10021989 (2)645
SOUTHEAST WATER $ SEWER DISTRICT SPECIAL MEETING, OCTOBER 2, 1989
RESOLUTION RE:
LEGAL SERVICES
AGREEMENT
RESOLUTION RE:
WATER PURCHASE
CONTRACT
The Harnett County Board of Commissioners sitting as the governing body of
Southeast Water and Sewer District of Harnett County met October 2, 1989, in
the County Office Building, Lillington, North Carolina, with the following
members present: Rudy Collins, Bill Shaw, Mack Reid Hudson, Mayo Smith, and
Chairman Lloyd G. Stewart presiding. Others present were Dallas H. Pope,
County Manager; W. Glenn Johnson, County Attorney; Vanessa W. Young, Clerk to
the Board; and Kay S. Blanchard, Recording Secretary.
Chairman Stewart called the meeting to order at 12:30 p.m.
John M. Phelps, II, Public Utilities Attorney, presented a Resolution
Authorizing Execution of Legal Services Agreement. Commissioner Smith moved
for the adoption of the resolution. Commissioner Collins seconded the motion
and it passed with a unanimous vote. The resolution is copied in full at the
end of these minutes dated October 2, 1989, as document no. 1
John M. Phelps, II, Public Utilities Attorney, presented a Resolution
Authorizing Execution of Water Purchase Contract. Commissioner Collins moved
for the adoption of the resolution. Commissioner Smith seconded the motion
and it passed with a unanimous vote. The resolution is copied in full at the
end of these minutes dated October 2, 1989, as document no. 2.
ADJOURN UNTIL A motion was made by Commissioner Hudson and seconded by Commissioner Collins
OCTOBER 16, 1989 to adjourn the special meeting of the Harnett County Board of Commissioners,
sitting as the governing body of the Southeast Water an Sewer District of
Harnett County, until Monday, October 16, 1989, at 7 p.m., at which time the
Board, sitting as the governing body of the District, would reconvene in the
Harnett County Office Building, Lillington, North Carolina.
DOCUMENT NO. 1.
Lloy'd G /.J Stewart, Chairman
K, d. ,find
Kay S Blanchard, Recording Secretary
Vanessa W. Young, Clerk
RESOLUTION AUTHORIZING EXECUTION OF
LEGAL SERVICES AGREEMENT
WHEREAS, the Harnett County Board of Commissioners, sitting
as the governing body of the Southeast Water and Sewer District of
Harnett County (hereinafter "District "), has examined the Legal
Services Agreement between the District and John M. Phelps, II,
Attorney, attached hereto as Exhibit "A "; and
WHEREAS, District desires to enter into said contract as
provided.
NOW, THEREFORE, BE IT RESOLVED, by the Harnett County Board
of Commissioners, sitting as the governing body of the Southeast
Water and Sewer District of Harnett County, that:
1. The Southeast Water and Sewer District of
Harnett County is hereby authorized to and
shall enter into the Legal Services Agreement
attached hereto as Exhibit "A ".
2. The Southeast Water and Sewer District of
Harnett County and its officers and agents are
hereby directed to execute said Legal Services
Agreement.
Duly adopted this 2nd day of October, 1989, upon motion made
by Commissioner Smith , seconded by Commissioner
Collins and passed by the following vote:
Ayes 5 Noes 0 Absent n Abstained n
HARNETT COUNTY BOARD OF COMMISSIONERS,
Sitting as the governing body of the
Southeast Water and Sewer District of
Harnett County
646
Exhibit A
UNITED STATES DEPARTMENT OF AGRICULTURE
Farmers Home Administration
LEGAL SERVICES AGREEMENT
This agreement made this _ day of October, 1989 between the
Southeast Water and Sewer District of Harnett County hereinafter
referred to as "Owners" and John M. Phelps, II, Attorney at Law, of
Lillington, North Carolina, hereinafter referred to as "Attorney ":
WHEREAS, Owners have formed in Harnett County, North Carolina a
water and sewer district pursuant to the provisions of N.C. Gen. Stat.
5162A -86 et. seq. known as the Southeast Water and Sewer District of
Harnett County (hereinafter "District "); and
WHEREAS, the Attorney agrees to perform all legal services
necessary under the provisions of the applicable statutes and to
perform all other customary legal services necessary to the
organization, financing, construction and initial operation of a water
distribution system;
W I T N E S S E T H:
That for and in consideration of the mutual covenants and promises
between the parties hereto, it is hereby agreed:
SECTION A - LEGAL SERVICES
That the Attorney will perform such services as are necessary to
accomplish the above recited objectives including, but not limited to,
the following:
1. Preparation and filing of the necessary documents and
supervision and assistance in the taking of such other
actions as may be necessary or incidental to cause the
Owners to become duly organized and incorporated and to be
authorized to undertake the proposed system.
2. Furnish advice and assistance to the governing body of the
Southeast Water and Sewer District of Harnett County in
connection with (a) the notice for and conduct of meetings;
(b) the preparation of minutes of meetings; (c) the
preparation and enactment of such resolutions as may be
necessary in connection with the authorization, financing,
construction, and initial operation of the system; (d) the
preparation of such affidavits, publication notices,
ballots, reports, certifications, and other instruments and
advice as may be needed in the conduct of such bond
elections as may be necessary; (e) the preparation and
completion of such bonds or other obligations as may be
necessary to finance the system; (f) the completion and
execution of documents for obtaining a loan made or insured
or a grant made by the United States of America, acting
through the Farmers Home Administration, U.S. Department of
Agriculture; (g) entering into construction contracts; (h)
preparation and adoption of By -Laws, Rules and Regulations,
and rate schedules; (i) such other corporate action as may
be necessary in connection with the financing, construction,
and initial operation of the system.
3. Review of construction contracts, bid - letting procedure, and
surety and contractual bonds in connection therewith.
4. Preparation, negotiation, or review of contract with a
source of water supply when necessary.
5. Preparation, where necessary, and review of deeds, easements
and other rights -of -way documents, and other instruments for
sites for source of water supply, pumping stations,
treatment plants, and other facilities necessary to the
system and to provide continuous rights -of -way therefore;
rendering title opinions with reference thereto; and
providing for the recordation thereof.
6. Obtain necessary permits and certificates from county and
municipal bodies, from State regulatory agencies, and from
other public or private sources with respect to the approval
of the system, the construction and operation thereof,
pipeline crossings, and the like.
647
DOCUMENT NO. 2.
7. Cooperate with the engineer employed by Owners in connection
with preparation of tract sheets, easements, and other
necessary title documents, construction contracts, water
supply contracts, health permits, crossing permits, and
other instruments.
8. When applicable, secure assistance of and cooperate with
recognized bond counsel in the preparation of the documents
necessary for the financing aspects of the system. Where
bond counsel is retained, the Attorney will not be
responsible for the preparation and approval of those
documents pertaining to the issuance of the Owner's
obligations.
SECTION B - COMPENSATION
1. Owners will pay to the Attorney for professional services
rendered in accordance herewith, fees in the amount of
$50.00 per hour. Said fees will be paid to the
Attorney each month pursuant to regular statements presented
by the Attorney.
John M. Phelps, II, Attorney
HARNETT COUNTY BOARD OF COMMISSIONERS
sitting as the governing body of the
SOUTHEAST WATER AND SEWER DISTRICT OF
HARNETT COUNTY
RESOLUTION AUTHORIZING EXECUTION OF
WATER PURCHASE CONTRACT WITH
THE NORTHEAST METROPOLITAN WATER DISTRICT
OF HARNETT COUNTY AND HARNETT COUNTY
WHEREAS, the Harnett County Board of Commissioners, sitting
as the governing body of the Southeast Water and Sewer District of
Harnett County (hereinafter "District "), has examined the Water
Purchase Contract between the Northeast Metropolitan Water District
of Harnett County, the County of Harnett (hereinafter "County ") and
the District, attached hereto as Exhibit "A "; and
WHEREAS, District is in need of treated water for its
customers as fully described in said Water Purchase Contract and
desires to enter into said contract as provided.
NOW, THEREFORE, BE IT RESOLVED, by the Harnett County Board
of Commissioners, sitting as the governing body of the Southeast
Water and Sewer District of Harnett County, that:
1. The Southeast Water and Sewer District of
Harnett County is hereby authorized to and
shall enter into the Water Purchase Contract
attached hereto as Exhibit "A ".
2. The Southeast Water and Sewer District of
Harnett County and its officers and agents are
hereby directed to execute said Water Purchase
Contract.
Duly adopted this 2nd day of October, 1989, upon motion made
by Commissioner Collins , seconded by Commissioner
Smith and passed by the following vote:
Ayes 5 Noes 0 Absent 0 Abstained n
ATTEST:
a..e.a..,a .
1�
Vanessa W. W. Youn Clerk
to the Board an of the
Southeast Water and Sewer
District of Harnett County
HARNETT COUNTY BOARD OF COMMISSIONERS,
Sitting as the governing body of the
Southeast Water and Sewer District of
Harnett ounty
•
ALIAVIAZM
lo;d G. Stewart, Chas pan
EXHIBIT A
NORTH CAROLINA
'WATER PURCHASE CONTRACT
HARNETT COUNTY
THIS CONTRACT for the sale and purchase of water is entered into as of
the day of , 19 , between the NORTHEAST 'METROPOLITAN
WATER DISTRICT OF HARNETT COUNTY (hereinafter "Northeast Metro "), and the
COUNTY OF HARNETT (hereinafter "County "), said Northeast Metro and County
shall be collectively referred to herein as "Seller" and the SOUTHEAST
WATER AND SEWER DISTRICT OF HARNETT, (hereinafter "Purchaser ")
W I T N E S S E T H:
THAT WHEREAS, the Purchaser is a County and Water and Sewer District,
duly organized and existing pursuant to the provisions of Article 6,
Chapter 162A of the North Carolina General Statutes and by that certain
Resolution dated August 15, 1988 and adopted by the Harnett County Hoard of
Commissioners entitled "Resolution Creating the Southeast Water and Sewer
District of Harnett County "; and
WHEREAS, Northeast Metro is a metropolitan water district organized
and existing under the laws of the State of North Carolina; and
WHEREAS, County is a body politic organized and existing under the
laws of the State of North Carolina; and
WHEREAS, the Purchaser is organized and established for the purpose of
constructing and operating a water supply distribution system serving water
users within the area described in plans now on file in the Office of the
Purchaser and to accomplish this purpose, the Purchaser will require a
supply of treated water; and
WHEREAS, Northeast Metro owns a water production system and a water
supply distribution system, and County is operator thereof under that
certain Lease dated May 30, 1980, entered into between Northeast Metro and
County; and
WHEREAS, the water production system and water supply distribution
system of Seller (Northeast Metro and County as described above) has a
capacity currently capable of serving the present customers of the Seller's
system, the estimated number of water users to be served by the said
Purchaser as shown in the plans of the system now on file in the office of
the Purchaser; and
WHEREAS, by Resolution entitled "Resolution Authorizing Execution of
Water Purchase Contract with the Southeast Water and Sewer District of
Harnett County ", duly adopted by the District Hoard of the Northeast
Metropolitan Water District of Harnett County at its meeting on
, the sale of said water to the Purchaser as provided herein
was approved, and the execution of this contract by Northeast Metro was
duly authorized; and
WHEREAS, by Resolution entitled "Resolution Authorizing Execution of
Water Purchase Contract with the Southeast Water and Sewer District of
Harnett County ", duly adopted by the Harnett County Board of Commissioners
at its meeting on , the sale of said water to the Purchaser as
provided herein was approved, and the execution of this contract by County
was duly authorized; and
649
WHEREAS, by Resolution entitled "Resolution Authorizing Execution of
Water Purchase Contract with the Northeast Metropolitan Water District of
Harnett County and the County of Harnett ", duly adopted by the Harnett
County Board of Commissioners, sitting as the governing body of the
Southeast Water and Sewer District of Harnett County at its meeting on
the purchase of said water from the Seller as provided herein
was approved, and the execution of this contract by Purchaser was duly
authorized;
NOW THEREFORE, in consideration of the foregoing and the mutual
agreements hereinafter set forth,
A. THE SELLER AGREES:
1. (Quality and Quantity) To furnish the Purchaser at the point
of delivery hereinafter specified, during the term of this contract or any
renewal or extension thereof, potable treated water meeting applicable
purity standards of the Division of Health Services, Department of Human
Resources of the State of North Carolina, in such quantity as may be
required by the Purchaser not to exceed nine million (9,000,000) gallons
per month.
2. (Point of Delivery and Pressure) That water will be
furnished at a reasonable constant pressure calculated at fifty (50) pounds
per square inch from an existing twelve (12) inch main supply at a point
located at or near the intersection of State Road 1723 and N. C. Highway 55
within a waterline and /or related appurtenance easement to be acquired by
Purchaser. If a greater pressure than that normally available at the point
of delivery is required by the Purchaser, the cost of providing such
greater pressure shall be borne by the Purchaser. Emergency failures of
pressure or supply due to main supply line breaks, power failure, flood,
fire and use of water to fight fire, earthquake or other catastrophe shall
excuse the Seller from this provision for such reasonable period of time as
may be necessary to restore service.
3. (Metering Equipment) To furnish, install, operate, and
maintain at its own expense
equipment, including a meter
at point of delivery, the necessary metering
house or pit, and required devices of standard
type for properly measuring the quantity of water delivered to the
Purchaser and to calibrate such metering equipment whenever requested by
the Purchaser but not more frequently than once every twelve (12) months.
A meter registering not more than two percent (2%) above or below the test
result shall be deemed to be accurate. The previous readings of any meter
disclosed by test to be inaccurate shall be corrected for the three (3)
months previous to such test in accordance with the percentage of
inaccuracy found by such tests. If any meter fails to register for any
period, the amount of water furnished during such period shall be deemed to
be the amount of water delivered in the corresponding period immediately
prior to the failure, unless Seller and Purchaser shall agree upon a
different amount. The metering equipment shall be read on the first day of
each month. An appropriate official of the Purchaser at all reasonable
times shall have access to the meter for the purpose of verifying its
readings.
4. (Billing Procedure) To furnish the Purchaser not later than
the fifth (5) day of each month, with an .itemized statement of the amount
of water furnished the Purchaser during the preceding month.
650
8. THE PURCHASER AGREES;
1. (Rates and Payment Date) To pay the Seller, not later than
the tenth (10) day of each month, for water delivered in accordance with
the following schedule of rates:
a. One thousand five hundred seventy -five dollars
($1,575.00) for the first one million five hundred (1,500,000) gallons,
which amount shall also be the minimum rate per month.
b. One dollar and five cents ($1.05) per one thousand
(1000) gallons for water in excess of one million five hundred thousand
(1,500,000) gallons.
c. It is agreed that the minimum rate per month as stated
above shall not be applicable until six (6) months after the last
in (a)
notices for connection have been mailed to potential water customers of the
Purchaser by the Harnett County Department of Public Utilities; and up to
said time the minimun rate per month becomes applicable, Purchaser shall
pay only for such water as is delivered to Purchaser at the rate of $1.05
(one Dollar and five cents) per 1000 (one thousand) gallons.
2. (Connection Fee) To pay as an agreed cost, a connection fee
to connect the Seller's system with the system of the Purchaser, a sum
equal to the amount of the cost of the installation of the meter, meter
vault and related appurtenances and the cost of the laying and installation
of the necessary pipeline or pipelines to connect the system of the Seller
to the system of the Purchaser at the boundary of the Southeast Water and
Sewer District
3. (Maintenance of Certain Lines) To maintain all water
distribution pipelines which connect the Seller's system to the system of
the Purchaser, said line or lines being located between the meter facility
(described in paragraph A(3) above) and the boundary of the Southeast Water
and Sewer District.
C. It is further mutually agreed between the Seller and the
Purchaser as follows:
1. (Term of Contract) That this contract shall extend for a
term of forty (40) years from the date of the initial delivery of any water
as shown by the first bill submitted by the Seller to the Purchaser and,
thereafter may be renewed or extended for such term, or terms, as may be
agreed upon by the Seller and Purchaser.
2. (Delivery of Water) That thirty (30) days prior to the
estimated date of completion of construction of the Purchaser's water
supply distribution system, the Purchaser will notify the Seller in writing
the date for the initial delivery of water.
3. (Water for Testing) When requested by the Purchaser, the
Seller will make available to the contractor at the point of delivery, or
other point reasonable close thereto, water sufficient for testing,
flushing, and trench filling the system of the Purchaser during
construction, irrespective of whether the metering equipment has been
installed at that time, at a flat charge of one dollar and five cents
($1.05) per one thousand (1000) gallons which will be paid by the
contractor or, on his failure to pay, by the Purchaser.
651
4. (Failure to Deliver) That the Seller will, at all times,
operate and maintain its system in an efficient manner and will take such
action as may be necessary to furnish the Purchaser with quantities of
water required by the Purchaser. Temporary or partial failures to deliver
water shall be remedied with all possible dispatch. In the event of an
extended shortage of water, or the supply of water available to the Seller
is otherwise diminished over an extended period of time, the supply of
water to Purchaser's consumers shall be reduced or diminished in the same
ratio or proportion as the supply to Seller's consumers is reduced or
diminished.
5. (Modification of Contract) That the provisions of this
contract pertaining to the schedule of rates to be paid by the Purchaser
for water delivered are subject to modification at the end of every one
(1) year period. Any increase or decrease in rates shall be based on a
demonstrable increase or decrease in the costs of performance hereunder.
Such costs shall not include increased capitalization of the Seller's water
distribution system except as such costs relate directly to increasing the
capacity of services to the Purchaser. Such costs may include increased
capitalization of the Seller's water production facility system. Other
provisions of this contract may be modified or altered by mutual agreement.
6. (Future Water Transmission and Connection) In the event
County and /or Northeast Metro elect to supply and sell water to any
customers or other water distribution systems located outside of the
boundaries of the Southeast Water and Sewer District of Harnett County and
desire to do so by connecting to and transporting water through the water
distribution system of Purchaser, it is agreed that County and /or Northeast
Metro may, at no cost to either, connect to and transport water through the
water distribution system of Purchaser: for the purpose of suppling and
selling water to customers or other water distribution systems outside of
the Southeast Water and Sewer District, whether within the County of
Harnett or otherwise. In the event County and /or Northeast Metro should
elect to supply and sell water as stated herein, County and /or Northeast
Metro shall cause a meter to be installed at the connection point and the
cost thereof shall not be borne by Purchaser.
7. (Regulatory Agencies) That this contract is subject to such
rules, regulations, or laws as may be applicable to similar agreements in
this State and the Seller and Purchaser will collaborate in obtaining such
permitd, certificates, or the like, as may be required to comply therewith.
8. (Miscellaneous) That the construction of the water supply
distribution system by the Purchaser is being financed by a loan made or
insured by, and /or a grant from the United States of America, acting
through the Farmers Home Administration of the United States Department of
Agriculture, and the provisions hereof pertaining to the undertakings of
the Purchaser are conditioned upon the approval, in writing, of the State
Director of the Farmers Home Administration.
652
9. (Successor to the Purchaser) That in the event of any
occurrence rendering the Purchaser incapable of performing under this
contract, any successor of the Purchaser, whether the result of legal
process, assignment, or otherwise, shall succeed to the rights of the
Purchaser hereunder.
IN WITNESS WHEREOF, the parties hereto, acting under authority of
their respective governing bodies, have caused this contract to be duly
executed in triple counterparts, each of which• shall constitute an
original.
By:
Attest;
Vanessa W. Young, Secretary
(SEAL) '
By:
Attest:
Vanessa W. Young, Clerk
(SEAL)
By:
Attest:
Vanessa W. Young, Clerk
(SEAL)
NORTHEAST METROPOLITAN WATER
DISTRICT OF HARNETT COUNTY
Timothy H. McXinnie
Chairman of the District Board
COUNTY OF HARNETT
Lloyd G. Stewart, Chairman
Harnett County Board of Commissioners
SOUTHEAST WATER AND SEWER
DISTRICT OF HARNETT COUNTY
Lloyd G. Stewart, Chairman of the
Harnett County. Board of Commissioners
sitting as the governing body of the
Southeast Water and Sewer District
of Harnett County
This contract is approved on behalf of the Farmers Home Administration
this day of , 19 .
By:
Title: