Loading...
Lynnwood - Emergency Watermain Interties1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 INTERLOCAL AGREEMENT CITY OF EDMONDS AND CITY OF LYNNWOOD For Emergency Watermain Interties THIS INTERLOCAL AGREEMENT ("Agreement") is entered into by and between the City of Edmonds, Washington ("Edmonds") and the City of Lynnwood, Washington ("Lynnwood") (collectively, the "Parties"). WHEREAS, Chapter 39.34 RCW authorizes two or more political subdivisions or units of local government of the State of Washington to cooperate on a basis of mutual advantage to provide for services and facilities; and WHEREAS, Edmonds and Lynnwood are each authorized to provide water service, and each currently provides water service to persons and properties located within its respective water service area; and WHEREAS, Edmonds' and Lynnwood's water service boundaries are located adjacent to each other; and WHEREAS, the Parties desired to obtain supplemental water supply for emergency purposes through interties between their respective water systems, subject to certain terms and conditions; and WHEREAS, the Parties have constructed four emergency watermain interties at places along their respective water service boundaries; and WHEREAS, Edmonds is undertaking the construction of a fifth emergency watermain intertie along those boundaries; and WHEREAS, the Parties desire to enter into this Agreement for the purpose of defining their respective rights, obligations, and liabilities regarding these emergency watermain interties; and WHEREAS, the City Councils of the City of Edmonds and the City of Lynnwood have taken appropriate action to approve each Party's entry into this Agreement; NOW, THEREFORE, in consideration of the terms, conditions and covenants contained herein, Edmonds and Lynnwood agree as follows: TERMS Section 1. Purpose. The purpose of this Agreement is to allocate and define the Parties' respective rights, obligations, and liabilities concerning the establishment, ownership, operation, use and maintenance of the one new and four existing emergency watermain interties. The Interlocal Agreement for Emergency Watermain Interties Page I of 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 terms, conditions and covenants of this Agreement shall accordingly be interpreted to advance this purpose. Section 2. Term. This Agreement shall be effective upon its execution by both of the Parties hereto, as indicated by the dates written below. Unless terminated in accordance with Section 3, this Agreement shall remain in effect in perpetuity. Section 3. Termination. Either Party may terminate this Agreement with or without cause by providing the other Party with thirty (30) calendar days' written notice of its intent to terminate. Termination shall not alter the Parties' obligations under Section 4 with respect to obligations already performed by the other Party, and shall not alter the Parties' respective obligations under Section 8 of this Agreement. Section 4. Obligations. A. Edmonds and Lynnwood agree to provide each other with an emergency standby source of water through intertie connections between the Parties' water systems at the five locations described and depicted in Exhibit A, attached hereto and incorporated herein by this reference. B. Each intertie shall consist of water main, and two normally -closed valves, as depicted on Exhibit A, attached hereto and incorporated herein by this reference. The new, fifth, intertie shall be constructed by Edmonds at its sole expense, at the location described and depicted on Exhibit A. C. To the extent necessary, each Party shall transfer ownership of any portion of an intertie, including the water main and valves, that is located within the other Party's water service area boundaries by a bill of sale at no cost to the other Party. Each Party shall accept the transferred intertie facilities, if any, in an "as -is" condition. Each Party shall then own, operate, repair, replace and maintain in good working condition and in accordance with all applicable laws and regulations that portion of each intertie located within its respective water service area boundaries. D. Each intertie shall be used only in the event of an emergency as defined in Section 4.E, or when otherwise required due to a planned, temporary disruption of water service resulting from construction or maintenance impacting the requesting Party's water system or water supply. E. For purposes of this Agreement, an emergency shall be any event that requires either Party's water supply to be augmented on a temporary, unplanned basis, including but not limited to a water shortage, a major water line break, fire demand, contamination of water supply, mechanical or electrical equipment failure, or power supply failure. Unless otherwise agreed to in writing by the Parties, the maximum duration of an emergency shall be seven calendar (7) days. Interlocal Agreement for Emergency Watermain Interties Page 2 of 6 I F. In case of water supply required for emergency use, Edmonds and Lynnwood shall 2 provide water immediately upon oral notification of such emergency by the other 3 Party. Follow-up written notice of such emergency request shall be made by the 4 requesting Party to the supplying Party within fourteen (14) business days of the oral 5 notification. In the event that the requesting Party anticipates that the emergency will 6 require use of the intertie for more than seven calendar (7) days, the requesting Party 7 shall provide an estimate of the duration of the emergency and request that the 8 supplying Party agree in writing to the requesting Party's use of the intertie for this 9 duration. 10 11 G. In case of water supply required for a planned, temporary disruption of service, the 12 requesting Party shall notify the supplying Party in writing at least five (5) business 13 days in advance of the dates on which the requesting Party desires to receive water 14 through an intertie. The request shall include the startup time and the estimated 15 duration of intertie service, and shall state the reason for the service disruption 16 requiring use of the intertie. 17 18 H. When activating intertie service, each Party shall operate their respective system 19 components only, and shall provide adequate flushing of the system prior to 20 activating the intertie. 21 22 I. The Parties shall make reasonable efforts to provide an uninterrupted supply of water 23 during any period that an intertie is activated; provided, that neither Party shall be 24 liable for any shortage of or interruption in the delivery of water through an intertie. 25 In addition, neither Party shall be liable for any failure, interruption in or shortage of 26 water, or any loss or damage resulting therefrom occasioned by any cause beyond the 27 control of either Party. Neither Party guarantees the availability of water through any 28 intertie at all times because of each Party's respective needs and water demand. 29 Further, during critical water shortage periods as determined by a supplying Party, the 30 supplying Party, in that Party's sole discretion, may deny use of any intertie until 31 sufficient water supply exists to make such available for use by the requesting Party. 32 33 J. The quality of water delivered by either Party through any intertie shall comply with 34 all applicable federal, state and local laws and regulations, and shall be of the same 35 quality as that delivered by the supplying Party to that Party's other customers. Upon 36 request of either Party, the other Party shall provide information regarding the current 37 quality of water provided through any intertie, so that blending, compatibility, and 38 other water quality issues may be addressed. 39 40 Section 5. Billing for Water Used,. 41 42 A. A written estimate of the quantity of water used shall be reported by the receiving 43 Party to the supplying Party within three (3) business days after the termination of 44 any intertie use. The estimate of water used shall be agreed upon by both parties and 45 shall include a detailed explanation as to how the estimate was derived. If the intertie 46 use continues for more than thirty (30) calendar days, the written estimate of water Interlocal Agreement for Emergency Watermain Interties Page 3 of 6 I use shall be provided on the first day of the following month. If unmetered use of 2 water is expected to exceed thirty (30) calendar days, the recipient agency shall install 3 a meter within thirty (30) days of activation of the unmetered intertie. 4 5 B. In the event that Edmonds or Lynnwood receives water through any intertie, both 6 Parties agree to pay the other Party for such water delivered at the wholesale rate plus 7 ten percent (10%). The wholesale rate per CCF shall be determined based on the 8 preceding complete calendar year, by dividing the total annual volume of water (in 9 CCF) delivered to Edmonds' or Lynnwood's end users within their respective water 10 service boundaries, into the total annual costs of potable water purchased from the 11 wholesale supplier(s) during the same calendar year. The Party delivering such water 12 shall bill the Party receiving such water monthly for the amount of water delivered. 13 The Party receiving such water shall pay the supplying Party within forty-five (45) 14 calendar days of the date of such billing. Any billings not paid by the receiving Party 15 within such 45-day period shall accrue interest at the rate of twelve percent (12%) per 16 annum until paid. 17 18 Section 6. Ownership of Property. Neither Party shall by virtue of this Agreement 19 acquire any proprietary or governmental interest in the water system of the other Party. Each 20 Party shall be solely responsible for the operation and maintenance of its own system of water 21 distribution. 22 23 Section 7. Administration; No Separate Entity Created. This Agreement shall be 24 administered jointly by the Edmonds City Engineer and the Lynnwood City Engineer. No 25 separate legal entity is formed by this Agreement. 26 27 Section 8. Release, Indemnification and Hold Harmless Agreement. Each Party to this 28 Agreement shall be responsible for its own negligent and/or wrongful acts or omissions, and 29 those of its own officers, agents, employees, representatives, contractors or subcontractors, to the 30 fullest extent required by the laws of the State of Washington. Each Party agrees to protect, 31 indemnify and save the other Party harmless from and against any and all such liability for injury 32 or damage to the other Party or the other Party's property, and also from and against all claims, 33 demands and causes of action of every kind and character arising directly or indirectly, or in any 34 way incident to, in connection with, or arising out of the performance of this Agreement, caused 35 by its own negligence or wrongful acts or omissions, or that of its officers, agents, employees, 36 representatives, contractors or subcontractors; provided, that the indemnifying Party's obligation 37 to indemnify, defend and hold harmless the other Party for claims caused by or resulting from 38 the concurrent negligence or wrongful acts or omissions of the indemnifying Party shall apply 39 only to the extent of the negligence or wrongful acts or omissions of the indemnifying Party. 40 41 Section 9. Governing Law and Venue. This Agreement shall be governed by the laws of 42 the State of Washington. Any action arising out of this Agreement shall be brought in 43 Snohomish County Superior Court. 44 45 Section 10. No Employment Relationship Created. The Parties agree that nothing in this 46 Agreement shall be construed to create an employment relationship between Edmonds and any Interlocal Agreement for Emergency Watermain Interties Page 4 of 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 employee, agent, representative or contractor of Lynnwood, or between Lynnwood and any employee, agent, representative or contractor of Edmonds. Section 11. No Third Party Rights. This Agreement is intended for the sole and exclusive benefit of the Parties hereto and no third Party rights are created by this Agreement. Section 12. Notices. Notices to Edmonds shall be sent to the following address: City of Edmonds Public Works Director 7110 210'h St SW Edmonds, WA 98026 Notices to Lynnwood shall be sent to the following address: City of Lynnwood City Engineer P.O. Box 5008 Lynnwood, WA 98046 Section 13. Duty to File Agreement with County Auditor. Edmonds shall, after this Agreement is executed by both Parties, file this Agreement with the Snohomish County Auditor. Section 14. hitegration/Amendment. This document constitutes the entire embodiment of the agreement between the Parties with respect to the subject matter herein and supersedes and replaces all prior agreeements, both written and oral. This Agreement may only be modified or amended by an agreement in writing signed by both Parties hereto. Section 15. Non -Waiver. Waiver by any Party of any of the provisions contained within this Agreement shall not be construed as a waiver of any other provision. Section 16. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns. CITY ED By: Dav Farling, Mayor Date: ` 6 ` (,-,, ATTEST: Interlocal Agreement for Emergency Watennain Interties Page 5 of 6 1 2 Scott Passe- City Cl 3 4 5 ED AS TO M: 8 Office of the City Attorney 9 10 11 12 CITY OF LYNNWOOD 13 14 ay: 7 t-- Nicola Smith, Mayor V 17 Date: 3 0ld� ' 2�Is-- 18 19 20 ATTEST: 21 22 23 Art Ceniza, City Clerk 24 25 26 PROVED AS TO FORM: 27 28 29 Office of6 City Attorney Interlocal Agreement for Emergency Watermain Interties Page 6 of 6 ){' \ (/ o t. )!{§ / d 2 2 toot o f \ )Ui k k / G k \ \ z z z z \ ƒ\ )\}%« -o #` \)\k) }\�i ;[a#o z ® !�m ! /$2 ]~ u � « o E a \)§Z2 e e®3 }\o �- - - - -§§\-o E e gym«)§ \k zD ) ) ) ) §® \ k 2 3 k f ] ( §\/ {/ $©a _ �§ } _ �® !!9*%k\j)*2 o T {} /\\$]§®}))» t! co )\ &44 m, aaim! o c § ®> 0 f« %®z