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HomeMy WebLinkAbout10021989 (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: