HomeMy WebLinkAbout2001-371ORDINANCE NO o OOL— 11
AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING A
WHOLESALE WASTEWATER TREATMENT SERVICES CONTRACT BETWEEN
THE CITY OF DENTON, TEXAS AND THE LAKE CITIES MUNICIPAL UTILITY
AUTHORITY ("LCMUA"), WHEREIN DENTON AGREES TO PROVIDE
WHOLESALE WASTEWATER TREATMENT SERVICES TO LCMUA,
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT,
AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING
AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION 1 That the City Manager is hereby authorized to execute on behalf of
the City, a Wholesale Wastewater Treatment Services Contract between the City of
Denton, Texas and the Lake Cities Municipal Utility Authority ("LCMUA") for
wholesale wastewater treatment services to LCMUA, substantially in accordance with the
Contract which is attached hereto and incorporated by reference herein
SECTION 2 That the expenditure of funds as set forth in the Contract
Agreement is hereby authorized
SECTION 3 That this ordinance shall become effective immediately upon its
passage and approval �/
PASSED AND APPROVED this the ,�S &day of , 2001
4hh
ATTEST
JENNIFER WALTERS, CITY SECRETARY
By
AP OVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
S \Our Documents\Ordinances\01\Wholesale Wastewater Treatment Contract LCMUA doc
STATE OF TEXAS §
COUNTY OF DENTON §
WHOLESALE WASTEWATER TREATMENT SERVICES CONTRACT
BETWEEN THE
CITY OF DENTON AND THE LAKE CITIES MUNICIPAL UTILITY AUTHORITY
/Cd day of A� l 2001, between the
THIS AGREEMENT made this �i _—_
City of Denton, Texas, a municipal corporation, and Home -Rule City, acting herein by and
through its City Manager, hereinafter referred to as "Denton," and the Lake Cities Municipal
Utility Authority, a Texas acting herein by and through its General
Manager, hereinafter referred to as "LCMUA" and
WHEREAS, Denton owns and operates a wastewater collection, treatment, and disposal
system in Denton County, Texas, and of their respective systems, both the City of Denton and
the LCMUA desire to avoid duplication of services through coordination for the collection,
treatment, and reclamation of the wastewater, and
WHEREAS, Denton and LCMUA desire to enter into a Contract for Denton to treat
wastewater on a wholesale basis for LCMUA for the proposed sixty-seven (67) single-family
homes in the Orchards Addition development in the City of Shady Shores, and also in adjacent
properties thereto, not to exceed one -hundred total single-family residences, and
WHEREAS, the public health, welfare, and safety of the residents of Denton and
LCMUA require the development of adequate systems of sewage collection and disposal, the
elimination of water pollution, and the preservation of the water resources of the area, and
WHEREAS, Denton and LCMUA are required to comply with standards and treatment
methods for wastewater as set forth in federal, state and local, laws and regulations and permits,
and,
M
WHEREAS, Denton and LCMUA have an interest in maintaining and restoring the
chemical, physical, and biological integrity of waters and water resources, especially those being
used by Denton and LCMUA, and insuring the reduction of pollution in said waters and water
resources, and planning the use, development, restoration, preservation and enhancement of said
waters and water resources, and
WHEREAS, LCMUA desires to contract for wastewater treatment service on behalf of
Customers of LCMUA, and Denton desires to provide wastewater treatment service on a
wholesale basis to LCMUA, and
WHEREAS, the LCMUA is duly-authonzed to enter into this Contract with Denton, and
NOW, THERFORE, Denton and LCMUA, in consideration of the terms, covenants, and
conditions herein contained, hereby AGREE as follows
CONTRACT
Adoption of Preamble. All matters stated in the preamble of this Contract are true and
body of this Contract as though fully set forth In
and are hereby incorporated into the
their entirety herein
10 Whatilus When used in this Contract, these terms shall be defined as follows
101 Aet or "the Act". The Federal Water Pollution Control Act, also known as the Clean
Water Act ("CWA" ), as amended (33 US C 1251, et seq )
102 i ch mical Oaveen Demand (BODI The quantity of oxygen utilized in the
biochemical oxidation of organic matter specified by procedure in Standard Methods, and results
expressed in terms of weight and concentration [milligrams per liter (mg/1)]
103
Calibration. Verification of meter accuracy utilizing standard primary device
procedures and calibration signals and/or a separate flow measurement instrument
2
104 Capital Imarovements. Any of the following facilities which provide utility services
and benefits common to all wholesale and retail Customers, and that have a life expectancy of
one or more years located within the Jurisdictional limits of Denton or the LCMUA wastewater
treatment facilities, metering and sampling facilities, control systems and appurtenances, all
major collectors and interceptors that are twelve inches (12") and greater in diameter and lift
stations associated therewith,
105 Categorical Industrial User (CIU). An industrial user that is subject to Categorical
Pretreatment Standards according to 40 CFR Section 403 6 and 40 CFR Chapter I, subchapter N,
which are technology -based standards developed by EPA setting industry -specific effluent
limits
106 LCMUA Depending on the context, may refer to the LCMUA or to LCMUA's
Customer or other Customers of LCMUA being provided service pursuant to this Contract
107 ►.CMUA Systems. The facilities of LCMUA used for the treatment, collection, and
transportation of wastewater to City of Denton from the Orchards Addition and adjacent area
108 Delivery Facilities. All facilities necessary for the transmission of wastewater from
LCMUA System to the Denton System that are on the LCMUA's side of the Point of Entry that
are constructed specifically to allow Denton to serve LCMUA
109 Director. The Denton Water/Wastewater Utilities Director or the designee
1 10 Ire t st. Costs directly assignable to the wholesale customer
1 11 Domestic Accounts Single family and residential duplex dwellings served by one
in the context of determining billing on a per -
water meter This definition is used only
connection basis
1 12 Denton Expense. Expenses incurred by Denton related to wholesale wastewater
service, such expenses to be allocated as a System Cost In future cost -of -service studies
3
1 13 Denton Denton's wastewater collection and treatment system, including the
Point of Entry provided for herein
1 14 L�MUA Representative. General Manager of the LCMUA or designee.
1 15 Fog ilit r E%panalon. The expansion of the capacity of an existing facility that serves
the same �mctron as an otherwise necessary new Capital Improvement, in order that the existing
term does not include the repair,
facility may serve new or expanded development The t
maintenance, modernization, or an expansion of an existing facility to better serve existing
development
1 16 Glener� al Ilw Caortal Facilities. Wastewater facilities that provide utility services
retail and Denton wholesale Customers, including
and benefits common to both Denton
wastewater treatment facilities, metering and sampling facilities, control systems and
appurtenances, and all collectors and interceptors that are twelve inches (12") and greater in
diameter
1 17 Indirect Discharee. The discharge or the introduction of industrial wastes from any
source regulated under Section 307(b) or (c) of the Act (33 U S C 1317), into the Denton System
(including holding tank waste discharged into the system)
1 18 Indnst� s1 User. A source of Indirect Discharge, which does not constitute a "discharge
of pollutants" under regulations, issued pursuant to Section 402, of the Act (33 U S C 1342)
astes. All water -borne solids, liquids or gaseous substances resulting from
I 19 jnft!�i"
, or from the development of a natural
industrial, manufacturing or food processing operations
resource, or any mixture of these with water or domestic sewage
120 In on Water that has migrated from the ground into the wastewater system
121 InfloV. Water, other than wastewater that enters a sewerage system (including sewer
service connections) from sources such as, but not limited to, roof drains, cellar drains, yard
4
drams, area drams, drams from springs and swampy areas, manhole covers, cross connections
between storm sewers and sanitary catch basins, cooling towers, storm waters, surface runoff,
street wash waters or drainage Inflow does not include, and is distinguished from infiltration
water
122 Liauid Waste. The water -borne solids, liquids, and gaseous substances derived from
certain sources including, but not limited to, a grease trap, septic tank, chemical toilet waste and
sand trap waste
123 Moterine and Samuline Facility The meter, meter vault, and all metering and
telemetry equipment required to measure and/or sample wastewater flows of LCMUA at Point of
Entry(s) or into Denton's System
124 Non -domestic Acco nt. Commercial, industrial, multifamily or other accounts that are
not considered Domestic Accounts This definition is used only in the context of determining
billing on a per -connection basis
125 Non -Metered Area. Areas within LCMUA's certificated boundaries that generate
wastewater that do not dram into a part of the LCMUA system for which wastewater flow is
measured by an approved metering and sampling facility
126 Non-Cateeorical Industrial User an. Any non -domestic Industrial User, other than a
CIU, which introduces Wastewater into a publicly owned treatment works (POTW)
127 Pnint� _ o�fwEntrv_ The point of connection to the Denton System
128 Pretreatment. The reduction of the amount of pollutants, the elimination of pollutants,
or the alteration of the nature of pollutant properties in wastewater to a less harmful state prior to
or in lieu of discharging or otherwise introducing such pollutants into a Publicly Owned
Treatment Works Physical, chemical or biological processes can obtain the reduction or
alteration, or process changes by other means, except as prohibited by 40 CFR Section 403 6(d)
5
129 PE" eatment Reauirements. Pollutant concentration discharge limitation and
reporting requirements stipulated in Denton's Sewer Use Ordinance No 93-112 and any
amendments thereto, LCMUA's ordinance or other document, and Federal Pretreatment
Standards promulgated by the U S Environmental Protection Agency
130 SiaWfiU nt Industrial User (SIUI. Any industry, which discharges industrial wastes,
directly or indirectly into the LCMUA's System and/or Denton's System
• Discharges 25,000 gallons per day or more of regulated industrial wastewater
• Is subject to the National Pretreatment Standards or Categorical Standards of the U S
Environmental Protection Agency, or,
• Has a reasonable potential, in the opinion of the Director, to adversely affect the Denton
System due to discharge of wastewater with abnormally high strength or containing
limited or prohibited substances
131 a$Lq&rd Methods. Those testing or analysis procedures as prescribed in the current
edition of "Standard Methods for Examination of Water and Wastewater," published by the
American Public Health Association and/or the U S Environmental Protection Agency "Manual
of Methodologies for the Examination of Water and Wastewater," or will otherwise comply with
procedures specified in state and federal discharge permits held by Denton
132 §ystem Costs. Operating expenses and capital related costs incurred by Denton in the
provision of wastewater collection and treatment service to the wholesale class of wastewater
customers Such costs are to be specifically identified by Denton as a component of the annual
cost of providing wholesale wastewater treatment service
133 Total Susaended Soh ds (TSSI. Solids, measured in mg/I, that either float on the
surface of, or are in suspension in, water, wastewater or other liquids, and which are largely
removable by a laboratory filtration device
134 Wastewater. All liquid or water -carried waste products from whatever source derived,
whether treated or untreated, which are discharged into or permitted to enter into the Denton
System The words "wastewater" and "sewage" are interchangeable
0
135 Wastewater Svstem Imuact Fee, A capital contribution or recouping of the costs of
General Benefit facilities, capital improvements or Facility Expansion necessitated by and
attributable to new growth and development, and/or expanded growth and development of
existing Customers
20 Connection to the Denton System
21 Denton hereby grants to LCMUA, upon compliance with the terms and conditions
contained herein, permission to connect the proposed sixty-seven (67) single-family homes in the
Orchards Addition subdivision, and in the adjacent area for a total, not to exceed one -hundred
(100) single-family homes to the Denton System LCMUA shall deliver and cscharge
wastewater into the Denton System, and, Denton shall transport, treat, and dispose of the
wastewater received from the LCMUA, in accordance with this Contract, unless the Parties
otherwise agree in writing The LCMUA shall provide all lines, metering station(s), lift stations,
and associated facilities and shall acquire all property, interests, licenses, and permits that are
necessary to collect and transport Wastewater from the LCMUA to the Denton System
22 It shall be the sole responsibility of LCMUA to convey and deliver the Wastewater to the
Point of Entry approved by Denton and designated in Exhibit I Denton agrees to accept all
Wastewater from LCMUA at the Point of Entry as designated on Exhibit I, attached hereto and
incorporated herein A Point of Entry may be changed, or additional Points of Entry added upon
mutual agreement, signed by an authorized representative of each Party LCMUA shall pay for
Denton's capital operational and administrative costs incurred due to any change in the location
of a Point of Entry, if the change was requested by LCMUA, or necessitated by the LCMUA
discharge characteristics Provided however, that if such change is necessitated by LCMUA's
discharge characteristics, Denton shall notify LCMUA of such need by providing written notice
to LCMUA at least sixty- (60) days prior to taking any action on such relocation The notice
shall specify the total cost for which LCMUA shall be responsible
23 The cost of all Delivery Facilities necessary to convey Wastewater to the designated
Points of Entry, whether shown on Exhibit I, or mutually agreed upon at a later date, together
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with the cost of connection of the LCMUA System to the Denton System including metering and
sampling facilities, shall be borne by LCMUA in accordance with the provisions of this Contract
24 Unless mutually agreed to in writing by Denton and LCMUA, LCMUA shall be
responsible for the design, contracting, construction and financing of Delivery Facilities and
acquisition of any necessary rights -of -way and easements for such facilities All designs,
materials and specifications within the corporate limits of the City of Denton, shall conform to
Denton's requirements as a nummum standard Plans and specifications for Delivery Facilities,
which are within the Denton System, shall be submitted to the Director for written approval No
construction shall begin until such approval has been given Approval by Denton shall not be
unreasonably withheld, if the plans and specifications satisfy or exceed Denton's mimmum
standards LCMUA agrees that Denton has the right to make periodic inspections during the
construction phase of the Delivery Facilities Final acceptance of such facilities within the
Denton System and the sampling and metering facilities is subject to the inspection and written
approval of the City of Denton Wastewater Director, or his designee
25 Service Reauir@ments At such time in the future, should service requirements become
an issue, then Denton and LCMUA shall immediately discuss, and if resolution of the problem is
not susceptible to remediation, then to mediation on a good faith basis
30 Maintenance of Denton and Customer Svsteins
3 1 LCMUA agrees to maintain its wastewater system(s) in good condition and to make
repairs in a timely manner and to require its customers to maintain and repair their respective
systems Denton shall have the right to refuse to accept Wastewater for treatment if LCMUA's
System(s) is not being maintained to those generally accepted standards set forth in TNRCC
rules and regulations, Chapter 317 Denton shall not have any responsibility or liability now or
ever for the operation of the LCMUA's System(s), except as agreed to in writing by the parties
hereto
32 Denton agrees to maintain its system in good condition and to make repairs in a timely
manner LCMUA shall not have any responsibility or liability now or ever for the operation of
93
the Denton System, except as specifically provided herein, or under separate written
modification or Agreement
40 Meteriou and Samr/hn8 Eaclllties
41 Beginning on the effective date of this Contract, Denton shall have the exclusive right to
operate and maintain LCMUA metering and sampling facilities at all Points of Entry, and
Denton shall become solely responsible for the operation and maintenance associated use only
facilities LCMUA shall have access to the metering facilities for inspection pure y
LCMUA shall not adjust or calibrate the meter and will continuously provide a route of ingress
and egress to said metering and sampling facilities for Denton Denton shall have the discretion
to construct improvements, expansions, and replacements to said facilities as a System Cost,
subject to review and approval by LCMUA of all proposed construction, expansion, and
replacement plans and costs Approval by LCMUA shall not be unreasonably delayed or
withheld LCMUA will also grant and provide to Denton such permits or easements as are
necessary for the continuous operation and maintenance of all metering and sampling facilities
All such costs incurred by Denton for operation, maintenance, construction, expansion, and
replacement of LCMUA metering and sampling facilities shall be considered System Costs
Such System Costs shall be specifically identified by Denton as a component of the annual cost
of providing wholesale wastewater treatment service
42 Expenses incurred by Denton for the operation and maintenance of LCMUAe metering
and sampling facilities shall be System Costs and shall include, but not necessarily be limited to,
the following
A Cost of electricity at the facility
B Cost of the Installation of the telemetry service at the facility and to the control center
and cost of monthly lease charge for the telephone line
C Cost of meter calibration, including cost of insert meter, twice per year
D Cost of parts, materials and supplies required for repairs, calibrations and upgrading
of the facilities,
E Normal labor cost plus fringe benefits and indirect costs for repairs, calibrations and
upgrading of the facilities
�J
F Maintenance of ingress and egress and meter facility site
G Meter reading costs
43 Replacement of Metering and Sampling Facilities or components thereof as may be
occasioned by obsolescence due to age, excessive maintenance, growth or other reasons as
determined by the Director shall be a System Cost
44 Upon expiration or termination of this Contract, Denton shall transfer to LCMUA the
ownership of any property easements, metering and sampling facilities and nghts-of-way
conveyed to Denton pursuant to the terms of this Section in the event the contract is transferred
to another entity and Denton continues to treat wastewater from LCMUA, ownership of the
aforementioned items shall remain with Denton
5 o Meter ,;, �^d Samalins
5 1 All flow discharged into the Denton System by LCMUA shall be metered, unless
specifically agreed to by both parties in writing Should both parties agree in writing that
metering is not possible, the agreed upon method for determining the volume shall include an
adjustment for infiltration and inflow
52 LCMUA shall have access to the metering and sampling facilities at all reasonable times,
provided however, that any reading, calibration, or adjustment to such metering equipment shall
be done by employees or agents of Denton, or by other mutually approved third party Calibration
agent, in the presence of representatives of LCMUA and Denton, if so requested by LCMUA
Notification of any proposed tests shall be provided to LCMUA at least seventy-two (72) hours
prior to such test being conducted
53 All readings of meters will be entered in ink upon bound journals maintained by Denton
LCMUA shall have access to such records during reasonable business hours and shall be
furnished with monthly "totalizer" readings for each Point of Entry metering and sampling
facility
MI
54 Denton shall calibrate and routinely service the meters at least once during each six- (6)
month period Copies of the results of such Calibration and all related information shall be
promptly provided to LCMUA Denton shall notify the LCMUA at least seventy-two (72) hours
in advance of the date and time for any Calibration, and LCMUA may observe if so desired
5 5 Upon any Calibration, if it is determined that the accuracy envelope of such meter is found
to be lower than ninety-five percent (95%), or higher than one hundred five percent (1051/6)
expressed as a percentage of the full scale of the meter, the registration of the flow (and billings
related thereto) as determined by such defective meter shall be corrected for a period extending
back to the time such inaccuracy began If such time is ascertainable, or, if such time is not
ascertainable, then for a period extending back one-half (1/2) of the time elapsed since the date
of the last calibration, but in no event further back than a period of six (6) months
56 If additional meter Calibrations are requested by LCMUA over the normal Calibration
frequency, then the following payment procedure will be used Corrections to meter Calibrations
that are inside the plus or minus 5% range will be paid for by LCMUA and will be added to the
LCMUA's next monthly bill for receipt of payment Corrections outside the plus or minus 5%
range will be paid to LCMUA by Denton
57 If any meter used to determine volume from LCMUA is out of service or out of repair so
that the amount of Wastewater delivered through the period cannot be ascertained or computed,
within five percent (5%) accuracy, Wastewater volume shall be estimated and agreed upon by
the parties hereto upon the basis of the best data available If a meter is determined to be reading
inaccurately by more than five percent (5%), a correction to the billing shall be made as follows
(a) Take the number of gallons measured by the meter for a period extending
back '/2 of the time elapsed since the date of the last calibration of the meter,
(b) Multiply that amount by the percentage of inaccuracy to obtain the total
number of gallons not properly registered,
(c) Multiply the gallons by the applicable rate during the time of the inaccuracy to
get the amount to be debited or credited, as appropriate
If a meter completely fails, a correction shall be made by using the average of the gallons of
wastewater billed for the prior three months, or some other mutually agreeable method, to obtain
11
a daily average, winch shall be applied to the days for which the meter was not working In the
event that the parties hereto cannot agree on the estimate of Wastewater volume delivered,
agreement on the flow volume will be determined by a committee composed of the Director (or
his designee) the LCMUA Representative (or his designee) and a third person to be mutually
agreed upon and the cost of the reconciliation process will be equally shared Any adjustments
in billing provided in this Section, whether a credit or debit, may be satisfied immediately, or
may be made in equal installments over the time equal to the time for which the failure or
Inaccuracy was calculated
58 Denton shall obtain samples three (3) times per year to determine the quality of the
wastewater for billing for the extra strength of the wastewater Each set of samples will apply to
a four -month period for billing purposes These samples shall be obtained at the designated
metering and sampling facilities or other mutually agreed upon sampling points for the purposes
of billing for the strength of the wastewater To determine the quality of the wastewater for each
of the three (3) sampling periods, Denton shall collect twenty-four (24) hour flow -weighted
composite samples for five (5) consecutive days In case of a malfunction of the sampling
equipment for whatever reason for one or more days, additional days shall be added to obtain
five (5) samples The five (5) samples will be averaged to determine the wastewater strength for
billing purposes Unless the BOD or TSS exceeds 250 mg/l, no fee for extra strength shall be
applicable or charged Denton will provide LCMUA with a minimum of seven (7) day advance
notification of intent to sample If, at the request of LCMUA or at the request of the Director,
more extensive monitoring is desired, such additional monitoring shall be paid for by the party
making the request and shall be done in compliance and in accordance with Section 6 5 If
LCMUA requests such additional monitoring, Denton shall invoice LCMUA for the operational
and administrative costs and payment shall be made within (30) thirty days after receipt of
invoice
The notification required in this section shall include the planned dates, times, and locations(s) of
sampling Denton shall analyze the samples collected in accordance with Standard Methods
LCMUA may be present during the initial set-up of sampling equipment and at the time of pick
up for each twenty-four (24) hour composite sample Denton agrees, if requested, to split said
wastewater samples with LCMUA for independent analyses
12
59 If, in the opinion of the Director, compliance monitoring is required, the Director may order
that additional monitoring be performed with or without prior notice to LCMUA Said
compliance monitoring is to be in addition to the periodic sampling set forth in Section 5 8
All information obtained because of such compliance momtonng shall be provided to
LCMUA Denton will provide notice of the results of such compliance monitoring to
LCMUA within a reasonable time thereafter Denton shall pay all costs for additional
monitoring ordered at the Director's discretion, pursuant to this paragraph
5 10 Costs incurred by Denton under this Section 5 will be considered a System Cost
6 0 B92 wod Cliar> e—s
61 Wholesale wastewater rates will be based upon generally accepted cost -of -service rate
methodologies developed by independent utility rate consultants as described herein The
Director shall select the independent utility rate consultant The cost of such studies will be a
Direct System Cost All cost -of -service studies shall be conducted utilizing the utility cost basis
of determining revenue requirements applicable to the wholesale Wastewater class The last rate
study was completed during 1999 by an independent consultant Rate studies by an independent
utility rate consultant will be conducted at least every six (6) years Internal rate reviews will be
conducted annually, based upon consultant rate study methodology, to review rates and charges,
to recover allocated costs LCMUA shall have access to all data used to calculate the proposed
rate to be charged, and LCMUA will be provided at least sixty- (60) days advance notice with
opportunity to review and comment on any proposed rate changes
62 The cost -of -service for the wholesale class shall include allocated reasonable and
necessary operation and maintenance expense, depreciation expenses, administrative expenses, a
fair and reasonable return on allocated capital facilities, and a street rental fee To determine the
allocation, including inflow and infiltration of costs to LCMUA, the following factors shall be
considered total volume, rate of flow, wastewater quality, metering, and LCMUA related costs
(such as accounting, billing, monitoring and LCMUA service)
13
"Capital -related costs" consists of depreciation expenses and return on the original cost rate base
"Depreciation expense" will be based upon the original cost of all capital facilities, both Invested
and contributed capital, which facilities are expected to be replaced by Denton at a future date in
order to maintain service Costs to transport the wastewater will be based on interceptor lines
twelve inches (12") in diameter and greater A street rental fee equal to four percent (4%) of
total wastewater operation and maintenance costs will also be charged by Denton On a periodic
basis as determined by the Director, the depreciation rates on all General Benefit Capital
Facilities shall be studied, and new salvage values, useful lives, and annual rates of depreciation
shall be developed from such studies The "net -book" rate base shall consist of all allocated
capital facilities (net of accumulated depreciation and less contributions to the Denton System),
and shall include construction work in progress, a reasonable allowance for working capital, and
a reasonable inventory of materials and supplies necessary for the efficient operation of the
Denton System Working capital shall be based on one -eighth (forty-five days) of annual
wastewater operation and maintenance costs Records of the original cost, the accumulated
depreciation on all capital facilities, and contributions to the Denton System shall be maintained
in the Denton fixed asset -tracking system These records shall be available for inspection at the
Denton Utilities Financial Department during reasonable business hours upon request by
LCMUA
63 Denton shall be allowed an adequate opportunity to earn a reasonable return on its
investment The rate of return shall be sufficient to assure confidence in the financial soundness
of the utility, adequate to maintain and support its credit, enable it to raise the money necessary
for the proper discharge of its public duties, and shall be equal to the weighted average imbedded
rate of interest on all outstanding wastewater system revenue bonds plus one -and -one-half
percent (1 5%)
64 Not more frequently than every six (6) years, a detailed wholesale revenue requirement
shall be developed on an actual historical cost, test -year basis, allowing for reasonable and
necessary expenses of providing such wastewater service, and allowing for known and
measurable changes in costs Such changes shall allow the spreading of non -recurring expenses
over an appropriate benefit period The first test year occurred October 1, 1997, through
September 30, 1998 On a not more frequently than every six (6) year basis thereafter, a
complete, detailed rate study will be performed with the same methodology used in the previous
14
rate study by an independent utility rate consultant Thereafter, changes in the methodology will
be allowed if recommended by the independent consultant In the interim between complete
detailed rate studies, wholesale wastewater rates shall be adjusted by Denton using the same
methodology adopted at the same time, of the last complete detailed rate study utilizing the
actual operating data for the twelve month period ending September 30th of the prior year,
adjusted for known and measurable changes in cost data which may have occurred since the last
audited statement
65 The initial rates for this Contract shall be those adopted by the Denton City Council in
Ordinance No 2000-295, finalized in September 2000, effective October 1, 2000, as follows
Volume Charge $2 00 per 1,000 gallons
BOD Strength Charges $0 004228 mg/l of BOD above 250 mg/1
TSS Strength Charges $0 002317 mg/l of TSS above 250 mg/l
Facility Charges $180 00/30 days
Sampling Charge $35 00
Analysis Charge $15 00
66 Amendment of Rate
The rate charged LCMUA shall Increase or decrease in accordance with any amendment to the
Rate Schedule applicable to LCMUA, as approved by Ordinance of the City Council of Denton,
and normal and reasonable increases in cost of service At least sixty- (60) days prior to the
effective date of any proposed amendment of the rate charged to LCMUA, Denton shall send
written notice of the proposed rate amendment to LCMUA If Denton falls to give written notice
at least sixty- (60) days prior to the effective date of the amended rate, the amended rate shall
become effective, as it applies to LCMUA, on the sixty — first (61 st) day after the written notice
is sent
67 Denton shall render bills for Wastewater treatment and disposal service to LCMUA All
such bills shall be due and payable by LCMUA not more than thirty- (30) days from the billing
date The bills will show current charges, as well as past -due charges Current charges shall be
the amount due for Wastewater collection, treatment and disposal service provided since the
prior billing period Past -due charges shall be the total amount unpaid from all prior billings as
15
of the current billing date Payments received shall first be applied to the past due charges, if
any, and thereafter to the current charges For late payments, a finance charge of ten percent
(10%) per annum may be calculated from the date when the payment was due until paid
68 If LCMUA disputes a bill and is unable to resolve the difference informally, LCMUA
shall notify the Director in writing Dispute of a bill is not grounds for nonpayment If LCMUA
at any time disputes the amount to be paid to Denton, LCMUA should nonetheless promptly
make such payment, but, if it is subsequently determined by agreement or court decision that
such disputed payment should have been less, or more, Denton shall promptly correct the
charges All such amounts due and owing to Denton by LCMUA, or due and owing to LCMUA
by Denton, shall be paid plus ten (10%) percent per annum from the date when due until paid
69 The parties agree that services obtained pursuant to this Contract are essential and
necessary to the operation of LCMUA's wastewater facilities, and that all payments made by
LCMUA shall constitute reasonable and necessary operating expenses of wastewater systems
within the meaning of Article 1113, Vernon's Annotated Texas Statutes, with the effect that the
obligation to make such payments shall have priority over any obligation to make any payments
from such revenue, with respect to all bonds or other debt obligations heretofore or hereafter
issued by LCMUA
610 LCMUA agrees, throughout the term of this Contract, to fix and collect such rates and
charges for wastewater service in its system as will produce revenues in an amount equal to at
least
(I) All of the operation and maintenance expenses of such system, including specifically,
its payments under this Contract
(II) All other amounts as required by law and the provisions of the ordinances or
resolutions authorizing its revenue bonds or other obligations now or hereafter
outstanding, including the amounts required to pay all principal of, and interest on
such bonds and other obligations
70 LCMUA Concerns and Disputes
16
71 LCMUA shall notify the Director regarding any concern or dispute related to the
wholesale Customer volumes billed and/or wholesale rates charged Denton shall provide
explanations and/or documentation which outlines the processes used by Denton in order for
LCMUA to fully understand how the monthly volumes and billings were determined and/or
wholesale rates were calculated
72 If LCMUA disputes the monthly billing and/or rates, LCMUA must continue to make
prompt monthly payments as required by this Contract If, after a thorough review, LCMUA's
concern or dispute is determined to have ment and justification, the area of concern or dispute
shall be promptly adjusted and corrected Unless otherwise specified in this Contract, the
determination or settlement in areas of dispute, will generally be judged in accordance with
standard practices used in the wastewater treatment and collection industry, while considering
fairness to both parties
80 Industrial Connection and Monitoring
81 LCMUA agrees that it will not permit any Significant Industrial User within its
jurisdiction to connect directly or Indirectly, either to its system, without at least thirty- (30) days
prior written notification to the Director of such intent to connect LCMUA shall provide the
Director with such information pertaining to volume and composition of expected flow as may
be requested After a review of the submitted data, the Director has the right to refuse the permit
only if such SIU would cause Wastewater discharged by LCMUA at the Point of Entry to be in
violation of this Contract
82 LCMUA agrees to conduct any and all monitoring, sampling and inspection of LCMUA
System and Industrial Users as necessary to Insure that industrial waste introduced into the
LCMUA System meets the quality standards set out in Section 9 2 hereof Upon request to
LCMUA, a representative of Denton will be permitted to observe LCMUA's collection of
samples from Industrial Users, and LCMUA agrees to furmsh Denton separate duplicate samples
for independent testing, and, upon request, to provide the Director sample analysis results and
Pretreatment records
17
83 LCMUA agrees that Denton shall have the right to sample wastewater at all Points of
Entry and at such other locations as may be mutually agreed to in writing by both parties, for the
purpose of determining the volume and quality of wastewater entering the Denton System
LCMUA agrees to disconnect from Its system any Industrial User found to be in violation of
allowable discharges or who refuses access to its facilities for the purpose of sampling
wastewater being discharged into the LCMUA System, provided, however, that said
disconnected Industrial User shall be afforded the same rights and privileges of appeal as
Industrial Users operating within Denton's jurisdiction Provided, however, Denton may not
require such Industrial User to disconnect from LCMUA's System, if the quality of the
wastewater delivered to the Point of Entry is in compliance with this Contract
84 Following reasonable notice to LCMUA by Denton, Denton may enter LCMUA's
jurisdiction if Denton determines that questionable discharges or prohibited discharges are
entering the Denton System through the Point of Entry LCMUA agrees to assist Denton and to
coordinate with its Customers in locating and eliminating such prohibited discharges within the
LCMUA System
85 The Director shall send written notice to the LCMUA if it is determined that a Customer
is failing to provide a satisfactory Pretreatment program, or a discharge by the LCMUA is in
violation of the SUO or this Contract The notice shall contain the following
(a) the nature and description of the violation,
(b) the provision of the SUO or of this Contract being violated,
(c) the corrective action that must be taken, and
(d) the time in which the corrective action must be taken
Denton and LCMUA shall cooperate to determine the source of any wastewater discharge
violation and agree to cooperate in remedying the violation, but, LCMUA shall be responsible
for insuring that the violation is properly and timely corrected LCMUA's failure to take
reasonable efforts to have the violation corrected in the time specified shall be a breach of this
Contract for which Denton may terminate service to the particular Customer wherein the
offending violation is taking place
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90 Wastewater Ouslity
91 LCMUA agrees that it shall enact operating policies and enforce an ordinance governing
industrial waste that are at least as stringent as the provisions of the current Denton Sewer Use
Ordinance No 93-112 (SUO)
92 The parties recognize that federal and state laws and regulations concerning Wastewater
treatment and discharges may periodically change during the term of this Contract, requiring
revisions in the SUO It is the Intent of this Contract that the SUO be reviewed periodically by
Denton and revised in accordance with the latest laws and regulations of federal and state
agencies having jurisdiction over wastewater treatment and discharges LCMUA agrees, upon
reasonable notice, to enact and enforce ordinances or any amendments to the SUO, or any future
ordinances relating to industrial discharges, prohibited or controlled wastes, or Pretreatment
Requirements
93 Denton shall give written notice to LCMUA at least ninety- (90) days prior to
consideration by the Denton City Council of any amendment of the SUO that amends a provision
of the SUO that applies to this Contract, or that adds a new provision to the SUO that Denton is
required to apply to wastewater received by Denton under this Contract
94 LCMUA shall be responsible for giving notice of the proposed amendment to any of its
Customers affected by the amendment Upon the effective date of the amendment to the SUO, it
shall be considered an amendment to this Contract and shall be attached hereto, showing the
amendment made LCMUA shall adopt and enforce such proposed ordinances or amendments
as soon as reasonably practicable after the effective date of the Denton ordinance or amendment,
provided that LCMUA is properly notified of the ordinance or amendment required herein
95 LCMUA agrees that the quality of the wastewater discharged into the Denton System
shall be equal to or better than the quality standards established by Denton Ordinance No 93-
112, or to any amendment thereto adopted pursuant to Section 9 1
M
96 LCMUA shall require all Significant Industrial Users within its jurisdiction that
ultimately discharge into the Denton System to apply for and obtain a permit from LCMUA
allowing such discharge Such permit shall require inaustria' usc'D LU
substances from their discharge as a condition to discharging wastewater into the LCMUA
System The permit application shall contain, as a minimum, the following
I Name and address of discharger
2 Agent for discharger
3 Type of industry
4 Products produced or services rendered
5 Chemicals being stored and/or used
6 Anticipated daily wastewater flow rates
LCMUA shall provide Denton a copy of such application and permit, if issued, within fourteen
(14) days after issuance
100 Title to and Liability for Damages and Responsibility for Treatment and Disposal of
Wastewater
Liability for damages arising from the transportation, delivery, reception, treatment, and/or
disposal of all wastewater discharged into the Denton System hereunder shall remain with
LCMUA to the Point of Entry, and upon passing through Point of Entry, title to such wastewater
and liability for such damages shall pass to Denton As between Denton and LCMUA, each
party agrees to indemnify the other to the extent permitted by law and to save and hold the other
party harmless from any and all claims, demands, causes of action, damages, losses, costs, fines,
and expenses, including reasonable attorney's fees, which may anse or be asserted by anyone at
any time on account of the transportation, delivery, reception, treatment, and/or disposal while
title to the wastewater is in such party, or on account of a prohibited discharge by the LCMUA
Denton has the responsibility for the proper reception, transportation, treatment and disposal of
all wastewater discharged into the Denton System, but not for prohibited discharges by any party
at any Point of Entry Denton may, after treatment of such wastewater, reclaim, use or sell the
water, sludge or any other product for reuse Wastewater entering the Denton system becomes
the property of Denton
O
110 inFil�n and Inflow
LCMUA agrees that it has an obligation to prevent infiltration and inflow into its system and
then into the Denton System LCMUA further agrees that all sewer connections within its
jurisdiction, which ultimately enter the Denton System, will be constructed in accordance with
applicable specifications and standards at least equal to those of the Denton System Further,
LCMUA covenants and agrees to maintain strict supervision and maintenance of its system to
reasonably prevent connections through which surface drainage can enter the Denton System
LCMUA shall not make, nor shall it permit to be made, any connection, which will contribute
storm water run-off from rainwater, spouts, drainage areas, streets, gutter drain or other source of
rainwater into LCMUA's System
120 Assistance
121 In the event, LCMUA requests assistance with the LCMUA System, Denton may, at its
option, assist LCMUA LCMUA agrees to pay Denton its actual costs incurred, including, but
not limited to, administration, labor and material expended, as documented by Denton Nothing
herein shall be construed to require Denton to assist LCMUA Such costs will be invoiced to
LCMUA and payment made within thirty- (30) days after receipt of invoice Should the
LCMUA request a long term Operations and Maintenance Contract for the LCMUA system,
then, in that event, a separate contract can be prepared
12 2 In the event, Denton requests assistance with the Denton system, LCMUA may, at its
option, assist Denton Denton agrees to pay LCMUA its actual costs incurred, including, but not
limited to, administration, labor and material expended, as documented by LCMUA Nothing
herein shall be construed to require LCMUA to assist Denton Such costs will be invoiced to
Denton and payment made within thirty- (30) days after receipt of invoice
13 0 Reports and RCCOrde
If requested by the Director, LCMUA, shall provide the following data on an annual basis
A Actual number of Customer accounts discharging into the Denton point of entry
21
B Classification of Domestic and Non -Domestic Accounts within its service area by
number and percentage of accounts discharging into the LCMUA System
C Additional data which may assist Denton and/or LCMUA in developing methodology for
cost of service studies, planning studies for analyzing federal grants, and wholesale
system Impact Fees, provided, however that Denton shall not request data that will
require LCMUA to incur unreasonable expenses in providing such data
140 Notices
Any notice, communication, request, reply or advice herein provided or permitted to be given,
made or accepted by either party to the other party must be in writing to
City of Denton City Manager
City of Denton, Texas
215 East McKinney
Denton, Texas 76201
LCMUA General Manager
Lake Cities Municipal Utility Authority
P O Box 355
Lake Dallas, Texas 75065
The parties hereto shall provide notice in writing of any change that may occur in their respective
addresses from time to time
15 0 Inspection and Audit
Complete records and accounts required by each party hereto shall be kept for a period of five
(5) years Each party shall at all times, upon notice, have the right at reasonable times to
examine and inspect said records and accounts during normal business hours, and further, if
required by any law, rule or regulation, make said records and accounts available to federal
and/or state auditors
Whenever, under the terms of this agreement, Denton is permitted to give its written consent or
approval, Denton may give or may refuse such written consent or approval and, if given, may
restrict, limit or condition such consent or approval in any manner it shall deem advisable,
however, consent will not be unreasonably withheld
22
16 0 Waiver Remedy, Severabil
161 No waiver by either parry hereto of any term or condition of this Contract shall be
deemed or construed to be a waiver of any other term, or condition, or subsequent waiver of the
same term or condition
16 2 In addition to any other remedy as may be provided by law, this Contract shall be
specifically enforceable by the parties hereto Venue for any action shall be in Denton County,
Texas This Contract shall be governed by the laws of the State of Texas
163 It is agreed that, in the event any term or provision herein contained is held to be invalid
by any court of competent jurisdiction, the invalidity of such term or provision shall in no way
affect any other term or provision contained herein, further, this Contract shall then continue in
full force and effect as if such invalid term or provision had not been contained herein
17 0 Ownership and Liability
171 Except as expressly provided herein, this Contract shall not be construed to create any
type of joint or equity ownership of any property, any partnership or joint venture, nor create any
other property rights or liabilities LCMUA payments (whether past, present, or future) will not
be construed as grantmg to LCMUA any partial ownership of, prepaid capacity in, or equity in
the Denton System Provided however, LCMUA shall have the continuing right to receive the
services provided for herein under the terms of this Contract
17 2 Contracts made and entered into by either LCMUA or Denton for the construction,
reconstruction or repair of any Delivery Facility shall include the requirement that the
independent contractor(s) must provide adequate insurance protecting both the LCMUA and
Denton as insured Such contract must also provide that the independent contractor(s) covenant
to indemnify, hold harmless and defend both the LCMUA and Denton against any and all suits
or claims for damages of any nature ansing out of the performance of such contract
23
180 Comahauce with Permit Conditions
LCMUA acknowledges that Denton is the holder of discharge permits issued by the United
States of America and the State of Texas LCMUA agrees that it will comply with all permit
conditions in any way relating to its collection system and any discharge into the Denton System
LCMUA agrees that in the event, a fine is assessed against Denton for any violation of any
permit condition, and the violation is attributable to any act of omission or commission by
LCMUA, LCMUA will pay to Denton the amount of such fine If such fine is not attributable to
LCMUA, such fine shall be paid by Denton
19 0 Term of Contract/Effective Date
The initial term of this Contract shall be for twenty (20) years, and it shall be thereafter extended
in ten (10) year increments LCMUA may elect to terminate this Contract by providing Denton
with a six (6) month advance written notice, provided that such termination shall not be effective
until the end of Denton's fiscal year Denton may elect to terminate this Contract by providing
LCMUA with a six (6) month advance written notice, provided that LCMUA has extended its
sewerage collection system to the Orchards Addition and is able to transport the wastewater to
the Upper Trinity Regional Reclamation Facility
200 Force Maleure
No party hereto shall be considered to be in default in the performance of any of the obligations
hereunder (other than obligations of either party to pay costs and expenses), if such failure of
performance shall be due to an uncontrollable force beyond the control of the parties, including
but not limited to failure of facilities, flood, earthquake, tornado, storm, fire, lightning,
epidemic, war, not, civil disturbance or disobedience, labor dispute, and action or non -action by
a failure to obtain the necessary authorizations and approvals from any governmental agency or
authority or the electorate, labor or material shortage, sabotage, or restraint by a court order or
public authority, which by the exercise of due diligence and foresight such parry could not have
reasonably been expected to avoid and which by exercise of due diligence it shall be unable to
24
overcome Either party rendered unable to fulfill any such obligation shall exercise due
diligence to remove such Inability with all reasonable dispatch
In the event the proper operation of the Denton System, as a result of the above, requires Denton
to temporarily interrupt all or part of the services to LCMUA, no claims for damage shall be
made by LCMUA against Denton Denton will exercise its best efforts to insure that such
interruptions will not adversely affect the health and welfare of the LCMUA's residents In the
event the proper operation of the LCMUA System, as a result of the above, requires LCMUA to
temporarily interrupt, reduce or increase flow to the Denton System, no claims shall be made by
Denton against LCMUA
210 Wastewater Impact Fees
The Denton City Council has adopted "Impact Fees" by amending Chapter 26 "Utilities" of the
Code of Ordinances, Ordinance No 98-301, providing for the Assessment of Such "Impact
Fees "
21 1 On a quarterly basis, LCMUA agrees to pay to Denton a Wastewater System Impact Fee
for each new or enlarged connection for Wastewater service made within LCMUA's service area
served by the General Benefit Capital Facilities of the Denton System LCMUA agrees to place
quarterly impact fees received in an interest -bearing account and remit to Denton on a quarterly
basis the impact fees plus interest earned The Wastewater System Impact Fee to LCMUA for
each such connection shall be based upon the size of water meter and shall be equal to the
Wastewater System Impact Fee collected for the same size water meter made within the retail
service area of Denton, except as provided in subparagraph 216 of this Section Water meters
installed solely for irrigation purposes shall not be assessed a wastewater Impact Fee The
calculation of the Wastewater System Impact Fee shall be consistent with all applicable state and
federal regulations, including Chapter 395, Texas Local Government Code, or any amendment or
successor statute It shall include only those costs associated with wastewater system capital
expansions and capital improvements identified by Ordinance No 98-301 or amendments of said
Ordinance, necessary to provide service to new growth and development, and/or expanded
growth and development of existing Customers Nothing within this Contract shall be deemed to
25
prevent either Denton or LCMUA from charging their own retail Customers an impact fee in
excess of the wastewater system Impact Fee provided for herein
212 Denton agrees that all momes for Impact Fees remitted to it pursuant to this section will
be placed in a separate Interest-beanng account to pay only for the cost of constructing capital
improvements or facility expansions for the wastewater system as permitted by Chapter 395,
Texas Local Government Code, or any amendment thereto, or by any successor statute thereto,
and will not be used for operation and maintenance expenses Once expended on capital
projects, such funds and all interest earned thereon will be considered a "contribution" for rate
setting purposes and shall not be included in the rate base for wholesale service or return on
investment calculation purposes Depreciation expense will be based on the original cost of all
capital facilities both invested and contributed capital, which facilities are expected to be
replaced by Denton at a future date in order to maintain service
213 LCMUA shall provide to Denton such information that relates to the making of new
and/or upsized connections within its jurisdiction as may be requested by the Director, including
but not limited to building permits, with each quarterly payment required in this Section
214 Should Denton or LCMUA waive any impact fee due from a retail Customer for a new or
upsized connection to Its respective system within its jurisdiction, Denton or LCMUA shall pay
such impact fee from other sources into the fund required for paying for the capital
improvements
215 Denton agrees that only those capital improvements related to the wastewater system
identified in Ordinance 98-301 or amendments of said ordinance, shall be included in the capital
improvements plan for the purpose of determrmng Wastewater System Impact Fee, provided,
however, Denton may include other capital improvements for the purpose of determining impact
fees to its own retail Customers
216 Prior to the adoption of any land use assumptions, capital improvements, or Impact Fees,
the LCMUA shall be furnished a copy of the proposed land use assumptions, capital
improvement plan or proposed Impact Fee at least thirty- (30) days prior to any scheduled
hearing thereon Any revised Impact Fee adopted pursuant to such updated capital
improvements plan shall not take effect for a period of at least mnety- (90) days after adoption
by Denton
22 0 Termination
221 This Contract is not intended to specify 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 either
party and shall be cumulative Recognizing, however, that the failure of either party to perform
cannot be adequately compensated in money damages alone, both parties agree that in the event
of any default on its part, the other shall have available to it the equitable remedy of mandamus
and specific performance, in addition to any other legal or equitable remedies (other than
termination) which may be available The remedy of termination for default precluded by this
paragraph does not prohibit either Party from terminating this Agreement for default in
accordance with the terms of this Agreement, or as otherwise specifically provided herein
222 Also this Contract may be terminated in whole or in part by the mutual consent of the
governing bodies of LCMUA and the City of Denton Notwithstanding anything contained
herein to the contrary, any material breach, as defined herein, by either party hereto shall be
cause for ternunatton of this Contract by the other Party in the manner set forth in this Section
223 For failure to pay for undisputed costs for services rendered in accordance with this
Contract, Denton may terminate this Contract sixty- (60) days following the date notice of
nonpayment is received by LCMUA, unless full payment is made by LCMUA within that time
224 The terms and procedures set forth in Sections 22 2 and 22 3, while referring primarily to
Denton, shall be equally applicable to LCMUA Denton shall deliver to LCMUA ninety- (90)
days prior written notice of its intention to so terminate this Contract if LCMUA fails to cure or
adjust such material breach, including in such notice a reasonable description of the breach In
the event LCMUA does not agree that it is in such breach, default or failure, LCMUA may
respond in writing for Denton's further review, or, in the alternative LCMUA may respond with
a plan of action for Denton's approval, which approval will not be unreasonably demed Denton
27
shall advise LCMUA in writing immediately upon acceptance of the cure of any such breach If
within said ninety- (90) days LCMUA shall fail or refuse to cure such breach to the reasonable
satisfaction of Denton, then and in such event, Denton shall have the right with six months
advance written additional notice to LCMUA, to declare this Contract terminated In the event
of termination of this Contract, all rights, powers, and privileges of LCMUA hereunder shall
cease and terminate The following breach, default or failure to perform a duty or obligation
shall be considered a material breach
a Failure to adopt and enforce any ordinance required to be adopted and enforced
herein, if LCMUA has received notice as required in Section 10 of this
Agreement, or if by a Customer of LCMUA, the failure of LCMUA to take
reasonable steps to obtain such action by Customer
b Making any connection to the Denton system at any point except as provided in
Section 2 2 hereof
c Failure to provide Denton ingress and egress for purposes of sampling and
operation and maintenance of any metering or any sampling facility
d Failure to permit any sampling of Wastewater as provided for herein
e, Failure to maintain the quality of discharge as required in this Contract
f Failure of LCMUA to comply with Section 10 hereof
g Failure of LCMUA to comply with Section 21 hereof
h Failure of Denton to provide the services required by this Contract or to carry out
its duties and responsibilities under this Contract
225 In case of any other breach, default, or failure to perform duties under this Contract, not
addressed by Sections 22 3 or 22 4, Denton shall deliver to LCMUA sixty- (60) day's advance
written notice of such breach In the event LCMUA does not agree that it is in such breach,
default or failure, LCMUA may respond in writing for Denton's further review, or in the
alternative LCMUA may respond with a plan of action for Denton's approval, which approval
will not be unreasonably denied LCMUA may timely appeal Denton's determination of breach
or Denton's failure to approve its plan cure the alleged breach to the Utility Account Review
Committee of the City of Denton, Texas, as provided for in the Denton Code of Ordinances,
Chapter 26
P
226 Any failure by Denton to terminate this Contract or the acceptance by Denton of any
benefits under this Contract for any period of tune after such material breach, default, or failure
by LCMUA, shall not be determined to be a waiver by Denton of any rights to terminate this
Contract for any subsequent material breach, default, or failure
22 7 Any failure by LCMUA to so terminate this Contract, or the acceptance by LCMUA of
any benefits under this Contract, for any period of time after such material breach, default, or
failure by Denton, shall not be determined to be a waiver by LCMUA of any rights to terminate
this Contract for any subsequent material breach, default or failure
23 0 Miseellaneous
23 1 This Contract is subject to all applicable federal and state laws and any applicable
permits, ordinances, or amendments adopted pursuant to Section 10 0 and any rules, orders, or
regulations of any state or federal governmental authority having or asserting jurisdiction
Nothing contained herem shall be construed as a waiver of any right by either party to question
or contest any such law, ordinance, order, rule or regulation in any forum having jurisdiction
232 The parties hereto agree to make any changes in this Contract made necessary by any
amendment or revision to state or federal regulations
23 3 Upon prior notice by Denton, any duly authorized employee of Denton bearing proper
credentials and identification shall notify LCMUA of need for access to any premises located
within the LCMUA's boundary Imuts or within an area served by Argyle for the purpose of
inspections and observation, measurement, sampling and testing and/or auditing, in accordance
with the provisions of this Contract LCMUA may elect to accompany the Denton
representative To the extent permitted by law, Denton agrees to indemnify LCMUA and hold
LCMUA harmless for any damage or any injury to person or property caused by the negligence
of such duly authorized employee while such employee is in the course and scope of his
employment
29
234 In each instance herein where reference is made to a federal or state regulation, it is the
intention of the parties that, at any given time the current federal or state regulation shall apply
If a publication or reference work referred to herein is discontinued or ceases to be the generally
accepted work in its field, or if conditions change, or new methods or processes are implemented
by Denton, new standards shall be adopted which are in compliance with state and federal laws
and any valid rules and regulations pursuant thereto
235 Section headings in this Contract are for convenience only and do not accurately or
completely describe the contents of any Section Such headings are not to be construed as a part
of this Contract, or in any way defining, limiting or amplifying the provisions hereof
236 Whenever any disputed matter herein is to be specifically determined by the use of a
mediator, the following procedure is to be followed The party requesting that the dispute be
settled by mediation shall serve on the other party a request in writing that such matter be
handled by mediation LCMUA Representative and Director shall mutually agree in writing on
the selection of an impartial mediator Such agreement shall be made within ten (10) days from
the date that the request for mediation is received If agreement is not reached on the selection of
the impartial mediator on or before the tenth (1 Ow) day after the date that notice is received, the
Director shall immediately request a list of seven qualified neutral mediators on the list If they
do not agree within five (5) working days after the receipt of the list, LCMUA Representative
and Director shall alternate sinking a name from the list and the name remaining shall be the
impartial mediator LCMUA Representative and Director shall mutually agree on a date for the
mediation The decision of the mediator shall not be final Mediation shall not in any event toll
any default period under the Contract, unless approved mutually in writing by Denton and
LCMUA
IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be executed in
duplicate original counterparts, by their respective officers and officials, thereunto duly
authorized
KE
CITY OF DENTON, TEXAS
ATTESTED
JENNIFER WALTERS, CITY SECRETARY
By P"d
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
LAKE CITIES MUNICIPAL UTILITY AUTHORITY
Lm
ATTESTED
APPROVED AS TO LEGAL FORM
JAMES E SHEPHERD, ATTORNEY
r
By wJ'°
L \CLI TS\4 5999\541o\wholesale wastewater Treatment Contract LCMUA doe
L \CLZ
31