSTYNE FOR
THE PROVISION OF WASTEWATER TREATMENT SERVICES AT THE CITY OF ANNA
WASTEWATER TREATMENT FACILITY, INCLUDING CONNECTION, FUTURE
CAPACITY, PERMITTING AND DISCHARGE TERMS AND DIRECTING THE CITY
MANAGER TO SIGN ALL REQUIRED DOCUMENTS.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VAN ALSTYNE,
TEXAS:
SECTION 1. APPROVAL. The City Council of the City of Van Alstyne hereby approves the ILA
Wholesale Wastewater Contract between the City of Anna and the City of Van Alstyne, attached as
Exhibit A, and directs the City Manager to sign said documents.
SECTION 2. EFFECTIVE DATE. This resolution shall become effective from and after its adoption.
DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF VAN ALSTYNE, TEXAS
ON THIS 8TH DAY OF APRIL 2025.
1 `, I1111f1111, I,11f
APPROVED: , T%ATTEST: J f
Jim Atchison, Mayor 3v s��,Eoffer, City Secretary
RES 06-2025-02 CITY OF ANNA WASTEWATER ILA 06.10.2025 1 of 1
WHOLESALE WASTEWATER CONTRACT BETWEEN THE CITY OF ANNA
AND THE CITY OF VAN ALSTYNE
This Wholesale Wastewater Contract Between the City of Anna and the City of Van
Alstyne (this "Contract") is made and entered into on this, the day of
, 2025, (the "Effective Date") by and between the City of Anna, Texas,
a Texas home -rule municipality and political subdivision of the State of Texas ("Anna" or
"City"), and the City of Van Alstyne, Texas, a Texas home -rile municipality and political
subdivision of the State of Texas ("Customer"). The term "Parties," when used in this
Agreement, refers collectively to Anna and Customer.
RFCTTAT.Q
The following recitals are: (1) true and correct; (2) incorporated as part of this
Contract for all purposes; (3) evidence the intent of the Parties in entering into this
Contract; and (4) to be used in interpreting this Contract.
WHEREAS, the Parties are governmental entities authorized to enter into this agreement
under Chapter 791 of the Texas Government Code and other applicable law including
without limitation Chapter 51 of the Texas Local Government Code; and
WHEREAS, the Customer is a retail wastewater provider that serves retail customers in
its service area; and
WHEREAS, the Customer is a municipality located in Grayson County and Collin
County, Texas with nearby rapid growth including sharply increasing demand for retail
wastewater service to serve upcoming residential, commercial, industrial, and institutional
development; and
WHEREAS, in order to provide Wastewater treatment to serve its retail customers,
Customer needs a source of wholesale Wastewater treatment capacity; and
WHEREAS, subject to securing a TCEQ Texas Pollutant Discharge Elimination Permit,
and once the construction of the Anna System is completed, Anna shall have the capability
to provide wholesale Wastewater treatment capacity adequate to serve the area within
Customer's service area.
NOW, THEREFORE, Anna and Customer, in consideration of the terms, covenants and
conditions herein contained, hereby agree as follows.
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AGREEMENT
Article 1. Definitions
When used in this Contract, the following terms, when capitalized, shall be defined as
follows.
1.01 "Act" or "the Act" - the Federal Water Pollution Control Act, also known as the
Clean Water Act ("CWA"), as amended (33 U.S.C. 1251, et seq.).
1.02 "Anna System," "Anna's System," or "System" - Anna's Wastewater Treatement
Plant as said plant may be expanded or connected to other systems over time, which is a
"Publicly Owned Treatment Works" under Section 307 of the Act. For purposes of this
Contract, the Anna System includes all Wastewater treatment plants of Anna as a unified
system.
1.03 "Approved Connection Point(s)" - the point(s) of entry identified in Exhibit "B"
through which Customer is authorized to discharge Wastewater into the Anna System.
1.04 "Basin Map" - the map attached hereto as Exhibit "B", identifying the service area
under this Contract and the Approved Connection Points.
1.05 `Biochemical Oxygen Demand (BOD)" - the quantity of oxygen utilized in the
biochemical oxidation of organic matter under standard laboratory procedure, five (5) days
at 20 degrees centigrade expressed in terms of mass and concentration [milligrams per liter
(mg/1)].
1.06 "Calibration" - verification of primary measuring device and secondary
instrumentation accuracy utilizing then -current standard primary device calibration
procedures and signals recognized as acceptable within the industry or a separate flow
measurement instrument.
1.07 "Customer Annual Amount of Flow" — an annual average amount of Flow not to
exceed the volumes specific in Exhibit D, listed in gallons per day based on 30-day average.
250,000 gallons per day based on 30-day average at the time that Anna's System is a
package plant; 1,000,000 gallons per day when Anna's System transitions from the
package plant to a 2MGD dedicated wastewater facility; 2,000,000 gallons per day when
Anna's System is upgraded to a 4MGD facility; 4,000,000 gallons per day when Anna's
system is upgraded to an 8MGD facility; 8,000,000 gallons per day when Anna's System
has been fully built out. The above quantities will be subject to mutual annual review by
the Parties to account for fixture development patterns, the first review to occur no later
than the fifth (5th) Anniversary of the Effective Date
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1.08 "Customer's Service Area" — the approximately 18,625 acres of land serviced by
the City of Van Alstyne, Texas for wastewater as of the Effective Date. The Parties
recognize that "Customer's Service Area" may expand beyond the area service as of the
Effective Date, and that this area may be defined via a writing and map provided by the
Customer to Anna on an annual basis.
1.09 "Customer System" or "Customer's System" - the Customer's facilities used for
collection or transportation of Wastewater to an Approved Connection Point(s), including
without limitation the Delivery Facilities.
1.10 "Delivery Facilities" or "Delivery Facility" - all facilities necessary for the
transmission of Wastewater to the Anna System that are on the Customer's side of the
Approved Connection Point(s).
1.11 "Director" - the designee appointed or authorized by the Anna City Manager to act
on Anna's behalf.
1.12 "Flow" — the collective total of all Wastewater, Industrial Waste, Inflow,
Infiltration, Liquid Waste, Suspended Solids, and any other matter transmitted from
Customer's System through all Approved Connection Point(s), collectively.
1.13 "Industrial User" - a source of non-standard discharge.
1.14 "Industrial Waste" — non -domestic sewage that may include water -borne solids,
liquids or gaseous substances resulting from industrial, manufacturing or food processing
operations, or from the development of a natural resource, or any mixture of these with
water or domestic sewage.
1.15 "Infiltration" - water that has migrated from the ground into the Wastewater system.
1.16 "Inflow" - water other than sewage that enters a Wastewater system (including
sewer service connections) from sources such as, but not limited to, roof leaders, cellar
drains, yard drains, area drains, drains from springs and swampy areas, manhole covers,
cross connections between storm sewers and sanitary catch basins, cooling towers, storm
waters, surface runoff, street wash waters or drainage. Inflow does not include, and is
distinguished from, Infiltration.
1.17 "Liquid Waste" -the water -borne solids, liquids, and gaseous substances typically
stored temporarily in a container and derived from sources including, but not limited to,
grease traps, septic tanks, chemical toilet waste, and sand trap waste.
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1.18 "Metering and Sampling Facility" or "Metering and Sampling Facilities" - the
meter, meter vault, and all metering and telemetry equipment needed to measure or sample
the Flow from the Customer's System at the Approved Connection Point(s) or other such
locations as the Parties mutually agree upon in writing.
1.19 "Party" or "Parties" - Anna and Customer may also be referred to in the singular as
"Party" and in the plural as "Parties."
1.20 "Pretreatment" - the reduction of the amount of pollutants, the elimination of
pollutants, or the alteration of the nature of pollutant properties in Wastewater prior to or
in lieu of introducing those pollutants into a Publicly Owned Treatment Works generally,
but not exclusively, relating to Non -Standard Discharges and Prohibited Discharges. The
reduction or alteration of pollutants or the nature of pollutants may be obtained — if not by
elimination - by physical, chemical or biological processes, by process changes, or by other
means, except by diluting the concentration of the pollutants (unless expressly allowed by
an applicable Pretreatment Requirement).
1.21 "Pretreatment Requirement" - a substantive or procedural requirement related to
Pretreatment imposed on an Industrial User, other than a Pretreatment Standard.
1.22 "Prohibited Discharge" — any discharge prohibited by 40 C.F.R. 403.5.
1.23 "Publicly Owned Treatment Works" ("POTW") — a treatment works as defined by
Section 212 of the Act (33 U.S.C. 1292) owned or operated by a governmental entity
including Customer's System and Anna's System.
1.24 "Significant Industrial User" - any of the following:
a. An Industrial User subject to categorical Pretreatment Standards; and
b. Any other user that:
(1) Discharges an average of 25,000 gpd or more of process wastewater;
(ii) Contributes a process waste stream which makes up five percent (5%)
or more of the hydraulic or organic loading of the treatment plant; or
(Ili) Is designated as significant by Anna on the basis that the user has a
reasonable potential for adversely affecting the operation of a Publicly Owned Treatment
Works or for violating any Pretreatment Standard or requirement.
1.25 "Non -Standard Discharge" - Wastewater that is being discharged that fails to meet
the quality parameters outlined in Sections 7.3-7.5.
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1.26 "Standard Methods" - those testing or analysis procedures as prescribed in the then
current edition of "Standard Methods for Examination of Water and Wastewater,"
published by the American Public Health Association or the U.S. Environmental Protection
Agency Manual of Methodologies for the Examination of Water and Wastewaters, or as
will otherwise comply with procedures specified in state and federal discharge permits held
by Anna.
1.27 "Strength" - the concentration of dissolved and suspended matter in Wastewater, as
indicated by Biochemical Oxygen Demand or suspended solids.
1.28 "Suspended Solids" — the total suspended matter that floats on the surface of, or is
suspended in, water, Wastewater, or other liquid, and which is removable by laboratory
filtering.
1.29 "System Cost" - operating expenses and capital -related costs incurred by Anna
pursuant to the provision of Wastewater collection and treatment service to the wholesale
class of sewer customers including, without limitation, all costs identified whether
specifically or by implication as System Costs under this Contract. Such costs are to be
collected by Anna as a component of the annual cost of providing wholesale Wastewater
service.
1.30 "TCEQ" — the Texas Commission on Environmental Quality or its successor
agency(ies).
1.31 "Wastewater" — water containing other liquid and water -carried wastes and sewage
whether treated or untreated, which are contributed to a Publicly Owned Treatment Works.
1.32 "Wastewater Treatment Plant" — the collection and treatment system that is the
subject of TCEQ proposed Texas Pollutant Discharge Elimination System Permit No.
WQ0016043001 (EPA I.D. No. TX0141721) located (or to be constructed and located)
approximately 1.56 miles west of the intersection of the Collin County Outer Loop and
U.S. 75, in Collin County, Texas 75409.
Article 2. Construction and Connection to the Anna System
2.01 As of the Effective Date Anna has a Texas Pollutant Discharge Elimination System
Permit from TCEQ (the "Discharge Permit"), known as permit #WQ0016043001, to utilize
the Wastewater Treatment Plant to discharge treated wastewater at a volume not to exceed
an annual average flow of 16,000,000 gallons per day. Anna commenced construction of
the Wastewater Treatment Plant on or about September 18, 2023. Anna shall complete
construction of the package plant on or before May 1, 2025. Anna shall complete
constriction of the 2MGD phase of the plant on or about January 1, 2027.
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2.02 Notwithstanding any provision of this Contract, if Anna fails to timely commence
construction of the Wastewater Treatment Plant, then Customer may proceed to terminate
this Contract in accordance with the procedures and requirements of Article 16.
Notwithstanding any provision of this Contract, if Anna fails to timely complete
construction of the Wastewater Treatment Plant, then Customer may proceed to terminate
this Contract in accordance with the procedures an requirements of Article 16. The term
"commence construction" as used in this paragraph means to commence the work of
constructing any part of the Wastewater Treatment Plant or the site of said plant: (i) with
all approvals thereof required by Anna obtained as necessary; (ii) after a notice to proceed
has been issued to Anna's contractor(s); and (iii) onsite construction of the site
development components (such as drainage, grading or utilities) is underway. The term
"complete construction" as used in this paragraph means to have constructed the
Wastewater Treatment Plant and all of its components to the extent necessary to allow for
the Customer Annual Amount of Flow from Customer's System into the Approved
Connection Point(s).
2.03 Anna hereby grants to Customer, conditioned upon compliance with the terms and
conditions contained herein, permission to connect Customer's System to the Anna System
for the term of this Contract and provided that Customer is not in material breach of any
provision of this Contract.
2.04 Anna agrees to accept all conforming and lawfully acceptable Wastewater delivered
by Customer in accordance with this Contract to all Approved Connection Point(s),
collectively, and at such additional points as the Parties may mutually agree upon, in
writing, at a later time. Customer agrees to deliver all of its Wastewater flows from the area
depicted in the Basin Map, attached as Exhibit `B", to Anna unless otherwise approved in
writing by Arena.
2.05 The cost of all Delivery Facilities necessary to convey Wastewater to the designated
Approved Connection Points, whether shown on Exhibit "B" or mutually agreed upon at a
later date by the Parties, together with the cost of connection of the Customer System to
the Anna System, shall be borne solely by Customer, including the cost of acquisition of
any necessary rights -of -way and easements to and from such Delivery Facilities; provided,
however, Anna does hereby consent (subject to feasibility as determined by the Director)
to Customer installing any portion of Customer's System in right-of-way or wastewater
system easements granted to Anna. Customer shall provide Anna with sixty days written
notice before installing any portion of the Customer System in a right-of-way or wastewater
system easement granted to Anna, and shall coordinate all work with the Director and all
appropriate Anna departments. In the event Anna requests Customer to increase the size of
any such Delivery Facility in order to serve areas outside of the Property, the difference in
the cost of the Delivery Facilities attributable to the size increase shall be at Anna's
expense.
2.06 Unless mutually agreed to, in writing, by Anna and Customer, Customer shall be
responsible for the design, construction, and financing of Customer's System and the
Delivery Facilities including the cost of and acquisition of any necessary rights -of -way and
easements to and from such facilities. All designs, materials, and specifications shall, at a
minimum, conform to the City of Anna's applicable requirements as well as applicable
state law and regulatory requirements in all respects. Plans and specifications for any
Delivery Facility connecting to the Anna System shall be submitted to the Director for
written approval in advance of construction of same, which approval shall not be
unreasonably withheld. Without limiting the foregoing, no construction of any portion of
Customer's System that may be located on Anna's property may begin until the Director
has approved the plans and specifications for the work. Customer agrees that Anna has the
right to make periodic inspections during the construction phase of the Delivery Facilities.
Final acceptance of each facility is subject to the inspection by and written approval of the
Director.
Article 3. Maintenance of Customer System
3.01 Customer agrees to maintain Customer's System in good and working condition and
to make all necessary repairs in a timely manner. Anna shall not have any responsibility or
liability for the operation of the Customer's System, it being Customer's sole responsibility
to provide adequate facilities to deliver its Wastewater to the Anna System. Customer shall
also promptly comply with any permit requirements, environmental regulations, and any
other laws or regulations, whether state or federal, applying to Customer's System.
Article 4. Metering and Samplinly Facilities
4.01 Unless otherwise agreed to in writing, Anna shall have the option to construct
Customer Metering and Sampling Facilities not in existence as of the Effective Date. Upon
exercising this option, Anna shall inform Customer, and Customer shall acquire a site
reasonably acceptable to Anna. All reasonable construction costs incurred by Anna,
including, but not limited to, site preparation, design and engineering, construction, and
equipment for such facilities, together with the costs of necessary easements and rights of
way, shall be fully reimbursed to Anna by Customer. Any reasonable costs incurred by
Anna associated with any necessary modifications of a Metering and Sampling Facility to
accommodate a complete initial installation satisfactory to Anna shall also be fully
reimbursed to Anna by Customer.
4.02 On the Effective Date, or, if the Metering and Sampling Facilities have not been
constructed as of the Effective Date, on such later date as the construction and installation
of the Metering and Sampling Facilities are complete, Customer shall transfer ownership
of all Customer Metering and Sampling Facilities to Anna at no cost.
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4.03 If additional Approved Connection Points are agreed to be added to deliver
Customer's Wastewater to the Anna System and Anna declines to exercise its option to
construct additional Metering and Sampling Facilities for same, Customer shall construct
Metering and Sampling Facilities for each such Approved Connection Point at Customer's
sole cost.
4.04 The Metering and Sampling Facilities shall be designed and engineered in a manner
satisfactory to Anna. Customer shall transfer ownership of such newly constructed
facilities at no cost to Anna.
4.05 Customer shall provide Anna with all necessary access easements and rights of way
in a form satisfactory to Anna. Customer shall provide Anna a perpetual route of ingress
and egress to Metering and Sampling Facilities, which shall be accessible by Anna at all
times without notice.
4.06 Anna shall have the right to inspect and approve the Metering and Sampling
Facilities prior to accepting the transfer. Anna's approval and acceptance of the Metering
and Sampling Facilities shall not be unreasonably withheld. In the event Anna rejects the
transfer, it shall provide Customer a written notice of the deficiency Customer must correct
before proceeding with the transfer of the Metering and Sampling Facility in question.
4.07 Upon accepting the transfer of a Metering and Sampling Facility, Anna shall have
the sole authority and exclusive right and license to enter, use, operate, and maintain the
Metering and Sampling Facilities. Anna shall thenceforth be solely responsible for the
operational and maintenance responsibilities associated with said facilities. Anna also shall
have the discretion to construct improvements, expansions, and replacements to the
Metering and Sampling Facilities as a System Cost and at the timing of Anna's needs,
provided, however, that Anna shall permit Customer to review proposed construction,
expansion, and replacement plans. Customer will grant and provide to Anna such permits
or easements as are necessary for the continuous operation and maintenance of all Metering
and Sampling Facilities. All such costs incurred by Anna for the operation, maintenance,
construction, expansion or replacement of Customer Metering and Sampling Facilities
shall be considered System Costs.
4.08 Expenses incurred by Anna for the operation and maintenance of Customer
Metering and Sampling Facilities are System Costs and shall include, without limitation,
the following:
a. Cost of electricity at the facilities;
b. Cost of the installation and maintenance of the telemetry service at the
facilities and to the control center and all costs of maintaining connectivity,
including access or lease charges;
C. Cost of calibration and field measured velocity profiles;
d. Cost of parts, materials and supplies required for repairs, calibrations, and
upgrading of the facilities;
e. Labor cost plus fringe benefits and indirect costs for repairs, calibrations, and
upgrading of the facilities;
f. Maintenance costs of ingress and egress and meter facility site;
g. Administrative costs, including record and book keeping, overhead, and rate
setting costs; and
h. Any additional monitoring to ensure compliance with state and federal
regulations governing Wastewater treatment.
4.09 Replacement of facilities described in this Article 4 or equipment therein occasioned
as a result of obsolescence due to age, excessive maintenance, growth or other reasons as
determined by the Director shall be a System Cost. Any replacement facility or equipment
therein shall comply with Anna's standards and specifications.
4.10 Anna shall have the sole right to secure the Metering and Sampling Facilities in
order to prevent tampering or other interference with the facility. Anna shall have the sole
right and responsibility to control access to the facilities.
4.11 Customer may request permission, in writing, to inspect a particular Metering and
Sampling Facility once per month. Anna shall, upon receiving a written request from
Customer, coordinate with Customer to set an appointment during normal business hours
and within three (3) business days after receiving the written notice. At the appointed date
and time, Anna will accompany and allow Customer to enter and inspect the Metering and
Sampling Facilities.
4.12 Customer may request that Anna test the accuracy of each meter once per quarter;
otherwise, Anna shall test each meter at least once per year. Any reading, Calibration or
adjustment to such metering equipment shall be done by employees or agents of Anna.
Anna shall notify Customer at least seventy-two (72) hours in advance of the date and time
for any testing, reading, calibration or adjustment, and Customer may have personnel
present to observe, if so desired, by sending Anna written notice of its intention to do so.
Anna shall, upon receiving a written notice from Customer, coordinate with Customer to
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set an appointment during normal business hours and within ten (10) business days after
receiving the written notice. At the appointed time, Anna will allow Customer's personnel
to enter and observe Anna's employees or agents conduct the appropriate tests to measure
the accuracy of the meter. Anna shall have the right to conduct its own tests or Calibration
without notice and at any time it deems appropriate.
4.13 Customer must present any complaint or request for adjustment based on meter
accuracy in writing to Anna no later than the latter of. (1) thirty (30) days after the test was
completed, or (2) fifteen (15) days after the billing is received by the Customer or any such
complaint or request is waived. If Customer fails to test or request a test of a meter during
a given quarter, Customer waives any complaints, disputes, or claims regarding meter
accuracy for that quarter and all preceding quarters.
Article 5. Rights -of -Way
5.01 Customer shall grant, without charge to Anna, such easements, rights -of -way or
other necessary property rights along public streets, alleys or other property owned by
Customer, to the extent lawful and as reasonably necessary, to construct or maintain
facilities to provide Wastewater collection. Whenever it is deemed necessary by Anna to
remove, alter, change, adapt or conform any portion of Customer's System located on
property owned by Anna, such alterations shall be made by Customer at Customer's
expense within thirty (30) days from the issuance of written notice to Customer to make
the alterations unless a different schedule has been approved by Anna in writing. All work
done by or on behalf of a Party under this paragraph will be performed in accordance with
specifications equal to those applying to work of a similar nature performed by such Party,
but neither Party will be required to restore the other's property to a condition exceeding
its original condition, unless otherwise mutually agreed upon in writing. Anna and
Customer agree to coordinate the location of the mains and facilities in the other's
easements and rights -of -way in order to prevent conflicts insofar as reasonably practicable.
Article 6. Metering and Sampling
6.01 All Flow discharged into the Anna System by Customer shall be metered.
Regardless of any change in the area covered by any CCN held by Customer, the area
covered by Customer's Service Area shall not increase unless by mutual written agreement
signed by Anna and Customer.
6.02 Anna shall enter all readings of meters into data collection systems that Anna shall
maintain. Customer shall have access to such records via a SCADA control meter or other
telemetry as agreed by the Parties, and Customer shall be furnished with monthly totalizer
readings for each Approved Connection Point Metering and Sampling Facility.
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6.03 Anna shall calibrate and service the meters no less than once during each twelve
(12) month period. Copies of the results of such Calibration and all related information will
be provided to Customer on request.
6.04 Subject to the provisions of Section 4.13, after a calibration is completed, if it is
determined that a meter is under -metering or over -metering Flow by more than 5%, the
registration of the Flow as determined by the meter shall be corrected for a period extending
back to the time such inaccuracy began, if such time is ascertainable; or, if such time is not
ascertainable, then for a period extending back one-half of the time elapsed since the date
of the last Calibration. Notwithstanding the foregoing or any other provision of this
Contract, any correction made under this paragraph shall in no event extend further back
than a period of twelve months.
6.05 If any meter used to determine volume from Customer is out of service or out of
repair or otherwise incapable of providing any information that would allow the Parties to
ascertain or compute the amount of Flow, the Flow delivered through the period such meter
is out of service, out of repair or otherwise incapable of providing Flow information shall
be: for the first ten (10) years of the Term of this Agreement, the average Flow of the last
twelve (12) months plus three percent (3%), divided by three -hundred and sixty-five, and
the result multiplied by the number of days the meter is out of service or out of repair, and
thereafter, the average Flow of the last twelve (12) months, divided by three -hundred and
sixty-five, and the result mulipliced by the number of days the meter is out of service or
out of repair.
6.07 Anna shall periodically determine the quality of the Wastewater at the Metering and
Sampling Facilities or other agreed upon sampling points for the purposes of billing for the
Strength of the Wastewater. The sampling and testing shall occur on a random basis once
per month. To determine the quality of the Wastewater, Anna shall collect twenty-four (24)
hour time -weighted or flow -weighted composites for a period of not less than one twenty-
four (24) hour period per month for a total of twelve (12) sampling periods per year. If, at
the request of Customer or as directed by the Director, more extensive monitoring is
desired, such additional monitoring shall be paid for by the Party making the request and
shall be done as provided in this section. If Customer requests such additional monitoring,
Anna shall invoice Customer for the costs of collecting and testing the additional samples.
Customer shall pay for the additional sampling, including additional monitoring, collecting
and testing samples, within ten days after receipt of the invoice. Anna shall analyze the
samples collected in accordance with Standard Methods and will provide analysis reports
to the Customer, if requested.
6.08 If in the opinion of the Director, further monitoring of the Wastewater is desirable
to ensure ongoing compliance with state and federal regulations, the Director may order
that additional monitoring be performed with or without prior notice to Customer.
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Compliance monitoring is in addition to the periodic sampling set forth in Section 6.07.
All information obtained as a result of such compliance monitoring shall be provided to
the Customer upon request. Anna will provide notice of such compliance monitoring to
Customer within a reasonable time after obtaining the results of testing.
6.09 All costs incurred by Anna under this Article are System Costs.
Article 7. Rates, Charges, and Surcharges
7.01 Wholesale Wastewater rates established hereunder will be determined based upon
cost -of -service analysis to be performed by or on behalf of the Parties by Willdan prior to
the setting of the initial rate, (the cost, if any, of such study to be paid for in equal shares
by the Parties) and thereafter, based on cost -of -service analysis no less than one time per
year using the methodologies and principals generally accepted within the industry and
detailed further herein, as applicable, and which are generally being utilized by the City to
set the rate for wholesale wastewater service to municipal customers located outside the
corporate limits of the City. The cost -of -service analysis report or results shall be shared
with Customer no later than ten (10) business days after City's receipt. The rates will also
be based upon then -current flows and proportionate shares of processing capacity for the
Anna System users. The cost of such analysis is a System Cost.
7.02 The Parties agree that the methodologies and principals used to conduct a cost -of -
service analysis shall be those generally accepted within the industry as promulgated by
the Water Environment Federation within the WEF Manual of Practice No. 27, Financing
and Charges for Wastewater Systems, as revised, and which are generally being utilized
by the City to set the rate for wholesale wastewater service to municipal customers located
outside the corporate limits of the City. Notwithstanding the forgoing, the Parties agree the
following methodologies and principals will apply until agreed otherwise in writing:
a. The cost of service for the service class shall include allocated reasonable
and necessary operation and maintenance expenses based on the then -
adopted and approved budget for the Anna System, budgeted debt service
including principal and interest payments, capital outlay and budgeted funds
necessary to comply with Anna's established financial policies such as, but
not limited to, operating cash reserves, externally required or internally
adopted debt coverage requirements, repair and replacement reserves, and
any other reserve requirements that may be necessary to maintain the
financial stability of the Anna System.
b. The initial rate for this Agreement shall be $6.65 for Fiscal Year 2024-2025.
The initial rate is per 1,000 gallons. Rate increases shall have an annual
effective date of October 1st of each year. Anna shall provide Customer with
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written notice, no later thanJuly 1" of each year, of any proposed rate increase
in order to allow Customer sufficient time for budgeting purposes. A failure
to provide such written notice shall postpone the effective date of the rate
increase to October of the following year. Any challenge to a rate established
by the Anna City Council must be brought within ninety days of its adoption.
7.03 If Customer fails to flow wastewater by the agreed date of June 1, 2027, Anna shall
bill the Customer for 0.15MGD of flow at the agreed rate in section 7.02. If Anna fails to
timely complete construction of the Wastewater Treatment Plant, or the wastewater
pipelines (and associated infrastructure) from the agreed -up Connection Points to the
Wastewater Treatment Plant, then the Customer will not be billed until the Customer is
able to flow wastewater into the Anna System.
7.04 Any challenge to a rate, surcharge or fee established by the Anna City Council must
be brought within ninety (90) days following Customer's receipt of notice of its adoption
by submitting a written objection in accordance with the applicable provisions of Article
24 of this Contract or such challenge is waived.
7.05 Customer agrees that the Anna City Council has the right to revise, by ordinance,
the allowable discharge strengths, consistent with applicable state and federal laws and
regulations and applicable permit requirements (provided that the strength allowed shall be
no less than the strength generated from a typical single family residence). City will
provide Customer at least thirty (30) days written notice prior to the effective date of any
change in the allowable discharge strengths At the effective date of this Contract, the
allowable discharge Strength is 250 mg/1 for BOD and 250 mg/l for TSS.
7.06 Customer shall pay a surcharge to Anna for concentrations of BOD exceeding 250
mg/l and TSS exceeding 250 mg/1 at the rate of 115% based on a 30 day average. The
surcharge will be calculated each month. It will be based on the rate of Non -Standard
Discharge for that month. The surcharge will be assessed the entire month for each portion
of the month that discharges from Customer exceed applicable limits, whether classified
as Non -Standard Discharges or otherwise.
7.07 Bills for Wastewater service are submitted to Customer on a monthly basis.
Amounts billed are due and payable not more than thirty (30) days after the billing date.
Bills will show current charges, as well as past -due charges, if any. Current charges
includes the amount due for service provided since the prior billing period. Past -due
charges is the total amount unpaid from all prior billings as of the current billing date.
Payments received by Anna shall first be applied to the past -due charges, if any, and
thereafter to the current charges. Any challenge to a billing must be submitted, in writing,
to Anna within thirty (30) days of the billing date, or any objection to the billing is waived.
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7.08 If Customer disputes a bill, it shall nevertheless continue to promptly make the
disputed payment or payments. Dispute of a bill is not grounds for non-payment.
Notwithstanding the provisions of Chapter 2251 of the Texas Government Code, in the
event a payment is not paid as specified in this Contract, a finance charge of the lower of
10%, per annum, or the maximum rate allowed by law, per annum, will be calculated from
the date that the payment was required to be made. In the event the amount finally
determined to be due is less than the full amount of the disputed bill, then the amount found
to be in excess of the amount due will be credited to the Customer's account together with
any interest on the credited amount of the disputed bill.
7.09 The Parties agree that this Contract is a contract for goods or services under the
provisions of Subchapter I, Chapter 271, Tex. Local Gov't. Code and that services obtained
pursuant to this Contract are essential and necessary to the operation of Customer's
waterworks and Wastewater facilities. The Parties agree that all payments made by
Customer under this Contract constitute reasonable and necessary operating expenses of
Customer's waterworks and Wastewater systems. The Parties waive any immunity from
suit or liability relating to this Contract.
7.10 Customer agrees, throughout the term of this Contract, to continuously operate and
maintain its waterworks system, and to fix and collect such rates and charges for
Wastewater service as will produce revenues in an amount equal to at least (i) all of its
operation and maintenance expenses of such system, including specifically its payments
under this Contract; and (it) all other amounts as required by law and the provisions of the
its revenue bonds or other debt obligations now or hereafter outstanding, including the
amounts required to pay all principal of and interest on such bonds and other obligations.
7.11 The Parties agree that the rates established in accordance with this Contract are
reasonable and in the public interest, and that any change in the rates under this Contract
are necessary (1) to avoid impairing the ability of Anna to continue providing Wastewater
service, (2) to avoid casting an excessive burden on other customers or users of the Anna
System, and (3) to avoid being unduly discriminatory to or among customer classes.
Customer acknowledges that it has entered into this Contract willingly after determining --
after considering alternative sources and methods of providing for its Wastewater needs --
that entering into this Contract is in the best interests of Customer and its constituent users.
7.12 Customer represents and covenants that all payments made by it under this Contract
shall constitute reasonable and necessary operating expense of its Customer System and
that all such payments will be made from its current revenues. Customer represents and
has determined that the Wastewater service to be obtained from the Anna System is
absolutely necessary and essential to the present and future operation of its Wastewater
system. Accordingly, all payments required by this Contract to be made by Customer shall
constitute reasonable and necessary operating expense of its respective system as described
herein.
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7.13 Upon the occurrence of Customer's first failure to pay any amount billed for service
under this Contract, which amount remains unpaid for more than sixty (60) days after its
due date, Customer agrees to establish a security fund to be held in trust by Anna in the
amount of three (3) month's average billings, from which Anna may withdraw funds to
secure payment of the billing. Customer shall thereafter immediately replenish and restore
the account to the required amount and maintain the full balance required in the fund for a
term to be set by City, but not exceeding twenty-four (24) months from the date of the late
payment, notwithstanding Anna's withdrawals to satisfy billings remaining unpaid for
more than sixty (60) days after the due date.
7.13.1 In the event that the security fund is not established, at the expiration of sixty (60)
days after such amounts are due, Customer shall be in default under this Contract, and
Anna may invoke the remedies specified herein or otherwise available by law.
7.14 The security fund described in Section 7.14 shall be deposited with the Anna City
Manager in cash, in the form of an unconditional, irrevocable standby letter of credit, a
performance/surety bond, or other instrument or security in a form acceptable to the Anna
City Attorney. The letter of credit, bond, or other instrument shall in no event require the
consent of Customer prior to the collection by Anna of any amounts covered by the letter
of credit, bond, or other instrument.
7.15 Customer acknowledges that it will accrue no equity or any other interest in the
Anna System or any other assets of Anna as a result of payment or other performance
pursuant to this Contract.
7.16 Except as specifically provided herein, no other fees shall be due and payable by
Customer to Anna for wastewater service. In particular, neither Customer nor any retail
customer located within the Property (as described in Exhibit "A") shall be required to pay
to Anna any "impact" or "capital recovery fee" related to wastewater conveyance or
treatment capacity or service.
Article 8. Industrial Connection and Monitoring
8.01 Customer agrees that it will, at the time of execution and throughout the term of this
Contract, identify and locate all possible Significant Industrial Users and report them to
Anna. Any compilation, index or inventory of Significant Industrial Users shall be made
available to Anna, United States Environmental Protection Agency, TCEQ, or their
respective successor agencies upon request.
8.02 Customer agrees that it will not permit any Significant Industrial User within its
jurisdiction to connect directly or indirectly either to Customer's System or to the Anna
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System without at least thirty days' prior written notification to the Director of such intent
to connect. Such notification shall provide the Director with information pertaining to
volume and composition of Flow from the Significant Industrial User, and further
information as may be requested by the Director.
8.03 Customer agrees to conduct all monitoring, sampling, and inspection of Customer's
System and Significant Industrial Users as necessary to ensure that Industrial Waste
introduced into Customer's System meets the quality standards set out in Article 9 of this
Contract. Upon request to Customer, a representative of Anna will be permitted to observe
Customer's collection of samples from Significant Industrial Users. Customer agrees to
furnish Anna separate duplicate samples for independent testing and shall provide the
Director the sample analysis results and pretreatment records within fifteen days of receipt
of laboratory reports from a Significant Industrial User.
8.04 Customer agrees that Anna shall have the right to sample Wastewater at all
Approved Connection Points and such other locations as agreed to by Customer as may be
necessary to determine the volume and quality of Wastewater entering the Anna System.
Such sampling shall not be a System Cost and all costs will be borne soley by Anna. Anna
shall have sole authority to determine whether sampling at a location other than an
Approved Connection Point is necessary. Customer agrees to disconnect from its system
any of its users found to be in violation of allowable discharges or who refuses access to
facilities for the purpose of sampling Wastewater being discharged into the Customer
System or who is otherwise suspected of making a Prohibited Discharge or other
unauthorized or illegal discharge; provided, however, that the disconnected user shall be
afforded the same rights, privileges of appeal, and deficiency cure periods as are Significant
Industrial Users operating within Anna's jurisdiction.
8.05 Following notice to Customer by Anna, and agreement by Customer, Customer
grants to Anna the right to enter Customer's jurisdiction if Anna determines that
questionable discharges or Prohibited Discharges are entering the Anna System from the
Customer System. Customer agrees to assist Anna in locating and eliminating any
Prohibited Discharge or otherwise illegal discharge.
Article 9. Wastewater Quality
9.01 As a condition of receiving and continuing to receive Wastewater treatment services
under this Contract, Customer agrees that, prior to connecting to any Approved Connection
Point, it shall enact and enforce such ordinances, rules, orders or other lawful means of
enabling Customer to enforce within its jurisdiction regulations governing Industrial Waste
which are at least as stringent as the North Texas Municipal Water District standards, and
any applicable state or federal regulations relating to discharged substances; (2) Prohibited
Discharge; (3) Pretreatment Requirements; (4) industrial discharge permitting systems; and
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(5) industrial self -monitoring reports. The operation of Customer's System shall in all
respects comply with federal and state laws applicable generally to Publicly Owned
Treatment Works and with all terms and conditions contained in any permit issued by a
federal or state authority regarding Customer's System.
9.02 Customer has reviewed the North Texas Municipal Water District standards
pertaining to sewers and industrial waste, and City has reviewed the corresponding
provisions in Customer's Code of Ordinances, and the parties agree that the respective
provisions are substantially similar and will serve to protect the integrity of the System and
Customer's discharge into the System. Should either party contemplate amendment of the
Sewer or Industrial Waste provisions in their respective Code of Ordinances, it will
endeavor to provide the other party with a copy of any proposed amendments to those
provisions at least sixty (60) days prior to the presentation of such amendments to the
repective City Council, if reasonably possible, during which time the corresponding party
shall have an opportunity to review such amendments and provide written comments to the
enacting party. At all times, Customer shall adopt appropriate ordinances, riles, orders or
other lawful means of enabling Customer to enforce within its jurisdiction standards
substantially similar to, and at least as stringent as, North Texas Municipal Water District
standards pertaining to sewers and industrial waste..
9.03 Customer agrees that the quality of the Wastewater discharged into the Customer
System shall be equal to or better than the quality standards established by the North Texas
Municipal Water District, including amendments thereto, or any applicable state or federal
law or regulation or permit requirements applicable now or in the fature to Anna's System,
whichever quality standards are more stringent. Customer shall indemnify, defend and
hold Anna harmless to the extent Customer's failure to ensure the quality of
Wastewater discharged into Customer's System falls below these quality standards
or otherwise causes the Anna System to be in noncompliance with any federal, state
or local statutes, rules, regulations or permit requirements. If Customer's System
causes the Anna System to be in noncompliance, Customer further agrees to assume
responsibility for any repairs, remediation, or other actions necessary to bring the Anna
System back into compliance. Customer agrees that, prior to connecting to the any
Approved Connection Point, Customer shall secure a general liability insurance policy
acceptable to and approved, in writing, by Anna. This insurance policy must be in the
amount of at least $5 million and shall cover any costs necessary to bring Anna back into
compliance, including payment of any fines, penalties, surcharges or other fees imposed
by any state or federal regulatory agency, statute, law, or regulation, should Customer fail
to maintain the requisite Wastewater quality standards.
9.04 Customer shall require all Significant Industrial Users within its jurisdiction that
ultimately discharge into the Anna System to apply for and obtain a permit from Customer
allowing such discharge. Such pen -nit shall require Significant Industrial Users, at a
minimum, to abate and not discharge into any infrastructure connected to the Anna System
17
in violation of the Customer's wastewater ordinance and related standards as a condition
to discharging Wastewater into the Customer System. The permit application shall contain,
as a minimum, the following:
a. Name and physical address of the Significant Industrial User;
b. A description of activities, facilities, and plant processes on the premises of
the Significant Industrial User, including a list of all raw materials and chemicals
used or stored at the facility which are, or could accidentally or intentionally be,
discharged to the POTW;
C. The number and type of employees, hours of operation, hours of discharge
and proposed or actual hours of operation of the Significant Industrial User;
d. Each product produced by type, amount, process or processes, and rate of
production;
e. A map of the property showing accurately all sewers and drains;
f. The site plans, floor plans, mechanical and plumbing plans, and details to
show all sewers, floor drainages, and appurtenances by size, location, and elevation,
and all points of discharge;
g. Time and duration of all the discharges;
h. Any other information as may be deemed necessary by the Director to
evaluate the Wastewater discharge permit application; and,
i. Plans and specifications sealed by a registered professional engineer
detailing all pretreatment facilities and processes including without limitation any
grease, oil, or sand interceptors and control manholes.
Customer shall provide Anna a copy of these applications promptly upon receipt of same
but in no event later than ten (10) business days after receipt. Anna may request Customer
to deny the application if it determines that the Significant Industrial User is likely to
violate any provision of North Texas Municipal Water District standards or any other
applicable state or federal law or water quality standard.
Article 10. Infiltration and Inflow
10.01 Customer agrees that it has an obligation to prevent Infiltration and Inflow into
Customer's System, and to prevent same from entering the Anna System. Customer further
11
agrees that all connections within its jurisdiction which ultimately enter into the Anna
System will be constructed in accordance with specifications and standards at least equal
to those of the most -recently adopted North Central Texas Council of Governments Public
Works Construction Standards North Central Texas technical specifications and
construction standards. Customer covenants and agrees to maintain strict supervision and
maintenance of its System to prevent connections through which surface drainage can enter
Customer's System, in order to prevent such drainage from ultimately being deposited into
the Anna System. Customer shall not make, nor shall it permit to be made, any connection
which will contribute storm water run-off from rainwater spouts, rainwater areas, streets,
gutter drains or other Inflow, Infiltration or other non -Wastewater source of Flow into
Customer's System.
10.02 Customer agrees that no discount, deduction, allowance or offset shall be provided
for any Inflow or Infiltration into Customer's System, regardless of the source or cause of
such Inflow or Infiltration. Customer stipulates that the provisions of this Article may not
be waived for any cause, including but not limited to (a) the actions of any third Party that
cause or contribute to Inflow or Infiltration; (b) any unusual weather patterns, including
any significant changes in rainfall or temperatures; (c) any Acts of God, or (d) any force
majeure of any nature whatsoever that causes, contributes to, or otherwise allows
Infiltration or Inflow into the Customer's System.
10.03 Customer agrees that, for the purposes of metering, calculating and billing, all Flow,
of whatever kind and from whatever source, including any Infiltration, Inflow, Liquid
Waste, and Industrial Wastes, with or without any Suspended Solids, entering the Anna
System from Customer's System shall be treated as Wastewater for which a charge will be
made to Customer. Customer agrees that all billing calculations will be based on the total
Flow without regard to whether the Flow consists wholly of Wastewater, or contains
Inflow, Infiltration, Liquid Waste, or Industrial Waste, with or without any Suspended
Solids,
Article 11. Waste haulers
11.01 Customer shall not introduce nor cause, suffer or permit to be introduced, and shall
prohibit the introduction of, Liquid Waste into the Customer System by liquid waste
haulers, either directly or indirectly.
Article 12. Reports and Records
12.01 Customer shall provide to Anna the following data on a quarterly basis:
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a. The actual number of Customer's accounts discharging directly or indirectly
into the Anna System or Customer System within its service area;
b. A classification of domestic and nondomestic accounts within Customer's
service area by number and percentage of accounts discharging directly or indirectly
into the Customer System; and
C. Additional data which may assist Anna in developing methodology for cost -
of -service studies, planning studies for analyzing federal grants, and system access
fees; provided, however, that Anna shall not request data that will require Customer
to incur unreasonable expenses in providing such data or the production of
confidential information.
Article 13. Notices
13.01 Any notice, communication, request, reply or advice herein provided or permitted
to be given, made or accepted by either Party to the other Party must be in writing and
mailed certified U.S. mail, return receipt requested to:
City of Anna: City of Anna
Attn: City Manager
120 W. 7'h Street
Anna, Texas 75409
With a copy to: Wolfe, Tidwell & McCoy, LLP
Attn: Clark McCoy
2591 Dallas Parkway, Suite 300
Frisco, Texas 75034
Customer: City of Van Alstyne
Attn: City Manager
152 N Main Dr.
Van Alstyne, Texas 75495
With a copy to: Brown & Hofineister, LLP
Attn: David Ritter
740 East Campbell Road, Suite 800
Richardson, Texas 75081
Each party shall provide written notification to the other of any change in address.
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Article 14. Inspection and Audit of Records
14.01 Complete records and accounts directly or indirectly related to the subject matter of
this Contract shall be maintained by each Party for a minimum period of five years or such
longer period of time as may be required by applicable law. Each Party shall at all times,
upon notice, have the right at reasonable times to examine and inspect records and accounts
directly or indirectly related to the subject matter of this Contract during normal business
hours; and further, if required by any law, rule or regulation, make the records and accounts
available to federal and state auditors.
Article 15. Consent
15.01 Whenever, under the terms of this Contract, Anna is permitted to give its written
consent or approval, Anna, in its discretion, may give or may refuse such written consent
or approval and, if given, may restrict, limit or condition such consent or approval in any
manner it shall deem advisable; however, consent will not be unreasonably withheld.
Anna's consent must be provided in writing and from a person authorized to act on Anna's
behalf.
Article 16. Breach of Contract/Remedies
16.01 Any material breach of the duties or the obligations of this Contract, or failure to
faithfully keep and perform any of the terms, conditions and provisions hereof shall be
subject to the remedies provided herein, including but not limited to termination. The non -
breaching Party shall provide the breaching Party ninety (90) days written notice of its
intention to terminate this Contract if the breaching Party fails to cure the material breach.
The written notice shall include a reasonable description of the breach. If the Customer is
the breaching Party, and fails or refuses to cure the breach, then Anna shall have the right,
with five (5) years advance written additional notice to Customer and without any liability
whatsoever on the part of Anna, to declare this Contract terminated at the end of such five-
year period. In the event of termination of this Contract, all rights, powers, and privileges
of Customer shall cease and terminate and Customer shall make no claim of any kind
whatsoever against Anna, its agents or representatives, by reason of such termination or
any act incident thereto. In the event Anna gives notice of termination, and Customer
subsequently cures the material breach, Anna may, in its sole discretion, withdraw the
termination notice. In any event, the non -breaching Party shall advise the alleged breaching
Party in writing immediately upon acceptance of the cure of any default. The following
shall, without limitation, be considered to be a material breach:
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a. Customer's failure to adopt and enforce policies or standards necessary to
enforce any applicable wastewater quality ordinances for discharge to the Anna
System, or any applicable state or federal laws or regulations;
b. Customer's failure to pay any bill, charge or fee as provided for in this
Contract,
C. Customer's making any connection to the Anna System at any point except
as provided in Section 2.03;
d. Customer's failure to provide Anna ingress and egress for purposes of
sampling and operation and maintenance of any metering or any sampling facility;
e. Customer's failure to provide Anna rights -of -way as required herein;
f. Customer's failure to permit any sampling of Wastewater as provided for
herein;
g. Customer's failure to disconnect Customer's Industrial Users pursuant to
Section 8.04;
h. Customer's failure to abide by Significant Industrial User requirements
outlined in Article 8;
Customer's failure to maintain the quality of discharge required by Article 9;
j. Customer's failure to comply with Article 18 of this Contract; or
k. Anna's failure to timely provide the necessary Wastewater service to serve
the Customer in a volume of Flow not to exceed the Customer Annual Amount of
Flow.
16.02 Failure to provide notice of breach is not waiver - Anna. Anna's failure to provide
a notice of breach or acceptance of any benefits under this Contract for any period of time
after Customer's material breach, default or failure is not a waiver by Anna of any rights
relative to any subsequent material breach, default or failure.
16.03 Failure to provide notice of breach is not waiver - Customer. Customer's failure to
provide a notice of breach or acceptance of any benefits under this Contract for any period
of time after City's breach, default or failure is not a waiver by Customer of any rights
relative to any subsequent material breach, default or failure.
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16.04 If a Party is in default under this Contract, then the non -defaulting Party shall,
whether or not the termination provisions of this Article 16 have been invoked, be entitled
to all remedies available under applicable law including, but not limited to, specific
performance, injunctive relief, mandamus relief, and damages; and termination as provided
in Section 16.01.
Article 17. Ownership and Liability
17.01 No provision of this Contract shall be construed to create any type of joint or equity
ownership of any property, any partnership or joint venture, nor shall same create any other
rights or liabilities. Customer payments (whether past, present, or future) will not be
construed as granting Customer partial ownership of, pre -paid capacity in, or equity in the
Anna System.
17.02 Liability for damages arising out of the transportation, delivery, reception,
treatment, and disposal of all Wastewater discharged into the Anna System shall remain
with the Customer, together with title and ownership thereto, until such Wastewater passes
through the Approved Connection Point(s), at which time title, ownership and liability for
such damage shall pass to Anna, save and except that title to any Prohibited Discharge and
any liability therefor shall not pass to Anna unless such Prohibited Discharge originated in
the Anna System. Any effluent produced by and discharged by Anna from any treatment
plants owned or operated by Anna shall be owned by Anna, regardless of originating source
of Wastewater.
17.03 Contracts made and entered into by either Customer or Anna for the construction,
reconstruction or repair of any Delivery Facility shall include the requirements that the
independent contractor must provide adequate insurance protecting both the Customer and
Anna as insureds. Such contracts must also provide that the independent contractor
covenant to indemnify, hold harmless and defend both the Customer and Anna against any
and all suits or claims for damages of any nature arising out of the performance of such
contracts, and include any other provisions required by federal, state, or local laws or
regulations.
Article 18. Compliance with Permit Conditions
18.01 Customer acknowledges that Anna is the holder of discharge permits issued by the
United States and the State of Texas. Customer agrees that it will comply with all such
23
permit conditions in any way relating to the System and the discharge into the System.
Customer agrees that in the event a fine is assessed against Anna for any violation of
any permit condition, and the violation is the result of any act of omission or
commission by Customer, the amount of the fine will be assessed to Customer and
Customer shall pay to Anna the amount of such fine. If such fine is not attributable to a
specific customer, such fine shall be considered a System Cost and allocable to the
Customer in accordance with the provisions of this Contract, unless such fine is attributable
solely to Anna as the System operator, in which case it shall be paid by Anna and shall not
be considered a System Cost allocable to Customer. Any such assessment to Customer
must occur within the latter of. (1) sixty (60) business days from the date that the fine is
levied against Anna, or, (2) if appealed or litigated, within sixty (60) business days from
the date the fine becomes final.
Article 19. Term of Contract
19.01 This Contract shall continue in force and effect for a period of twenty (20) years
from the Effective Date hereof and shall be subsequently extended automatically for
additional ten-year terms until terminated by either Party in accordance with the terms
hereof. A Party wishing to terminate this Contract pursuant to this Article 19 must give the
other Party no less than five (5) years advance written notice of its intent to tenninate at
the end of the current term.
19.02 The provisions of this Article 19 shall not apply to a Party seeking to terminate this
Contract for cause as set forth in Article 16, or timely exercising the right to terminate set
forth in Section 23.04 of this Contract.
Article 20. Force Majeure
20.01 No Party hereto shall be considered to be in default in the performance of any of the
obligations hereunder (other than obligations of either Party to pay costs and expenses) if
such failure of performance shall be due to circumstances beyond the reasonable control
of the Parties, including but not limited to, the failure of facilities, flood, earthquake,
tornado, storm, fire, lightning, epidemic, war, riot, civil disturbance or disobedience, labor
dispute and action or non -action by a failure to obtain the necessary authorizations and
approvals from any governmental agency or authority or the electorate, labor or material
shortage, sabotage, or restraint by a court order or public authority, which by the exercise
of due diligence and foresight the Party could not have reasonably been expected to avoid
and which by exercise of due diligence it shall be unable to overcome. Either Party rendered
unable to fulfill any obligation by reason of an uncontrollable force shall exercise due
diligence to enable fulfillment of its obligations under this Contract.
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20.02 As noted in Article 10 of this Contract, this Force Majeure provision shall not be
applicable to any claims by Customer regarding Inflow or Infiltration.
20.03 Anna will design and operate the System in a manner that emphasizes reliability and
emergency proceedures to provide for continuous operation. In the event the proper
operation of the Anna System, as a result of the circumstances described in Section 20.01,
requires Anna to temporarily interrupt all or part of the services to Customer, Customer
shall not recover any damages from Anna arising from or related to the temporary
interruption of services, including, but not limited to, any direct or consequential damages,
such temporary interruption defined as a period not to exceed twelve (12) consective hours,
or three (3) days in any one calendar year period.
Article 21. Effective Date
21.01 This Contract, together with all terns and conditions and covenants, shall take fill
force and effect on the later of the dates this Contract is approved by Anna and signed by
the authorized representative of each Party.
Article 22 Miscellaneous
22.01 This Contract is subject to all applicable federal and state laws and any applicable
permit requirements, ordinances, or amendments adopted pursuant to Article 9, and all
applicable rules, orders, and regulations of any state or federal governmental authority
having or asserting jurisdiction, but nothing contained herein shall be construed as a waiver
of any right to question or contest any such law, ordinance, order, rule or regulation in any
forum having jurisdiction, or of any right to appeal any decision or ruling by same.
22.02 Customer agrees to abide by any changes in this Contract made necessary by any
amendment or revision to state or federal regulations. Anna will provide notice to
Customer of any changes it considers material to the System operation in accordance with
the notice provisions of Article 13.
22.03 In each instance herein where reference is made to a federal or state regulation or
statute or to the Anna City Code of Ordinances, it is the intention of the Parties that, at any
given time, the then current federal or state regulation or statute or Anna ordinance shall
apply. If a publication or reference work referred to herein is discontinued or ceases to be
the generally accepted work in its field, or if conditions change, or new methods or
processes are implemented by Anna, new standards shall be adopted that are in compliance
with state and federal laws and any valid rules and regulations pursuant thereto.
25
22.04 Anna shall comply with all federal, state and local government requirements
necessary to obtain grants and assistance for system design, system construction and
studies. Customer agrees to assist Anna in compliance by setting adequate rates,
establishing proper user charges and complying with governmental requirements.
22.05 All exhibits to this Contract are incorporated herein by reference for all purposes
wherever reference is made to the same.
22.06 Section or article headings in this Contract are for convenience only and do not
purport to accurately or completely describe the contents of any section or article. Such
headings are not to be construed as a part of this Contract or any way defining, limiting or
amplifying the provisions hereof.
22.07 This Contract constitutes the sole and only agreement between Customer and Anna
and supersedes any prior understanding or oral or written agreements between Customer
and Anna with respect to the subject matter of this Contract.
22.08 This Contract shall inure only to the benefit of the Parties hereto and third persons
not privy hereto shall not, in any form or manner, be considered a third -party beneficiary
of this Contract. Each Parry hereto shall be solely responsible for the fulfillment of its
customer's contracts or commitments, and Anna shall not be construed to be responsible
for Customer's contracts or commitments by virtue of this Contract or any provision
contained herein.
22.09 Customer shall neither assign any of the rights or obligations of this Contract nor
contract with individual or entity located outside Customer's boundaries to connect to
Customer's System without Anna's prior written approval.
22.10 Each Party shall provide the other Party with a copy of the minute action, order,
ordinance or resolution authorizing the execution of this Contract.
Article 23. Step Dispute Resolution
23.01 Disputes other than Rate or Fee disputes. In accordance with the provisions of
Subchapter I, Chapter 271, Tex. Local Gov't. Code, the Parties agree that, prior to
instituting any lawsuit or other proceeding arising from a dispute under this Contract, the
Parties will first attempt to resolve the dispute by taking the following steps: (1) a written
notice substantially describing the nature of the dispute shall be delivered by the
dissatisfied Party to the other Party, , which notice shall request a written response to be
delivered to the dissatisfied Party not less than five days after receipt of the notice of
dispute; (2) if the response does not reasonably resolve the dispute, in the opinion of the
dissatisfied Party, the dissatisfied Party shall give notice to that effect to the other Party
WO
whereupon each Party shall appoint a person having authority over the activities of the
respective Parties who shall promptly meet, in person, in an effort to resolve the dispute;
and (3) if those persons cannot or do not resolve the dispute, then the Parties shall each
appoint a person from the highest tier of managerial responsibility within each respective
Party, who shall then promptly meet, in person, in an effort to resolve the dispute. Any suit
filed prior to performing these steps shall be abated pending completion of this step
process. This Section shall not apply to any disputes regarding rates or fees Anna charges
Customer.
23.02 Rate or Fee Disputes. Customer agrees that, as a condition precedent to instituting
any lawsuit or other proceeding arising from a rate or fee dispute (including any surcharges
Anna may assess) under this Contract, Customer shall first attempt to resolve the dispute
by taking the following steps:
a. Customer shall deliver a written notice substantially describing the nature of
and reasons for the dispute to Anna;
b. Anna shall respond to the dispute notification in writing within ten business
days after receipt of the notice of dispute;
C. if Customer does not believe Anna's response reasonably resolves the
dispute, Customer may, within ten business days after receipt of Anna's response,
request, in writing, that the Anna City Council consider the rate or fee dispute; and
d. Anna shall, within ten business days of receipt of Customer's written request
that the Anna City Council consider the dispute, place the matter on the Anna City
Council agenda for either a regular or special meeting.
23.03 Customer shall appear before and have one hour to present any evidence and
arguments it has regarding the rate or fee dispute to the Anna City Council. The Anna City
Council shall issue a written final decision regarding the rate or fee dispute within ten
business days after Customer's appearance and said decision shall be final subject to any
remedy Customer may have under applicable law. The date on which such written final
decision is received by Customer shall be the date of notice of Anna's rate decision.
Article 24. Bond Funds
24.01 Tax -Exempt Bonds. The parties hereto understand and agree that the City has issued
or intends to issue bonds the interest on which is excludable from the gross income of the
owners thereof for federal income tax to fund the project described above. The parties
hereto acknowledge that the federal income tax laws impose certain restrictions on the use
and investment of proceeds of any such tax-exempt bonds and on the use of the property
financed therewith and the output produced therefrom. Accordingly, the parties agree and
covenant to take such action to assure, and refrain from such action which will adversely
27
affect, the treatment of such Bonds as obligations described in section 103 of the Internal
Revenue Code of 1986 (the "Code"). Should any party fail to comply with such covenant,
the effect of which being that bonds no longer qualify as obligations described in section
103 of the Code, such defaulting party shall be liable for all costs resulting from the loss
of the tax-exempt status of the interest on such bonds. The parties hereby agree and
covenant to comply with all of the representations and covenants relating to such
exemption. The parties further agree to modify any agreements, make such filings, restrict
the yield on investments, and take such other action necessary to fulfill the applicable
provisions of the Code. For these purposes, the parties may rely on an opinion of nationally
recognized bond counsel.
Article 25. Exhibits
25.01 The following Exhibits are attached to and made a part of this Contract, and are
incorporated by reference for any and all purposes wherever reference is made to same:
Exhibit "A" — The legal description of the Property.
Exhibit "B" —The Basin Map, including the location of the initial Approved
Connection Points at the time this Contract is executed.
Exhibit "C" — An example of the methodology Anna shall use to calculate the cost
of service.
Exhibit "D" — Proposed wastewater flow from the City of Van Alstyne to the City
of Anna
Exhibit "E" — Preliminary 5-year rate estimate
Exhibit "F" — Metering and Sampling Facility Information
Executed on this day of 2025
CITY OF ANNA
r:
Attest
Carrie L. Land, eity Secretary
v� �l
Executed on this , l �j`; day of _,• 1,-, ;VL ' 2025
CITY OF VAN ALSTYNE-
'F \JAN q�s
Lane Jones
City Manager ter.
Attest' ! /
rEXPS,.,
14v
Susan Coffer, City Secretary
29
EXHIBIT A
THE PROPERTY
30
EXHIBIT B
BASIN MAP, INCLUDING APPROVED CONNECTION POINTS
a
Connection
Point 2
Connection
Point 1
Connection
Point 3
MFIKNIi FPOPExT'I
6iUllJM�
_ g5C11TF �G NINI
I� s
�.la L= ia..H4RGC FOIE(
DATE: AUGUST 2021
e LEGENO.T._..
DESIGN: CAV
p-� HURRICANE CREEK DRAWN: JBD
p ..� REGIONAL WWTP CHECKED: KPK
Kimley->>Horn SITE MAP
KHA NO: 064512908
31
EXHIBIT C
AN EXAMPLE OF THE METHODOLOGY ANNA SHALL USE TO
CALCULATE THE COST OF SERVICE
An example of the methodology Anna shall use to calculate the cost of service once
the conditions of Section 7.03 are met.
Hurricane Creek Wastewater Treatment Plant O&M
FY24-25
FY25-26
FY26-27
FY27-28
FY28-29
FY29-30
System Capacity
Salaries
$ 22,350.D0
$ 22.350.00
$ 89,400.00
$
247,240.00
$ 247,240.DO
$ 247,240,00
Salaries -Overtime
$ 1,000.DO
$ 1,000.00
$ 4,DD0.D0
$
6,DD0.00
$ 10,DD0.00
$ 12,DD0.00
PayraIITaxes
$ 1,448.00
$ 1,448.00
$ 6,132.00
$
15,330.00
$ 15,330.00
$ 15,330.00
Health Insurance
$ 4,200.00
$ 4,200.00
$ 16,800.00
$
42,000.00
$ 42,000.00
$ 42,000.00
TMRSRetirement
$ 3,323.00
$ 3,323.00
$ 14,072.00
$
35,180.00
$ 35,180.00
$ 35,180.00
Unemployment
$ 1,000,00
1 $ 1,000.00
$ 2,000.00
$
5,000.00
$ 5,000.00
$ 5,000.00
Worker's Compensation
$ 1,500.00
$ 1,500.00
$ 3,000.00
$
7,500.00
$ 7,500.00
$ 7,500.00
Office Supplies
$ 1,000,00
$ 1,000.00
$ 2,000.00
$
2,000.D0
$ 2,000.00
$ 2,000.00
Office Supplies - Misc.
$ 1,000.00
$ 1,000.00
$ 4,000.00
$
4,000.00
$ 4,000.00
$ 4,000.00
Tools&Equipment
$ 4,000.00
$ 4,000.00
$ 5,000.00
$
8,000.00
$ 8,000.00
$ 8'000.00
Clothing Supplies
$ 700.00
$ 700.00
$ 1,400.00
$
3,500.00
$ 3,500.00
$ 3,500.00
Protective Gear
$ 1,0D0.00
$ 1,000.00
$ 2,000.00
$
5,000.00
$ 5,000.00
$ 5'000.00
Chemicals
$ 8,000.00
1 $ 8,000.00
$ 12,000.00
$
16,000.00
$ 16,000.00
$ 16,000.00
Vehicle Supplies- Fuel
$ 5,000.00
$ 5,000.00
$ 5,000.00
$
15,000.00
$ 15,000.00
$ 15,000.00
Vehicle Supplies - Other
$ 1,400.00
$ 1,400.00
$ 1,400.00
$
4,200.00
$ 4,200.00
$ 4,200.00
Maintenance & Repair- Vehicles
$ 1,400.00
$ 1,400.00
$ 1,400.00
$
4,200.00
$ 4,200.00
$ 4,200.00
Maintenance & Repair- Equipment
$ 5,000.00
$ 15,000.00
$ 15,000.00
$
30,000.00
$ 30,000.00
$ 30,000.00
Maintenance&Repair - Buildings
$ 1,000.00
$ 1,000.00
$ 4,000.00
$
4,000.00
$ 4,000.00
$ 4,000.00
Maintenance&Repair - Sewer Plant
$ 20,000.00
$ 40,000.00
$ 40,000.00
$
40,000.00
$ 60,000.00
$ 60,000.00
Electricity
$ 30,000.00
1 $ 60,000.00
$ 60,000,00
$
100,000.00
$ 100'000.00
$ 100,000.00
Contract Services
$ 5,000.00
$ 20,000.00
$ 20,000.00
$
30,000.00
$ 30,000.00
$ 30,000.00
Sludge Removal
$ 2,500.00
$ 6,000.00
$ 6,000.00
$
12,000.00
$ 18,000.00
$ 24,000.00
Testing Services
$ 4,000.00
$ 10,000.D0
$ 10,000.D0
$
25,000.00
$ 25,000.00
$ 25,000.00
Dues, Publications, Ucensing
$ 1,500.00
$ 3,000.00
$ 3,000.00
$
3,000.00
$ 3,D00.D0
$ 3,000.00
Permits
$ -
$ -
$ -
$
-
$ -
$ 30,000.00
Capital & Operating Expense
$ 3,600.00
$ 8,400.00
$ 16,800.00
$
25,200.00
$ 25,200.00
$ 25,200.00
Travel/Training Expense
$ 500.00
1 $ 1,000.00
$ 2,000.00
$
5,D00.00
$ 5,000.00
$ 5,000,00
Interest Expense
$ 608,858.36
$ 1,574,040.54
$ 2,658,088.00
$
3,568,288.00
$ 4,755,263.00
$ 6,D49,263.00
Other Services - Misc.
DebtService- Principal
$ 256,300.D0
$ 704,700.00
$ 1,270,000.00
$
1,838,000.D0
$ 2,575,000.00
$ 3,380,000.00
Transfers Out
$ 996,579.36
$ 2,501,461.54
$ 4,274,492.00
$
6,100,638.00
$ 8,054,613.00
$ 10,191,613.00
32
EXHIBIT £
Preliminary 5-year Rat Estimate
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EXHIBIT F
Metering and Sampling Facility Information
,A higr",'y flexible monitor,"ng plotforrTi,
adopting right olong with your current
need and any future changes in your
monitoring re:.: , cements.
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34
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Data Retr:eral
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