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Res 2020-08-779 Approving a Potable Water Supply Contract
CITY OF ANNA, TEXAS RESOLUTION NO. ©p- �7q A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A POTABLE WATER SUPPLY CONTRACT AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME; PROVIDING AN EFFECTIVE DATE. WHEREAS, North Texas Municipal Water District ("NTMWD") and Greater Texoma Utility Authority ("GTUA") previously entered into a Potable Water Supply Contract dated November 23, 2004 (the "Previous Contract") which serves as the basis for an updated Potable Water Supply Contract and the previously executed Potable Water Supply Contracts with GTUA Customer Cities that are referenced hereinafter as Participating Cities; and WHEREAS, GTUA and the City, pursuant to V.T.C.A., Chapter 791, Government Code, the Interlocal Cooperation Act, have previously entered that certain Contract for Water Supply and Sewer Service, dated as of December 10, 1996, as amended from time to time and as amended by that Amended and Restated Contract for Water Supply and Sewer Service (the "GTUA/Anna Facilities Contract"); and the GTUA/Anna Facilities Contract remains in full force and effect; and the terms, provisions, representations, warranties, covenants, duties, and obligations set forth in such contract shall in no manner be affected, reduced, modified, or supplanted by the terms, provisions, representations, warranties, covenants, duties, and obligations set forth in this Contract, except as may be explicitly stated in this Contract as having such force and effect; and WHEREAS, GTUA and the City desire to modify the Point of Delivery in the Previous Contract by connecting to the new NTMWD North McKinney 2-inch transmission pipeline thereby requiring a new potable water supply contract with NTMWD and a similarly structured new potable water supply contract between GTUA and City; and WHEREAS, GTUA and the Ciy desire to completely restate several provisions of the Previous Contract and supersede and replace the Previous Contract in its entirety, as provided herein, with the Previous Contract having no further force and effect thereby necessitating similar provisions in the GTUA-City Contract; and WHEREAS, the City desires to adopt a new Potable Water Supply Contract with GTUA substantially in the form attached hereto as Exhibit A; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1. Recitals Incorporated The recitals set forth above are incorporated herein for all purposes as if set forth in full. CITY OF ANNA, TEXAS RESOLUTION NO. �' PAGE 1 of 2 Section 2. Approval of Potable Water Supply Contract and Authorization for Execution The City Council %J the City of Anna, Texas hereby approves and enters into that certain Potable Water Supply Contract attached hereto as Exhibit A and authorizes the City Manager to execute same on behalf of the City of Anna subject to approval as to form by the City Attorney;. PASSED AND APPROVED by the City Council of the City of Anna, Texas and to be effective this 25t" day of August 2020. APPROVED: Nate Pike, Mayor JJ_ Carrie L. Land, City Secretary CITY OF ANNA, TEXAS RESOLUTION NO. � PAGE 2 of 2 CITY OF ANNA POTABLE WATER SUPPLY CONTRACT THE STATE OF TEXAS THE COUNTY OF COLLIN THIS CONTRACT (the "Contract") made and entered into as of this the �;Zth day of August, 2020 (the "Contract Date"), by and between the Greater Texoma Utility Authority ("GTUA"), a conservation and reclamation district created under Article XVI, Section 59, of the Texas Constitution, and the City of ANNA, Texas (the "City"). WITNESSETH: WHEREAS, NTMWD and GTUA previously entered into a Potable Water Supply Contract dated November 23, 2004 (the "Previous Contract") which serves as the basis for an updated Potable Water Supply Contracts and the previously executed Potable Water Supply Contracts with GTUA Customer Cities that are referenced hereinafter as Participating Cities; and WHEREAS, GTUA and the City, pursuant to V.T.C.A., Chapter 791, Government Code, the Interlocal Cooperation Act, have previously entered that certain Contract for Water Supply and Sewer Service, dated as of December 10, 1996, as amended from time to time and as amended by that Amended and Restated Contract for Water Supply and Sewer Service (the "GTUA/Anna Facilities Contract"); and the GTUA/Anna Facilities Contract remains in full force and effect; and the terms, provisions, representations, warranties, covenants, duties, and obligations set forth in such contract shall in no manner be affected, reduced, modified, or supplanted by the terms, provisions, representations, warranties, covenants, duties, and obligations set forth in this Contract, except as may be explicitly stated in this Contract as having such force and effect; WHEREAS, GTUA and Participating Cities, (also lcrrown and referenced as the Collin - Grayson Municipal Alliance, "CGMA") desire to modify the Point of Delivery in the Previous Contract by connecting to the new NTMWD North McKinney 72-inch transmission pipeline as provided for in the referenced 2004 Contract thereby requiring a new potable water supply contract with NTMWD and a similarly structured new potable water supply contract between GTUA and City; and WHEREAS, NTMWD and GTUA desire to completely restate several provisions of the Previous Contract and supersede and replace the Previous Contract in its entirety, as provided herein, with the Previous Contract having no further force and effect thereby necessitating similar provisions in the GTUA-City Contract; and WHEREAS, GTUA has previously served as the coordinating entity to secure Texas Water Development Board ("TWDB") loans on behalf of Participating Cities, being Anna, Howe, Melissa, and Van Alstyne (the "Participating Cities"), for the construction of a water transmission 1 main to deliver surface water to said Participating Cities, all of whom are located in either Collin County or Grayson County, WHEREAS, said TWDB loans were approved subject to execution of a water supply contract and other similar contingencies; WHEREAS, GTUA and Participating Cities desire to obtain an adequate and dependable water supply from NTMWD to provide potable water service to the Participating Cities for projected growth; and WHEREAS, NTMWD was created, among other things, to serve the water needs of its Member Cities and other service area Customers, as further defined in the NTMWD — GTUA Contract referenced herein; and WHEREAS, City acknowledges and understands that this Contract establishes a maximum amount of potable water that NTMWD is required to deliver to GTUA on behalf of Participating Cities ; and WHEREAS, City agrees to construct and operate adequate water distribution, storage and pump station facilities to ensure that the required maximum water rate supplied to the Participating Cities through GTUA by NTMWD pursuant to this Contract does not exceed each collective City's actual maximum day demand water rate during any 24-hour period; WHEREAS, GTUA and City desire to modify the Point of Delivery in the Previous Contract by connecting to the new NTMWD North McKinney transmission pipeline thereby requiring a new potable water supply contract with NTMWD; WHEREAS, NTMWD desired to completely restate the terns of the Previous Contract and supersede and replace the Previous Contract in its entirety except for the referenced facility agreements, debts thereof, and existing TCEQ debt as provided herein, with the Previous Contract having no further force and effect; and WHEREAS, City and GTUA acknowledge and understands that NTMWD determines the rates to be paid by Member Cities and Customers and that rates for GTUA will not be the same as and are higher than the rates for Member Cities; and WHEREAS, City acknowledges that GTUA working though the Participating Cities' Board of Directors, will establish a rate structure for water that incorporates all cost of securing, storing, pumping, funding future debt as City approves, and maintaining the POD from NTMWD, the storage and pumping system, and the transmission system to Participating Cities; and WHEREAS, GTUA and Participating Cities have chosen to purchase water from NTMWD, as well as other possible providers, and is voluntarily entering into this Contract to maintain and expand the maximum water to be received from NTMWD; and WHEREAS, it is necessary for GTUA and each Participating City to enter into a contract providing for: delivery of said water; payment for a proportionate share of the cost of said water by each Participating City; management and construction of required delivery, metering and 2 transmission facilities including, but not limited to the management and operation of said metering and transmission facilities and payment for a proportionate share of the operating and maintenance costs; WHEREAS, the Restated Potable Water Contract between NTMWD and GTUA is the water contract document on which this Contract between GTUA and City is based and shall be considered an integral part of this Contract as if attached hereto in full; and WHEREAS, GTUA and the City are authorized to enter into this Contract pursuant to the Texas Government Code, Chapter 791, the Interlocal' Cooperation Act, and other applicable laws, and agree with one another that the City shall not obtain the goods and services provided by this Contract from any party other than a contracting party hereto, except as provided herein and in this agreement and the GTUA-NTMWD Potable Water Supply Contract and in the GTUA/Anna Facilities Contract; NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, NTMWD agrees to furnish water, and GTUA agrees to pay for water, upon the terms and conditions and for the consideration hereinafter set forth, to wit: Section 1. DEFNITION OF TERMS. The following terms and expressions as used in this Contract, unless the context clearly shows otherwise, shall have the following meanings. (A) "Annual Minimum" means the minimum amount of potable water City must compensate GTUA for during the Annual Payment Period, and each year thereafter, regardless of whether City actually takes such quantity of water. The City Annual Minimum shall be adjusted annually after the first Annual Payment Period as provided in Section 8; (B) "Annual Maximum" means the maximum amount of potable water that NTWMD agrees to sell and deliver to GTUA during any Water Year under the GTUA and NTMWD Contract. (C) "Annual Payment" means the amount of money to be paid to GTUA by the City during each Annual Payment Period. (D) "Annual Payment Period" means NTMWD's and GTUA's fiscal year, which currently begins on October 1 of each calendar year and ends on September 30 of the next following calendar year, but which may be any twelve (1)) consecutive month period fixed by GTUA. (E) "CGMA" means the group of Cities as represented by the Collin Grayson Municipal Alliance Advisory Board comprised of the Mayor of each Participating City or the designated alternate. 3 (F) "Contract Date" means the effective date of this Contract as executed by both parties. (G) "City" means the City of ANNA, Texas, a party to this Contract in all respects. (H) "Customer " means any direct customer of NTMWD, GTUA (and not including Member Cities), with which NTMWD contracts with to furnish water. (I) "Daily Average" means 1/365 of the Annual Minimum as provided in Section 8 of this Contract at the Point(s) of Delivery (J) "Distribution System" means a system of pipes exclusively owned by the City that conveys potable water to the consumers. The term includes pump stations, ground and elevated storage tanks, potable water mains and potable water service lines and all associated valves, fittings, and meters. (K) "Emergency Condition" means a condition that necessitates an expeditious delivery of water to prevent or combat imminent peril to the public health, safety, or welfare. (L) "Engineer" means the Consulting Engineer with whom GTUA enters into a contract to design and consult on issues related to the System. (M) "Facilities Contract" means the contracts that the City has, which is separate from this Contract, that established the relationship between GTUA and the City in order for GTUA to issue debt on the City's behalf. (N) "GTUA" means the Greater Texoma Utility Authority as defined in the preamble to this Contract, and more specifically, a conservation and reclamation district created under Article XVI, Section 59, of the Texas Constitution, and a party to this Contract in all respects. (0) "Member City or Member Cities" means the Cities of Allen, Farmersville, Forney, Frisco, Garland, McKinney, Mesquite, Plano, Princeton, Richardson, Rockwall, Royse City, Wylie, and any other city that may hereafter legally be annexed into the service area of NTMWD in accordance with Tex. Rev. Civ. Stat. Art. 8280- 141. (P) "MGD" is an abbreviation for "million gallons of water per day' and means a quantity of water during a period of time expressed for convenience in terms of an average annual daily quantity during an Annual Payment Period. (Q) "NTMWD" means the North Texas Municipal Water District, as defined in the preamble to this Contract. 595 (R) "Original System Debt" means the debt that was issued prior to this Contract which includes three (3) bond issuances that were issued for the purposes of planning, land acquisition, design, and construction of the System. (S) "Participating es" means the ces which execute and approve contracts representing participation in the objectives contemplated and described in this Contract, to wit: Anna, Texas, Howe, Texas, Melissa, Texas, and Van Alstyne, Texas and such other Cities as may subsequently be approved as a Participating City by a unanimous vote of other Participating Cities and approval of GTUA Board and execute the then current version of this agreement. (T) "Point of Delivery" means the meter vault between the provision of service by GTUA to City, all facilities upstream of which shall be the sole responsibility of GTUA or NTMWD, and all facilities downstream of which shall be the sole responsibility of the City; (U) "Previous Contract" means the contract between GTUA and NTMWD which was made and entered into on May 17th, 2004, based on the "Regional Contract", both of which are acknowledged as the precedents for this Contract and is made part hereof as if incorporated fully herein. (V) "Regional Contract" means the "North Texas Municipal Water District Regional Water Supply Facilities Amendatory Contract," dated August 1, 1988, together with all similar contracts between NTMWD and contracting parties. (W) "Supplemental Loan(s)" means each and every other loan of funds, received from time to time from TWDB or any other source, used to finance the acquisition and construction of any part of the System or other facilities found to be necessary to the operations and purposes of the System and this Contract, the repayment of which is the ultimate responsibility of the Participating Cities, whether such Supplemental Loan(s) is/are incurred for the benefit of the Participating Cities by GTUA, NTMWD, or any other person. (X) "System" means collectively the GTUA-CGMA existing system and the future improvements of thereto for water storage, treatment, transportation, distribution, and supply, as well as land and easements required for said improvements as contemplated by this Contract on behalf of and for the benefit of Participating Cities, wherever located, as necessary for the delivery of the water to the Participating Cities. (Y) "TWDB Loan" means the Texas Water Development Board loan approved by the TWDB on March 19, 2003, the repayment of which is the ultimate responsibility of the Participating Cities. 5 (Z) "TWDB State Participation Loan" means the state participation portion of the loan approved March 19, 2003, the repayment of which is the ultimate responsibility of the Participating Cities. (AA) "Water Year" means the period of August 1 of each calendar year through July 31 of the next following calendar year or such other twelve (12) month period designated by GTUA to the City. FOR ADDITIONAL DEFINITIONS, see attached GTUA/NTMWD Contract definitions. Section 2. DELIVERY OF WATER. GTUA agrees to sell and to deliver potable water it receives from NTMWD under the attached GTUA/NTMWD Contract to the City's existing Point(s) of Delivery as identified in Section 5 and in Exhibit A to this Agreement and future delivery points as approved by GTUA. The City agrees to take at said Point(s) of Delivery water required for use by the City during the term of this Contract, including potable water for the City's own use and for distribution to all retail customers served by the City's water distribution system or within City's existing Texas Commission on Environmental Quality ("TCEQ") certificated retail service area, City Limits, or ETJ. The quantity of water sold to the City shall be measured at the City's Point(s) of Delivery. Contracts, between the City and any other person or entity, existing prior to the Contract Date for the sale of water to or from the City shall not be affected by this Contract. It is specifically provided, however, that after the Contract Date, the City shall not enter into, renew, or amend with regard to volume of water to be supplied, any agreement to supply any such potable water for use outside its boundaries or the City's TCEQ certificated retail service, including an agreement to supply any such potable water to another City or water entity, unless each such agreement is approved by the Board of Directors of GTUA (which approval shall not be unreasonably withheld and which shall not be approved unless the original four Participating Cities unanimously agree and so recommend through the CGMA Advisory Board). Similarly, the City shall not become a party to any contract for the purchase or sale of potable water with another Participating City, or any other person or entity, which would violate or be inconsistent with the provisions of this Contract. Any agreement relating to the City's purchase of water, to be made between the City and such supplying person or entity, shall not be entered into prior to receiving the written consent of GTUA to such agreement, which consent shall not be unreasonably withheld. It is recognized that the City intends to utilize its well (groundwater) system to meet a portion of its potable water needs. That use is considered compatible and consistent with this Contract. The acquisition of, or use of, water from such sources shall never obviate or reduce the obligations, duties and responsibilities of the City to make the payments specified in this Contract. GTUA shall furnish the City with a minimum flow of 654,882 gallons of water per day (0.654882 MGD) as established for the 2019-20 Water Year. Each Participating Cities' annual minimum shall be adjusted on an annual basis. The City's Annual Minimum amount may be reduced, with GTUA's and the City's consent and for an agreed -upon period of time, by the amount of water that any other Participating City agrees to take that is in excess of such other Participating City's Annual Minimum amount consistent with CGMA Buy -Sell Agreement Policy or as delineated herein. GTUA agrees to continue to monitor the needs of the area and from time to time will consult with the City on future needs. Additional water may be obtained from GTUA in a manner consistent with GTUA policies and contractual obligations in effect at the time to meet the needs of the City and other Participating Cities. It is further provided that in the event NTMWD is unable to provide GTUA the volume of water needed for all Participant Cities resulting in one or more Participant City being unable to take the City established Annual Minimum amount, GTUA will use its best efforts to negotiate a reduced Annual Minimum amount with NTMWD. GTUA, through NTMWD, will use its best efforts to furnish and remain in position to furnish potable water sufficient for all reasonable potable water requirements of the City (except those furnished by ground water or other sources existing at the time of this Contract) subject to the limitations of NTMWD. The obligation of GTUA to provide water to the City shall be limited to the amount of potable water available to it from NTMWD during normal operation which will not impair the NTMWD obligation to its customers. The Annual Maximum that NTMWD agrees to sell and deliver to GTUA at the GTUA/NTMWD Point of Delivery shall be 1,792,882,000 gallons per year. Except as provided in Section 8(J), the maximum rate of delivery at the Point of Delivery shall not exceed 2.2 times the Daily Average supplied to each Participating City hereunder and that it shall be the responsibility of each City to provide storage sufficient for said city to maintain the 2.2 times the Daily Average, which average is consistent with the capabilities and abilities of NTMWD facilities, and it is understood that GTUA may from time to time adjust the maximum rate of delivery on an equitable and uniform basis to all Participating Cities based on a commensurate adjustment in the NTMWD-GTUA rate of delivery. Section 3. OTHER CONTRACTS. GTUA reserves the right to supply additional available potable water from the System to other persons, as determined by GTUA's Board of Directors and as approved by the Participating Cities, so long as doing so does not result in GTUA's failure to provide the minimum flow of water to the Participating Cities as described in Section 8(A) of this Contract. Any sale of such additional available water by GTUA shall be made pursuant to a contract to be entered between GTUA and the person purchasing an amount of excess water, with such terms of sale and all other essential terms being set forth in such contract. Additional available water to be sold may be transmitted through the facilities of one or more of the Participating Cities by agreement with GTUA, and each Participating City providing use of its facilities for such transmission shall be fairly compensated for such use. The net revenues of any sale of excess water (net revenues being the proceeds of sale of the excess water less any and all costs to GTUA of processing, pumping, handling, and transmitting such excess water, including any charges paid by GTUA to any Participating City for using such Participating City's transmission facilities to deliver the excess water to the purchaser) shall be deposited to a debt service fund created to pay indebtedness incurred by GTUA to finance the System, and such moneys on deposit in such debt service fund on the business day which is not less than fifteen (15) days prior to the date that the next debt service payment on the indebtedness incurred to finance the System is due shall reduce, upon a pro-rata basis determined in accordance with the established pro-rata distribution of the System debt service liability among the Participating Cities, the amount of the System monthly amortization payments due to be paid by the respective Participating Cities under their respective Facilities Contracts. Section 4. QUALITY. The water to be delivered by GTUA to the City shall be as provided for in the GTUA/NTMWD Contract and shall be in compliance with all the standards of all State and Federal agencies having jurisdiction over water quality. Participating Cities shall be responsible for any additional disinfection prior to pumping or flowing said water into the City Water Distribution System, Section 5. POINT Si OF DELIVERY. The initial and cm�ent points) of delivery for the Participating City's transmission pipeline shall be at a point designated as follows: The Points) of Delivery at the time of execution of this Agreement for City are generally located: (1) near State Highway 5 and Collin County Outer Loop, Anna TX; (2) near Sherley Rd. and 5th St, Anna, TX; and (3) a temporary Point of Delivery near Highway 5 and Anthony St., Anna, TX. The parties agree that if the transmission pipeline is relocated either at the request of the City, or for any other reason, the City shall pay all costs associated with the construction of a new Point(s) of Delivery or connection to a different pipeline at the discretion of GTUA, including any and all costs associated with furnishing the site of the new Point(s) of Delivery as described in this section. Provided, that the City may request GTUA to establish one or more additional City Points of Delivery. GTUA's agreement to establish any such additional City Point(s) of Delivery shall be subject to and based upon an engineering analysis of the impact on the System of adding such additional City Point(s) of Delivery, which analysis shall include but not be limited to making the determination that the System's ability to fulfill existing delivery commitments to all Participating Cities, at the time an additional City Point of Delivery is established, will not be impaired. All costs of establishing an additional City Point of Delivery shall be at the City's expense (unless GTUA concludes, based upon an engineering analysis, that the additional City Point of Delivery provides a benefit not only to the City; and in such case, all such benefiting entities shall bear the costs of the additional Point of Delivery in proportion to the benefit received therefrom). City agrees to furnish the site at the Point of Delivery and to construct and operate adequate water distribution, storage and pump station facilities so that the maximum rate of delivery will not exceed 2.2 times the Daily Average at the Point of Delivery. City shall design and construct a separate vault for the Point of Delivery. The vault will include the billing meter, control valve, and appropriate SCADA equipment. City shall also provide one level transmitter for the ground storage tank and subsequent additional ground storage tanks for GTUA use and shall provide a separate air gap for the Point of Delivery at the ground storage tank. It is understood that the Participating entities and GTUA are exploring the possibility of providing an additional point of delivery on the north end of the transmission system. At the point where a new delivery point is deemed necessary and likely, GTUA and the Participating entities will commence negotiations for amending this Contract to make all necessary adjustments. City shall provide to GTUA all plans for the design, construction, and installation of any facilities and equipment required to receive and take ail potable water delivered to it under this E: Contract and City shall not proceed with any construction or installation without GTUA's prior written approval of such plans, which approval shall not be unreasonably withheld. Further, GTUA and if desired, NTMWD, shall have the right to inspect any and all facilities and equipment to ensure compliance with the GTUA and/or NTMWD approved plans. City shall also perform and coordinate with GTUA regarding any and all construction activities that involve the GTUA-CGMA System. City shall construct, maintain, and operate, at its own cost and expense, all facilities and equipment necessary to receive and take all potable water delivered to it under this Contract. Regardless of GTUA's or NTMWD's approval of any Customer plans for the design, construction, and installation of any facilities and equipment required to receive and take all potable water delivered to it under this Contract, City is solely responsible for the sufficiency of design to receive volume(s) of water established pursuant to this Contract. Any construction of said facilities must meet GTUA and/or NTMWD standards. No change in the type or size of meters, or size of the tap, shall be allowed unless this Contract has been amended as set forth in Section 10, Modification. Section 6. MEASURING EQUIPMENT. City shall furnish and install at the GTUA/Participating Cities Point(s) of Delivery the necessary rate of flow control equipment of a standard type approved by GTUA for measuring properly the quantity of water delivered under the GTUA/NTMWD Contract, and such Master Meter and other equipment so installed shall become the property of the System as herein defined. Additionally, Participating Cities shall furnish and install at the City Point of Delivery the necessary rate of flow equipment of a standard type approved by NTMWD and GTUA for measuring properly the quantity of water delivered under this Contract and such billing meter and other equipment so installed shall become the property of GTUA. It is further understood that the costs of any modifications and/or maintenance directly related to the City's Point(s) of Delivery shall be the responsibility of the City. GTUA and the City shall have access to such metering equipment at all reasonable times, but the reading, calibration, and adjustment thereof shall be done only by the employees or agents of GTUA. For the purpose of this Contract, the original record or reading of the meter shall be the journal or other record book of GTUA in their respective offices in which the records of the employees or agents of GTUA who take the reading may be transcribed. Upon written request of the City, GTUA will provide a copy of such journal or record book, or permit it to have access to the same in the office of GTUA during reasonable business hours. GTUA, at system expense, shall perform meter verifications at all delivery meters once per year to ensure they are operating within meter manufacturer tolerances; City shall have the right to be present for said calibrations. There shall be no adjustments or reimbursements under a once per year calibration system. City may, at its option and its own expense, install and operate a check meter downstream of the Point of Delivery to check each billing meter installed by GTUA, but the measurement of water For the purpose of this Contract shall be solely by GTUA's meters, except in the cases hereinabove specifically provided to the contrary. All such check meters shall be of standard make and shall be subject at all reasonable times to inspection and examination by any employee or agent of GTUA. 0 Section 7. UNIT OF MEASUREMENT. The unit of measurement for potable water delivered under this Contract shall be 1,000 gallons of water, U.S. Standard Liquid Measure. Section 8. PRICE AND TERMS. The services to be performed under this Contract by GTUA consist of the delivery of water received from NTMWD or other sources in accordance with the provisions of this Contract and the administration / management, operation and maintenance of said facilities.. In return for such service, the City agrees to compensate GTUA by payment of certain minimum annual sums of money, for each of which said sums GTUA agrees, if required by the City, to deliver all, or so much thereof as the City may desire, of a certain corresponding volume of water as follows: (A) City will compensate GTUA at the current water rate established for Participating Cities by the Board of Directors of GTUA (referenced as "CGMA Water Rate"), as such Water Rate may be changed from time to time based on the cost of water from NTMWD and GTUA-CGMA operational cost and as hereinafter further delineated for an Annual Minimum of 239,032,000 gallons of water (a Daily Average of 654,882 gallons per day), regardless of whether said quantity is actually taken by City, and any water delivered in excess of the amount allowed for the Annual Minimum will also be purchased at the adopted Water Rate for such excess amount. The City Annual Minimum will be required to purchase at the above Water Rate, or such other Water Rate as may be from time to time determined by GTUA, in accordance with all related contracts, shall be calculated annually for each ensuing year and such minimum amount shall not be less than the highest total amount taken by GTUA during any previous year or 239,032,000 gallons, whichever is greater; provided however, the aggregate total of all Participating Cities cannot take more than 1,792,882,000 gallons per year as provided in Section 2 of this Contract. (B) Payment for billed water shall be a combination of the water measured by the GTUA meter installed at the City Point of Delivery and a share of any lost, flushed, and unaccounted for water. The amount of lost, flushed and unaccounted for water shall be determined by subtracting the total of all Participating Cities' individual Points of Delivery Meters from the total water delivered to the GTUA/Participating Cities System as measured by the GTUA Point of Delivery Master Meter. Said lost and unaccounted for share shall be included in the Annual Minimum calculation in addition to the water delivered at the City's Point(s) of Delivery. Said lost and unaccounted for water shall be calculated by multiplying the amount of lost, flushed and unaccounted for water times a ratio calculated as the water measured by the City Point of Delivery Meter to the total of all Participating Cities Individual Point of Delivery Meters once all cities are taking water consistently to satisfy daily water demand and sufficient to maintain water standard levels. Prior to all cities taking water at annual minimum levels consistently and maintaining such consistent or use 10 from that point forward, water for flushing purposes shall be charged equally to all Participant Cities. (C) If potable water must be rationed, such rationing shall, within the limits permitted by law, be accomplished by GTUA on an equal basis of the relative actual total amount of all potable water taken by each Participating Entity, respectively, during the last preceding Annual Payment Period in which rationing among said Participating Entities was not necessary. (D) The Annual Minimum set out in Section 2 and Section 8 hereof shall be reviewed at the end of each Annual Payment Period and shall be redetermined by the GTUA at that time. (E) Payment of the minimum annual service charge listed above shall be made each year by the City to GTUA in twelve (12) equal monthly installments, each of which shall be due and payable on or before the 1 st day of the month following the service. It is further agreed that, in addition to the amounts required to be paid by City herein, if during any Water Year the City uses System potable water in excess of the Annual Minimum for the Annual Payment Period that commenced during such Water Year, then City shall pay for said excess water in accordance with the provisions of Section 8(A). Excess water charges shall be billed by GTUA to City as soon as practicable after the end of such Water Year and shall be paid to GTUA as soon as practicable thereafter, and in all events prior to the beginning of the next Annual Payment Period. (F) Liability for making payments as herein set forth shall commence on the date of the execution of this Contract. (G) In the event that the City shall fail to make any such monthly payment or annual payment within the time herein in this Section specified, interest on such amount shall accrue at the rate of ten percent (10%) per annum from the date such payment becomes due until paid in full with the interest as herein specified. In the event such payment is not made within thirty (30) days from the date such payment becomes due, GTUA may at its option, after thirty (30) days' written notice to the City, discontinue delivery of water to the City until the amount due GTUA is paid in all with interest as herein specified. It is further provided that in the event the City shall fail to make any such monthly payment or annual payment within the time herein in this Section specified, GTUA or its successor or assigns shall have the right to petition the District Court in Grayson County for a writ of mandamus to compel compliance with this Contract. (H) If City takes an amount of water above the authorized amount or authorized rate of delivery allowed by GTUA's water conservation plan and drought 11 contingency plan, as may be amended from time to time, GTUA may require the City to pay three (3) times the Water Rate for water taken in excess of the authorized amount or authorized rate of delivery under either plan. (I) Any time City exceeds the maximum rate of delivery of 2.2 times the Daily Average at the Point of Delivery as determined by GTUA, City shall pay three (3) times the Water Rate for such water if such fee is charged to GTUA by NTMWD. (J) In the event of an Emergency Condition, as that term is defined herein, GTUA may, in its sole discretion, waive the increase in the Water Rate in Section 8(I) for exceedance of the maximum rate of delivery of 2.2 times the Daily Average for the Point of Delivery. This waiver shall apply for a 48-hour period, after which such waiver shall terminate. In its sole discretion, GTUA may extend the waiver for additional 48-hour periods if GTUA determines that an extension of the waiver is warranted. (K) GTUA, at its sole discretion and at any time, may deliver water to City at a delivery rate greater than 2.2 times the Daily Average for the purpose of (i) minimizing or managing energy costs (e.g. 4 Coincident Peak (4CP), minimizing pump starts and/or stops, etc.); or (ii) managing hydraulic constraints in the System In the event GTUA exercises either of these option, City shall pay only the Water Rate for water received. (L) GTUA-CGMA Water Rate Provisions: The water rate established for GTUA potable water delivered to Participating Cities shall be based on all costs incurred in the delivery of potable water to Participating Cities broken down into the cost per I,000 gallons of water, including, but not limited to: (1) all costs /charges payable to NTMWD for potable water. (2) a charge per thousand gallons of water which shall be for purposes of operating and maintaining the delivery and transmission facilities, including insurance, maintenance, electric service, and system management and administration. GTUA operational costs shall be based on a proportionate share of GTUA operating expenses including salaries, utilities, insurance, and other normal operations costs. (3) The cost to maintain established levels of reserves for unexpected maintenance and routine repair• or• other operational requirements; said costs shall be for purposes of establishing and maintaining a maintenance and repair reserve fund for major maintenance and repairs; said charge shall be established on a per thousand gallons of water basis and may be modified by GTUA when said reserve funds are determined by GTUA, to be adequate for the major maintenance and repair needs of the System; provided, that the 12 funds so reserved shall never be or become available or used to pay any indebtedness incurred to finance the System, in whole or in part, including any future improvements, extensions, or appurtenances thereto unless specifically authorized by the majority of Participating Cities. (4) Processing, pumping, and handling charges GTUA incurs on the City's behalf or for its benefit in order to deliver water under this Contract. (5) The cost for planning and design modifications for expansion, modification, or replacement of GTUA-CGMA Water System components. (6) The cost for any debt service expenses incurred following the contract date of this contract. (7) Such other costs as generally acknowledged to be mandatory and integral to the operation of said GTUA-CGMA System (8) It is specifically noted that the original GTUA-CGMA Water System capital and debt cost was established by inclusion within the original bond covenants as a separate and distinct cost from operational or potable water costs and will continue to be a separate annual charge under the methodology established in the bond covenants until the original debt is retired or refunded. (9) Following the Contract Date of this Agreement, all additional debt service expense (debt service, issuance expense, and all related expenses) shall be calculated and charged as a component of the water rate charge on the proportional volume of each City in relationship to the total Participating City volume under the immediately prior Annual Take Amount as described in this agreement. Said methodology shall be memorialized in a CGMA Policy Statement for the transition from equal share cost to the proportionate share of Original System Debt, defined in the Original System Debt bond covenants, with a recommendation approved by the CGMA Board for GTUA implementation. (10) Prior to the implementation of the above described water rate methodology, the various components for such rate shall be reviewed and discussed with Participating Cities and the process methodology shall be adopted and memorialized in a CGMA Policy Statement for Water Rate Charges and the components thereof approved by the CGMA Board for recommendation to GTUA for implementation which provides sufficient revenue for GTUA to pay all associated costs of the CGMA System operation. Section 9. TERM OF CONTRACT. This Contract shall commence on the Contract Date and shall continue in force and effect as long as the attached GTUA/NTMWD Conhact is effective, but not to exceed thirty (30) years at which time a successor contract be executed. Upon the 13 expiration of this Contract, another contract shall be entered by the parties unless both parties agree to the contrary. Section 10. MODIFICATION. This Contract may be changed or modified only with the consent of the governing bodies of both GTUA and the City. No such changes or modifications may be made which will affect adversely the prompt delivery of potable water by GTUA to the City or the payment when due of all moneys required to be paid by the City under the terms of this Contract. Section 11. FORCE MAJEURE. If by reason of force majeure any party hereto shall be rendered unable wholly or in part to carry out its obligations under this Contract, other than the obligation of the City to make the payments required under Section 8 of this Contract, then if such party shall give notice and full particulars of such force majeure in writing to the other party after occurrence of the event or cause relied on, the obligation of the party giving such notice, so far as it is affected by such force majeure, shall be suspended during the continuance of the inability then claimed, but for no longer period, and any such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term "Force Majeure" as employed herein shall mean acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemy, orders of any kind of the Government of the United States or the State of Texas, or any civil or military authority, insurrection, riots, epidemics, landslides, lightning, earthquake, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines or canals, partial or entire failure of water supply, or on account of any other causes not reasonably within the control of the party claiming such inability. Section 12. INSURANCE. GTUA agrees to carry and arrange for fire, casualty, public liability, and/or other insurance, including self-insurance for purposes and in amounts which, as determined by GTUA, ordinarily would be carried by a privately -owned utility company owning and operating such facilities, except that GTUA shall not be required to provide liability insurance except to insure itself against risk of loss due to claims for which it can, in the opinion of GTUA's legal counsel, be liable under the Texas Tort Claims Act or any similar law or judicial decision. Such insurance will provide, to the extent feasible and practicable, for the restoration of damaged or destroyed properties and equipment, to minimize the interruption of the services of such facilities, or as required by the NTMWD-GTUA Contract . All premiums for such insurance shall constitute just and reasonable operation and maintenance expense. The insurance coverage referenced herein does not extend to any facility owned by City which insurance, if secured, shall be the responsibility and cost of City. Section 13. REGULATORY BODIES AND LAWS, This Contract is subject to all applicable Federal and State Laws and any applicable permits, ordinances, rules, orders, and regulations of any local, 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. 14 Section 14. NOTICES. Unless otherwise provided herein, any notice, communication, request, reply, or advice (herein severally and collectively, for convenience, called "Notice" herein provided or permitted to be given, made, or accepted by any party to any other party must be in writing and may be given or be served by depositing the same in the United States mail postpaid and registered or certified and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party, or by prepaid telegram when appropriate, addressed to the party to be notified. Notice deposited in the mail in the manner hereinabove described shall be conclusively deemed to be effective, unless otherwise stated herein, from and after the expiration of three (3) days after it is so deposited. Notice given in any other manner shall be effective only if and when received by the party to be notified. For the purposes of notice, the addresses of the parties shall, until changed as hereinafter provided, be as follows: If to GTUA, to: General Manager Greater Texoma Utility Authority 5100 Airport Drive Denison, Texas 75020 If to the City, City Manager City of Anna P.O. Box 776 Anna, Texas 7540M776 The parties hereto shall have the right from time to time and at any time to change their respective addresses, and each shall have the right to specify as its address any other address by at least fifteen (15) days written notice to the other parties hereto. Section 15. SEVERABILITY. The parties hereto specifically agree that in case any one or more of the sections, subsections, provisions, clauses, or words %J this Contract or the application of such sections, subsections, provisions, clauses, or words to any situation or circumstance should be, or should be held to be, for any reason, invalid or unconstitutional, under the laws or constitutions of the State of Texas, or the United States of America, or in contravention of any such laws or constitutions, such invalidity, unconstitutionality, or contravention shall not affect any other sections, subsections, provisions, clauses, or words of this Contract or the application of such sections, subsections, provisions, clauses, or words to any other situation or circumstance, and it is intended that this Contract shall be severable and shall be construed and applied as if any such invalid or unconstitutional section, subsection, provision, clause, or word had not been included herein, and the rights and obligations of the parties hereto shall be construed and remain in force accordingly. Section 16. VENUE. All amounts due under this Contract, including, but not limited to, payments due under this Contract or damages far• the breach of this Contract, shall be paid and be due in Grayson County, Texas, which is the County in which the principal administrative offices of 15 GTUA are located. It is specifically agreed among the parties to this Contract that Grayson County, Texas, is the principal place of performance of this Contract. Section 17. OTHER CONDITIONS AND PROVISIONS. (A) Operation and Maintenance of System. GTUA will continuously operate and maintain the System in an efficient manner and in accordance with good business and engineering practices, and at reasonable cost and expense. GTUA assumes no responsibility for the operation or maintenance of any portion of the City's system. (B) Title to Water: Indemnification. GTUA shall retain the title to all water supplied to the City up to the City's Point of Delivery as set forth in Section 5(A) herein, at which point title shall pass to the City. GTUA and City shall save and hold each other harmless from all claims, demands, and causes of action that may be asserted by anyone on account of the transportation and delivery of said water while title remains in such party. As between the parties, City shall have the first right to use all effluent produced from any wastewater treatment plant that treats the wastewater resulting from the use of the water made available under this Contract for direct reuse, but solely for its own purposes, and not for sale to, or use by, any customer of the City. To the extent that effluent produced by a wastewater treatment plant that treats the wastewater resulting from the use of water made available under this Contract is discharged to water courses of the State, the right of City to reuse such effluent produced from such wastewater treatment is terminated, and NTMWD shall have the right, as amongst the parties, pursuant to any necessary authorization of the State, to indirectly reuse said effluent. City shall ensure via any wholesale contract with a subsequent customer, entered into after the Contract Date, to maintain NTMWD's right to indirectly reuse treated effluent, the underlying source of which is water from NTMWD and subsequently GTUA made available under this Contract. (C) Operating Expenses of the City. The City represents and covenants that all payments to be made by it under this Contract shall constitute reasonable and necessary "operating expenses" of its system, as defined in Chapter 1502 of the Texas Government Code, as amended, and that all such payments will be made from the revenues of its system. The City represents and has determined that the potable water supply to be obtained from the System, including the Projects and other System facilities, is absolutely necessary and essential to the present and future operation of its water system and is the only available and adequate source of supply of potable water. Therefore and accordingly, all payments required by this Contract to be made by the City shall constitute reasonable and necessary operating expenses of its respective system as described above, with the effect that the obligation to make such payments fiom revenues of such systems shall have priority over any obligation to malce any payments from such revenues (whether of principal, interest, or otherwise) wAn respect to all bonds or other obligations heretofore or hereafter issued by the City. (D) The Cia S Rates for Waterworks System. The City 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 water services to be supplied by its waterworks system as aforesaid as will produce revenues in an amount equal to at least (i) all of its payments under this Contract and (ii) all other amounts required to be paid from said revenues by the provisions of the ordinances or resolutions authorizing its revenue bonds or other obligations now or hereafter outstanding and file appropriate financial reports related to the City system including annual audits. It is further provided that in the event the City shall fail to fix and collect such rates and charges as will produce revenues in an amount equal to at least all of its payments to be made under this Contract, GTUA or its successor or assigns shall have the right to petition the District Court Grayson County for a writ of mandamus to compel compliance with this Contract. (E) E ui GTUA and City each acknowledges that it will accrue no equity or any other interest in the NTMWD System or any other assets of NTMWD as a result of payment or other performance pursuant to this Contract. City further acknowledges that it will accrue no equity or any other interest in the GTUA System as a result of payment or other performance pursuant to this Contract other than the share of ownership in said system as provided for in the Original System Debt documents. Section 18. WATER CONSERVATION. City agrees to adopt, implement, and enforce any and all ordinances and policies related to water conservation and drought management as required by the Texas Water Code, rules of the TCEQ and/or as may be adopted by the Board of Directors of NTMWD and/or GTUA. GTUA's obligations pursuant to this Contract shall be subject to City preparing and implementing a water conservation plan or water conservation measures, as well as implementing any water conservation plans and drought contingency plans adopted by NTMWD and/or GTUA and required or approved by the TCEQ, the Board of NTMWD or GTUA, or any other federal, state, or local regulatory authority with power to require or approve water conservation and drought contingency plans. Upon execution of this Contract, City shall submit its water conservation plan or water conservation measures, and drought contingency plan, to GTUA for review and approval, and City agrees to amend its water conservation plan or water conservation measures, and drought contingency plan as requested by GTUA in order to comply with requirements of GTUA's water conservation plan and drought contingency plan, program and/or rules. City shall also submit any changes or amendments to its water conservation plan or water conservation measures, and drought contingency plan, to GTUA for review and approval. GTUA has adopted a water conservation plan and a drought contingency plan incorporating provisions no less stringent than the NTMWD plan and may amend both from time to 17 time. If City fails to implement GTUA's and its own drought contingency plan when trigger conditions occur, GTUA may implement rationing and collect the rate for water withdrawn as provided in Section 8(G) of this Contract, as well as enforce any contractual, statutory, or common law remedies available. The amount of water that is provided pursuant to this Contract when City is not in compliance with GTUA's water conservation plan and drought contingency plan will be reduced to the amount estimated as necessary to satisfy City's demand if City was operating in compliance with both GTUA's and City's drought contingency plans. If NTMWD and GTUA authorizes City to resell water from the System pursuant to the conditions included herein, City shall require through a contract condition that any successive user(s) of water from the System must implement water conservation measures that comply with the GTUA and City's water conservation plans, measures, programs, and/or rules. Section 19. DEMAND ASSESSMENT. The location of the delivery points) and any quantity set forth in this Contract are intended to meet the water needs of City. The needs of City are independently determined by City, and GTUA has conducted no independent evaluation of the City's water system. Section 20. SOLE AGREEMENT. This Contract constitutes the sole and only agreement of City and GTUA and supersedes any prior understanding or oral or written agreements between City and GTUA with respect to the subject matter of this Contract. Section 21. NO THIRD -PARTY BENEFICIARIES. 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 party hereto shall be solely responsible for the fulfillment of its customer contracts or commitments, and GTUA shall not be construed to be responsible for City's contracts or commitments by virtue of this Contract or any provision contained herein. Section 22. WAIVER. Failure to enforce or the waiver of any provision of the Contract or any breach or nonperformance by the City or GTUA shall not be deemed a waiver by WY or GTUA A the right in the future to demand strict compliance and performance of any provision of this Contract. No officer or agent of City or GTUA is authorized to waive any provision of the Contract. Section 23. REMEDIES. It is not intended hereby to specify (and this Contract shall not be considered as specifying) an exclusive remedy for any default, but all such other remedies (other than termination) existing at law or in equity may be availed of by any party hereto and shall be cumulative. Section 24. INDEMNITY. BY SIGNING THIS CONTRACT, CITY AGREES, ON BEHALF OF ITSELF AND ITS SUCCESSORS AND ASSIGNS, THAT IT RELINQUISHES AND DISCHARGES, AND WILL, TO THE FULLEST EXTENT PERMITTED BY LAW, DEFEND, PROTECT, INDEMNIFY, AND HOLD HARMLESS GTUA AND GTUA'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND CONSULTANTS FROM AND AGAINST ALL CLAIMS, LOSSES, EXPENSES, COSTS, DAMAGES, DEMANDS, JUDGMENTS, CAUSES OF ACTION, SUITS, AND LIABILITY IN TORT, CONTRACT OR ANY OTHER BASIS AND OF EVERY KIND AND CHARACTER WHATSOEVER (INCLUDING BUT NOT LIMITED TO ALL COSTS OF DEFENSE, SUCH AS FEES AND CHARGES OF ATTORNEYS, EXPERT WITNESSES, AND OTHER PROFESSIONALS INCURRED BY GTUA AND ALL COURT OR ARBITRATION OR OTHER DISPUTE RESOLUTION COSTS) ARISING OUT OF OR INCIDENT TO, DIRECTLY OR INDIRECTLY, THIS CONTRACT, INCLUDING BUT NOT LIMITED TO, ANY SUCH CLAIM FOR BODILY INJURY, DEATH, PROPERTY DAMAGE, CONSEQUENTIAL DAMAGE, OR ECONOMIC LOSS AND ANY CLAIM THAT MAY ARISE IN CONNECTION WITH THE QUALITY, QUANTITY, USE, MISUSE, IMPOUNDMENT, DIVERSION, TRANSPORTATION, AND MEASUREMENT OF WATER AND ANY CLAIM THAT MAY ARISE AS A RESULT OF INSTALLATION, INSPECTION, ADJUSTING, OR TESTING OF MEASURING AND RECORDING EQUIPMENT INVOLVING GTUA DELIVERY OF WATER TO CITY, AS WELL AS ANY CLAIM THAT MAY ARISE FROM ANY CONDITION OF CITY'S FACILITIES, SEPARATE OPERATIONS BEING CONDUCTED ON CITY'S FACILITIES, OR THE IMPERFECTION OR DEFECTIVE CONDITION, WHETHER LATENT OR PATENT, OF ANY WATER, MATERIAL OR EQUIPMENT SOLD, SUPPLIED, OR FURNISHED BY GTUA. PROVISIONS OF THIS SECTION SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS CONTRACT. Section 25. ASSIGNMENT. City shall not assign this Contract or any of its rights hereunder without first obtaining the express prior written consent of (iTUA. Section 26. RECITALS AND EXHIBITS INCORPORATED. The recitals contained in the preamble hereof and the exhibits) hereto are hereby found to be true, and such recitals and exhibits) are hereby made a part of this Contract for all purposes. Section 27. ATTORNEYS' FEES. In the event GTUA prevails in any suit filed to enforce the City's obligations under this Contract, GTUA shall be entitled to recover from the City its attorneys' fees incurred in connection with the prosecution of said suit. IN WITNESS WHEREOF, the parties hereto acting under authority of their respective governing bodies have caused this Contract to be duly executed in several counterparts, each of which shall constitute an original, all as of the day and year first above written, which is the date of this Contract. 19 GREATER TEXOMA UTILITY AUTHORITY By: Brad Morgan, President, President, Board of Directors Attest: Mark Kuneman, Secretary Date GREATER TEXOMA UTILITY AUTHORITY Denison, Texas STATE OF TEXAS § COUNTY OF 0 Date This instr-ument was acknowledged before me on this day of , 2020, by Brad Morgan, President of the Board of Directors of Greater Texoma Utility Authority, a conservation and reclamation district and political subdivision of the State of Texas, on behalf of said conservation and reclamation district. Notary Public, State of Texas Printed Name of Notary: My Commission Expires: 20 city of , CA Yl a Acc By: Attest by: City Secretary city of /�j�V1 a STATE OF TEXAS § Date: a ro SOgv o Date: g COUNTY OF ��. § This instrument was acknowledged before me on this day of L , 2020, by o�i+Y1 IProc_e , City Manager, City of L41A h C , a h(&e rule City and political subdivision of the Statp)of Texas. 0 r� Notary Public, State of Texas Printed Name of Notary: ra y My Commission Expires: 1 — � " �-d�- �'�Y•°`'• LAURETTA KAY BLACKETER My Notary ID # 129369379 Expires April 1, 2021 Location of Points of Delivery, as of the date of this Contract, to for City of ANNA from GTUA- CGMA Water System are: The Points) of Delivery, at the time of execution of this agreement for City are generally located: (1) near State Highway 5 and Collin County Outer Loop, Anna, TX; (2) near Sherley Rd. and 5th St., Anna, TX; and (3) a temporary Point of Delivery near Highway 5 and Anthony St., Anna, TX. 22 Brief Overview of Key Changes &New Provisions to Proposed GTUA-CGMA Participant City Contract June 9, 2020 CGMA Board Agenda Item VI The purposed of this paper is to provide a quick summary of key /changes and new provision issues in the GTUA-CGMA Participant City Contract. This new contract document is an update from the last contract dated 2004. All CGMA Participant Cities will need to execute this new contract. While all Cities are encouraged to read and become familiar with the agreement, this document is provided as a summary of key provision and concepts and issues that are changing from the May 2004 document. Many provisions are to assure implementation and consistency with components of the NTMWD-GTUA recent contract update and the new City agreement is crafted to comply while other provisions are added or modified to enhance the operation of the CGMA and GTUA processes where we have latitude within the bounds of the NTMWD agreement and the original system debt Bond Covenants which provide some restrictive provisions. This summary will follow the sequencing in the Agreement with section number identified for convenient reference purposes. This overview is not comprehensive with items that are the same or have minor rewording not addressed. This is simply to identify key and more significant changes. It should be noted that each City will have the same agreement, except for: specifics related to the individual City. Whereas Provisions: • References history, legal authorization, and notes this is an Amended and Restated Contract for Water Supply and Sewer Service, for those Cities where applicable. • Identifies Participating Cities and the Collin Grayson Municipal Alliance and notes the entities are desirous of connecting to the new NTMWD 72-inch Transmission Main as required in the original 2004 agreement upon such action being contemplated. It is also noted that it is the intent of GTUA and Participating Cities to obtain an adequate and dependable water supply from NTMWD which is the overall goal of the original and the new agreement. • States that GTUA and cities desire to modify the point of delivery in the prior contract by connecting to the new transmission main. • There are other finding acknowledging awareness of provisions in the NTMWD- GTUA agreement and acknowledging the integral relationship between the NTMWD with GTUA and this agreement between GTUA and Participating Cities, Section 1. Definition of Terms most are self-explanatory and are continuations of similar or the same terms from the 2004 agreement. Only key changes are individually referenced. M. Member City means the member cities of the NTMWD. P. Participating City means the cities which have executed and approved contracts participating in the objectives of the CGMA group of cities identified. Q. Point of Delivery means the meter vault where service is provided and all facilities downstream of said vault are the responsibility of the City. T. Supplemental Loan means new loans from the TWDB or other sources used to finance land or any part of the system or other system operational facilities; additionally, the original project loans are individually identified in definitions (V) and (W). Additional definitions may be referenced in the GTUA-NTMWD contract definition section as well as the GTUA-CGMA full contract. Section 2. Delivery of Water In addition to other provisions, the Contract does not prohibit GTUA and CGMA from seeking a supplemental water source from the North. References delivery of water to the City points of delivery as existing and future approved by GTUA for receiving water to be delivered by City to the City certificated retail Service area, City Limits, or ETJ and limits delivery of water contracts to the area within said boundaries including another city or water entity, unless approved by the GTUA Board and accompanied by the recommendation of the CGMA Advisory Board. This provision also limits a Participant from purchasing water from another City or entity that would be inconsistent with this contract absent approval from GTUA. Provision for continued use of existing wells is permissible to supplement potable water needs. Section 2, 5 & 8 reference the penalty for violating the maximum rate of delivery (2.2 times the Daily Average) is 3X rate as provided in NTMWD base agreement. This will be in all NTMWD contracts, Member and Customer. Section 5. Points of Delivery Initial and current PODs are identified for each city (one of the variable provisions for each respective city. Also provides that POD may be moved if needed and additional may be added subject to an engineering study; city is responsible for said POD cost. Section 5. Measuring Equipment It is proposed to change the concept of cities having the right to request a calibration once a year with a window of reimbursement for overcharging to an automatic annual calibration included in the water rate cost. This will keep meters very current and eliminate the need for building a fund to reimburse overcharges, ..,we want your thoughts. Section 8. Prices and Terms General significant change is that NTMWD is eliminating the excess water rate reference in contracts....it may be in rates approved by Board, but not contractually guaranteed. The prior reference to a nickel increases over Member rate is eliminated. This will allow Board to adjust although it is not believe the amount will be material. Subsections H thru K —incorporates the following provisions: • Provided penalty for violating the 2.2 times max daily average subject to GTUA being charged said penalty by NTMWD. • Allow GTUA to exercise discretion in emergency conditions to take beyond the 2.2 times daily average. Subsection L —Water Rate Provisions. Subsections 1-7 generally similar to prior agreements with some reference to GTUA invoicing each City for water and the cost of delivering the water and maintaining the system by aggregating all cost broken down into the cost / 1,000 gallons as is do all the cities. This will identify all expense annually allow cost comparison from year to year. It is suggested that all cites review Section 8 and it will be reviewed at the June 9 Board meeting. Subsection 8 — • Defines the original system debt as continuing to be paid and documented as established in the bond covenants until the debt is retired. This debt will continue to be a separate charge. • All additional debt incurred after the execution of this agreement will be incorporated into the cost / 1000-gallon water charge and will be proportional to the water volume taken by each city. The methodology shall be crafted into a CGMA policy consistent with existing provisions for ultimate system ownership along with the original system debt; the policy statement will be approved by the CGMA Board for recommendation to the GTUA Board • Prior to implementation of the described water rate methodology, it shall be crafted into a CGMA policy statement for approval and adoption by the CGMA Board as a recommendation to the GTUA Board for approval thus providing the Cities input so long as such calculations and methodology cover all the costs of the System. Section 9. Term of contract The contract begins on the Contract Date (as soon as all cities can approve) and shall continue for 30 years at which time a successor contract shall be executed. Section 10 thru Section 27 -from no change to virtually same or similar language. 3