HomeMy WebLinkAboutOctober 23, 2013 Joint Meeting Agenda Packet
BOARD OF DIRECTORS
Meeting Agenda
TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1
100 MUNICIPAL DRIVE, TROPHY CLUB, TEXAS 76262
Wednesday, October 23, 2013 7:00 P.M. Svore Municipal Boardroom
JOINT MEETING WITH THE TOWN OF TROPHY CLUB TOWN COUNCIL
CALL TO ORDER AND ANNOUNCE A QUORUM
1. Consider and take appropriate action regarding the Interlocal Agreement for Water and Wastewater Services
between Trophy Club Municipal Utility District No. 1 (TCMUD1) and the Town of Trophy Club (Town) including
the October 1, 2013 letter from TCMUD1 to the Town of Trophy Club.
a. Presentation regarding planned upgrade to wastewater treatment plant. (The Wallace Group)
b. Consider and take appropriate action regarding the Town’s preference for wholesale or retail service.
c. Consider and take appropriate action regarding Contract for Water and Wastewater Operations Services
between the Town of Trophy Club and TCMUD1.
Contract for Water and Wastewater Operational Services between the Town of Trophy Club and Trophy
Club Municipal Utility District No. 1
d. Consider and take appropriate action related to the October 1, 2013 letter from TCMUD1 to the Town.
2013-10-01 Letter to Town of TC regarding wastewater svc for PID
ADJOURN
*THE BOARD RESERVES THE RIGHT TO ADJOURN INTO A CLOSED SESSION AT ANY TIME DURING THE MEETING FOR
THE PURPOSE OF SEEKING THE ADVICE OF ITS ATTORNEY ABOUT ANY ITEM ON THE AGENDA OR THAT ARISES AT THE
MEETING, PURSUANT TO SECTION 551.071 OF THE TEXAS GOVERNMENT CODE.
CERTIFICATION
THE STATE OF TEXAS §
COUNTIES OF DENTON AND TARRANT §
THIS CERTIFIES THAT ON OCTOBER 18, 2013, A COPY OF THE ABOVE MEETING AGENDA OF TROPHY CLUB MUNICIPAL
UTILITY DISTRICT NO. 1, BOARD OF DIRECTORS JOINT MEETING WITH THE TOWN OF TROPHY CLUB TOWN COUNCIL TO
BE HELD ON OCTOBER 23, 2013 AT 7:00 P.M. WAS POSTED ON THE FRONT WINDOW OF TROPHY CLUB MUNICIPAL
UTILITY DISTRICT NO. 1 ADMINISTRATION BUILDING LOCATED AT 100 MUNICIPAL DRIVE, TROPHY CLUB, TEXAS, WHICH
IS A PLACE CONVENIENT TO THE PUBLIC WITHIN THE BOUNDARIES OF THE DISTRICT, AND A COPY WAS ALSO PROVIDED
TO THE COUNTY CLERKS OF DENTON AND TARRANT COUNTIES TO BE POSTED ON THEIR WEBSITES OR AT A PLACE
CONVENIENT TO THE PUBLIC PURSUANT TO SECTION 49.063 OF THE WATER CODE AND SECTION 551.054 OF THE OPEN
MEETINGS ACT, CHAPTER 551 OF THE TEXAS GOVERNMENT CODE.
LAURIE SLAGHT, DISTRICT SECRETARY
Trophy Club Municipal Utility District No. 1 1 of 23 October 23, 2013 Joint Meeting
CONTRACT FOR WATER AND WASTEWATER OPERATIONAL SERVICES
BETWEEN THE TOWN OF TROPHY CLUB, TEXAS,
TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO.1 AND
TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO.2
This Contract for Water and Wastewater Operations Services ("Contract") is
entered into between THE TOWN OF TROPHY CLUB, TEXAS, a home rule
municipality located in Denton and Tarrant Counties (hereinafter "Town") and
TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 (hereinafter "MUD1"),
AND TROPHY CLUB MUNICIPAL UTILITY NO. 2 (hereinafter "MUD2"), both
Districts created pursuant to Section 59, Article XVI, Texas Constitution and the
Texas Water Code, Chapter 54, and TROPHY CLUB MASTER DISTRICT, a
joint venture of Trophy Club Municipal Utility District No. 1 and Trophy Club
Municipal Utility District No. 2. MUD1 and MUD2 and TROPHY CLUB MASTER
DISTRICT are hereafter referred to collectively as the "MUDs."
Recitals
WHEREAS, MUDs currently supply water and wastewater treatment and
distribution and collection services to those customers located within the
boundaries of MUDs; and
WHEREAS, Town is empowered under the Texas Constitution and laws
of the State of Texas to provide Water and Wastewater Service to a certain
portion of property located within the territorial boundaries of Town which
property is not located within the boundaries of MUDs nor is provided water or
wastewater services therefrom, hereinafter referred to as the "Property" and
more fully described in Exhibit "A"; and
WHEREAS, as a result of the development occurring on the Property,
Town and MUDs have entered into a separate interlocal agreement for the right
to access and receive water supply and wastewater treatment from the existing
water and wastewater facilities owned by MUDs for the benefit of those residents
of the Trophy Club Public Improvement District No. 1 (hereinafter the "PID") and
under this agreement Town desires to receive certain operational and
administrative services from MUDs as more fully described herein; and
WHEREAS, the purpose of this Agreement is to outline the terms and
conditions under which MUDs will provide operational and administrative
services related to the provision of Water Supply Transmission Services and
Wastewater Services to Town for the benefit of Town Customers (defined
below); and
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WHEREAS, the lnterlocal Cooperation Act, Texas Government Code,
Chapter 791, et seq., as amended (the "Act") provides authority for governmental
entities of the State of Texas to enter into lnterlocal Agreements with each other
regarding governmental functions and services as set forth in the Act; and
WHEREAS, the provision of operational services necessary for and
related to the operation of a Town Water Distribution System and Town
Wastewater Collection System is a valid governmental function necessary for
the public health, safety and welfare for which an interlocal agreement is allowed
pursuant to the Act; and
WHEREAS, each Party hereto paying for the performance of
governmental functions or services shall make such payments from current
revenues legally available to the paying Party and each Party hereby finds and
agrees that it is fairly compensated for the services or functions performed under
the terms of this Contract.
NOW, THEREFORE, Town and MUDs, for and in consideration of the
recitals set forth above and terms and conditions below, agree as follows:
ARTICLE I.
INCORPORATION I DEFINITIONS I EXHIBITS
1.1 Incorporation of Recitals. The foregoing recitals are agreed upon and
incorporated herein as a part of this Contract.
1.2 Definitions. Unless the content indicates others, the following words used
in this Contract shall have the following meanings:
Commission means the Texas Commission on Environmental Quality and
any successor or successors exercising any of its duties and functions related to
municipal utility districts.
Commission mandated means a requirement duly passed or enacted as
part of a Commission rule, regulation, or permitting process. The term does not
include a regulation or requirement that is merely proposed or being considered
for passage, adoption or enactment by the Commission.
EPA means the Environmental Protection Agency and any successor or
successors exercising any of its duties and functions related to municipal utility
districts.
Existing Infrastructure means Water System and Wastewater System and
all components thereof existing and operational and owned and/or controlled by
MUDs, whether collectively or individually, on the date of execution of this
Contract.
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Fort Worth Water Contract means the Contract for Water Service Between
the City of Fort Worth, Texas, and Trophy Club Municipal Utility District NO. 1,
dated September 22, 1992, as amended.
Interconnect Line means the water line(s) constructed by Town to connect
to MUDs Water System of the size and at the location to be mutually agreed
upon by Town and MUDs.
Lift Station means any mechanical means of conveying wastewater by
force.
MUD1 Adopted Rate Order shall mean the Rate Order adopted by Trophy
Club Municipal Utility District No. 1 and numbered Order 2007-1031 effective
November 1, 2007, and any amendments or revisions thereto.
Operational Services means the operation, inspection, maintenance and
repair of Town Water Distribution System and Town Wastewater Collection
System, Town Water Tower and potable water wells connected to the Town
Water Distribution System, and includes without limitation Water Supply
Transmission Services and Wastewater Services, including related administrative
services, as more fully set forth herein.
Parties or Party shall mean either one or more of the MUDs or Town or
both, as the context provides.
Person(s) means an individual, corporation, partnership, association, joint
venture or any other third party legal entity.
Points of Connection of Wastewater means that point or points where
Town Wastewater System connects to MUDs' Wastewater System.
Points of Connection of Water means that point or points where Town
Water System connects to MUDs' Water System.
Town means Town of Trophy Club, Texas, a home-rule municipality
located in Denton and Tarrant Counties, Texas, and all land included within the
territorial limits and extraterritorial jurisdiction of Town, at Town's creation and
thereafter annexed from time to time.
Town Customers means any Person(s) residing within the Property and
who have the right to receive, who contract to receive or otherwise receiving
Water and/or Wastewater Services from Town Water Distribution System and/or
Town Wastewater Collection System.
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Town Wastewater Collection System means the Wastewater system that
may be constructed, owned and operated by Town to serve Town for the
collection of Wastewater received from Town Customers, ending at the Point of
Connection of Wastewater, and will include any sewer force mains and Lift
Stations that will be required to transport Wastewater to the Point of Connection
of Wastewater.
Town Water Distribution System means the water distribution system that
may be constructed, owned and operated by Town for the distribution of potable
water received from MUDs to Town Customers, beginning at the Points of
Connection of Water.
Town Water Tower means a minimum 500,000 gallon elevated storage
tank owned and constructed by Town.
Wastewater means the water-carried wastes, exclusive of ground,
surface, and storm waters, normally discharged from the sanitary conveniences
of dwellings, including apartment houses, hotels, offices buildings and
institutions, of a domestic, not industrial, nature, meeting the requirements of the
Commission and EPA set forth in and regulated by state and federal law, as may
be amended or superseded from time to time.
Wastewater Services means the services provided by MUDs in receiving,
treating, testing, and disposing of Wastewater from Town Wastewater System in
accordance with this Contract.
Wastewater System means the wastewater collection lines, lift stations,
pipes, valves, meters, pumps, motors, treatment plant, effluent discharge lines,
and other facilities and equipment owned or controlled by MUD1, MUD2, or
Trophy Club Master District and operated as part of the central wastewater
collection and treatment system for MUD1 and MUD2 and their customers, and
also including the existing PERMIT TO DISCHARGE WASTES, TPDES PERMIT
NO. WQ0011593001, issued March 26, 2007, by the Commission to MUD1, as
amended, or any other such governmental permit authorizing the treatment of
wastewater by MUDs.
Wastewater Trunk Facilities means the trunk line facilities that may be
constructed by Town to connect Town Wastewater System to MUDs Wastewater
System as provided in Article V of this Contract.
Water or Water Supply means potable water that meets federal and state
standards for consumption by humans.
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Water Supply Transmission Services means the services provided by
MUDs in treating, pumping, transporting, and delivering Water from MUDs Water
System to Town Water Distribution System for consumption by Town Customers
in accordance with this Contract.
Water System means the water wells, water transmission pipeline from
the City of Fort Worth (or other wholesale water supplier), mixing and treatment
facilities, pipes, valves, meters, ground storage tanks, elevated storage tank,
pumps, motors, distribution lines and other facilities and equipment owned or
controlled by MUD1, MUD2 or Trophy Club Master District and operated as part
of the central treated water system for MUD1 and MUD2 and their customers,
and also including the existing CONTRACT FOR WATER SERVICE BETWEEN
THE CITY OF FORT WORTH, TEXAS, AND TROPHY CLUB MUNICIPAL
UTILITY DISTRICT NO. 1 (as the owner of legal title and operator of common
utility facilities in Trophy Club development at that time) dated September 22,
1992, as amended, or any other such wholesale water supply contract to MUDs.
Wells means any and all potable water wells that may be constructed
within the Property or for the benefit of the Property by Town or its designee and
connected to the Town Water Distribution System.
1.3 Exhibits. The following Exhibits attached to this Contract are hereby
made a part of the Contract as though fully incorporated herein:
Exhibit "A"
Exhibit "B"
Exhibit "C"
The Property
Points of Connection of Water and Wastewater
Letter of Credit
ARTICLE II.
WATER SUPPLY, WATER SUPPLY TRANSMISSION SERVICES AND
WASTEWATER SERVICES PROVIDED BY MUDS
2.1 Water Supply. MUDs agree to provide to Town Water Supply sufficient to
meet the needs of the Property, as defined herein and more fully described in
Exhibit "A," throughout the term of this Contract. Water shall be provided to
Town for the benefit of the Property as more specifically provided herein and
shall meet all quality standards required by the Commission, the Texas Water
Code, as amended, the Texas Administrative Code, as amended, all applicable,
federal, state, and local laws, rules and regulations, and in accordance with
those written standard operating procedures utilized by MUDs for MUDs' water
customers and with those practices utilized by MUDs in providing water supply
transmission services and wastewater services to customers of MUDs.
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2.2. MUDs' Obligation to Provide Water Supply Transmission Services
and Wastewater Services. MUDs agree to provide Water Supply Transmission
Services and Wastewater Services to Town for the benefit of the Property and in
accordance with the terms and conditions of this Contract. MUDs agree to accept
Wastewater from, and to provide Wastewater Services to, Town in accordance
with the terms and conditions of this Contract, provided that all Wastewater
discharged from Town Wastewater System and delivered to the Points of
Connection of Wastewater complies at the Points of Connection of Wastewater
with the restrictions established by the Commission. Immediately at the time of
final approval of the Interconnect Line by MUDs, which final approval shall not be
unreasonably withheld by MUDs, MUDs shall begin providing Water Supply
Transmission Services to Town for the Property. Immediately at the time of final
approval of the Wastewater Trunk Facilities by MUDs, which final approval shall
not be unreasonably withheld by MUDs. MUDs shall begin providing Wastewater
Services to Town.
2.3 Standard of Service -Water Supply Transmission Services and
Wastewater Services. The Water Supply Transmission Services and
Wastewater Services provided by MUDs to Town under this Contract shall be in
accordance with all standards set forth by the Commission, the Texas Water
Code, as amended, the Texas Administrative Code, as amended, all applicable,
federal, state, and local laws, rules and regulations, and in accordance with
those written standard operating procedures utilized by MUDs for MUDs' water
customers and with those practices utilized by MUDs in providing water supply
transmission services and wastewater services to customers of MUDs.
ARTICLE Ill.
OPERATIONAL SERVICES RELATED TO WATER SUPPLY DISTRIBUTION
SYSTEM, WASTEWATER COLLECTION SERVICES, AND TOWN WELLS
3.1 Town's Obligation to Construct Town Water Distribution System and
Town Wastewater Collection System. Town shall design and construct, at its
sole cost and expense, a Town Water Distribution System and a Town
Wastewater Collection System to serve Town Customers, including without
limitation Wells and Town Water Tower. Town Water Distribution System shall
include all facilities necessary to store Water and to convey Water from the
Points of Connection of Water to Town Customers. Town Wastewater Collection
System shall include all facilities necessary to transport Wastewater from Town
Customers to the Points of Connection of Wastewater. Town intends to
construct Town Water Tower. Upon the sale of the PID bonds, the process to
design and construct the Town Water Tower will begin immediately. The Town
agrees to provide and to maintain pressure to the entire water system as
prescribed by Rules And Regulations For Public Water Systems; Texas
Administrative Code Title 30, Chapter 290, Subchapter D, Rule §290.44. Water
Distribution (d) Minimum pressure requirement.
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3.2 MUDs' Obligation to Provide Operational Services. MUDs agree to
provide Operational Services related to Town Water Distribution System and
Town Wastewater Collection System in accordance with the terms and
conditions of this Contract in addition to providing Water Supply Transmission
Services and Wastewater Services to Town hereunder.
3.3 Standard of Service-Town Wastewater Collection System and Town
Water Distribution System. The Operational Services provided by MUDs to
Town and Town Customers under this Contract shall be in accordance with all
standards by the Commission, the Texas Water Code, as amended, the Texas
Administrative Code, as amended, all applicable, federal, state, and local laws,
rules and regulations, and in accordance with those written standard operating
procedures utilized by MUDs for MUDs' water customers and with those
practices utilized by MUDs in providing Operational Services to customers of
MUDs.
3.4 Wells. Town has sole discretion regarding the specifications for, number
and location of Wells that may be constructed within Town, exclusive of the MUD
Districts. Any and all Wells constructed by or at the direction of Town or
dedicated to and accepted by Town shall be owned by Town. Pursuant to this
Contract MUDs shall provide Operational Services for all such Town-owned
Wells, as defined in Article I paragraph 1.2; provided however, that Town shall
notify MUDs of the number and location of Wells that Town constructs or intends
to construct. Such well specifications shall be approved by MUDs. MUDs shall
not unduly withhold their approval and must do so only for just cause.
ARTICLE IV.
CHARGES TO TOWN AND EFFLUENT
4.1 Method of Calculation of Water Charges to Town. MUDs' charge to
Town for Water shall be calculated by adding the total charges for each month
due from each of Town's Customers, in the same amount as set forth in
Sections 2.01 (A) and 2.02(A) of MUD1 Adopted Rate Order; which charges shall
at all times be equal to the same charges assessed to residents of the MUDs.
4.2 Charges for Wastewater Services. MUDs' charge to Town for
Wastewater Services shall be calculated by adding the total charges for each
month due from each of Town's Customers, in the same amount as set forth in
Sections 2.01 (A) and 2.02(A) of MUD1 Adopted Rate Order; which charges shall
at all times be equal to the same charges assessed to residents of the MUDs.
4.3 Effluent Produced. Town shall have the right to all treated effluent
produced resulting from all Wastewater delivered to the wastewater treatment
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facilities from Town Customers at no additional charge for Town use within the
Town and on property under ownership or control of the Town and as prescribed
by the Texas Administrative Code, including without limitation, Section 210 of the
Texas Administrative Code, as may be amended from time to time, and as
prescribed by TCEQ. Transportation of said effluent from the Wastewater
Treatment Plant to its point of storage and/or use shall be the responsibility of
and at the expense of the Town.
ARTICLE V.
RATE ORDERS AND SERVICES TO TOWN CUSTOMERS
5.1 Town Rate Order. Town reserves the right at any time to adopt its own
rate order, setting forth rates different from those of MUDs to be charged to Town
Customers and which may be amended from time to time at the discretion of
Town Council (hereinafter "Town Rate Order"). Upon adoption or amendment of
a Town Rate Order, Town shall provide MUDs with a copy of the duly adopted
Town Rate Order. Town Rate Order shall set all of the rates for utilities (i.e.,
water and sewer rates) provided to Town Customers and shall provide such rates
to MUDs for MUDs' use in sending utility bills to Town Customers. MUDs shall
bill Town Customers in accordance with Town Rate Order. Town further agrees
to take all actions, including without limitation, legislative and administrative
actions, necessary to ensure that revenues and other income to Town shall at all
times be sufficient to promptly pay to MUDs all such charges when and as the
same become due and payable under this Contract.
5.2 Rate Changes-Town Rate Order. Town agrees to provide MUDs with
at least sixty (60) days written notice of its intent to change one or more rates or
charges within Town Rate Order.
5.3 Operational Services. MUDs and Town agree that MUDs shall provide
Operational Services for Town Wastewater Collection System and Town Water
Distribution System, including without limitation the following: reading the
individual meters of Town Customers; billing, collecting from, and responding to
service calls from Town Customers; marking water lines for contractors,
monitoring of telemetric equipment, if any; dead-end water flushes; preparing and
filing all operational and compliance reports required by law or requested by
Town, including without limitation those that are Commission mandated and/or
otherwise required by the EPA, or any successor agency; provide qualified
representatives to present reports at Council meetings upon request; providing
documentation of costs and expenses incurred by MUDs in providing Operational
Services, provide documentation of all transactions made by MUDs on behalf of
Town, whether directly with Town or with Town's Customers. In furtherance of
this, MUDs will provide to Town's Customers the identical quality and quantity of
services which it presently provides to all MUD customers.
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5.4 Billing of Town Customers. MUDs shall read the individual meters of
Town Customers on a monthly basis during the term of this Contract. Based on
such meter readings, MUDs shall send statements to Town's Customers in
accordance with the then-current Town Rate Order. MUDs shall collect
payments from Town Customers and deposit those payments in Town's bank
account on a daily basis.
5.5 Transfer of Collections to Town. Each month, MUDs shall prepare and
deliver a collections report to Town which sets forth the total amount of monies
due from Town's Customers pursuant to Town's Rate Order and the total amount
of monies collected from Town's Customers pursuant to Town Rate Order. Such
report shall provide sufficient specificity for Town to track the source and amount
of such income, usage of Town Customers and the basis for the charges
assessed to Town Customers. MUDs shall not have the right to offset its
charges to Town against the collections from Town Customers, but shall turn
over one hundred percent of all collections and shall separately invoice Town for
any and all charges that may be assessed against Town under the terms of this
Contract.
5.6 Invoice to Town. Charges assessed by MUDs to Town shall be limited to
the type and amount of charges set forth in Sections 2.01 (A) and 2.02(A) of
MUDs Adopted Rate Order. MUDs shall prepare an invoice showing the charges
to Town and shall provide a detailed explanation of all such charges assessed by
MUDs, including without limitation, backup documentation if requested by Town
so that Town can identify the nature and type of charge and the basis upon which
the charge was assessed to Town. If Town contests a charge, Town shall notify
MUDs within ten (10) business days of the charge contested and the basis for
the contest, and shall have the right to withhold payment until the dispute is
resolved by the Parties. Payments made by Town shall be made payable to
MUD1 and MUD2 and to the Trophy Club Master District jointly on or before the
20th day of each month.
5. 7 Late Charges and Interest on Late Payments The Town will remit
to the MUDs the full amount of all charges, without deduction for unpaid and
overdue bills. In turn, the MUDs will proceed to the collection of those bills and
will remit to the Town the amounts collected, including the interest and late
charges associated with those bills.
5.8 Water Emergency. Under Town's ordinance(s), MUDs may declare a
"water emergency period" if any condition or event occurs that interrupts the
production, treatment, or transportation of Water in MUDs Water System and
may impose conditions on consumption or use of Water. If MUDs declare a
"water emergency period" and impose conditions on Water consumption for its
customers in the existing MUDs under the then-current ordinance, Town agrees,
upon timely notification by MUDs to impose and enforce restrictive conditions of
consumption on Town Customers. Such restrictive conditions shall be equivalent
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to those imposed upon MUDs and/or MUDs customers pursuant to the Fort
Worth Water Contract. Where it has become necessary to adopt a drought
contingency plan, MUDs shall not apply their drought contingency plan to Town's
Customers in a manner that is more stringent than MUDs' application of their
drought contingency plan on residential customers within the MUDs.
ARTICLE VI.
TERM
6.1 Term. This Contract shall become effective upon approval by each of the
respective governing bodies of Town and MUDs and upon execution by their
respective authorized representatives, and shall remain in effect for an initial term
of three (3) years from the date of approval by the last Party subject to this
Contract (hereinafter "Initial Term"), and shall renew automatically annually for
additional terms of one (1) year each unless terminated by either party as
provided herein.
6.2 Termination for Default. Any Party to this Contract who believes that the
other Party to this Contract has defaulted in the performance of any condition,
term, or obligation owed to that Party under the Contract shall give written notice
of the default to the defaulting Party, specifying in detail the provision or
provisions of the Contract that have been breached and specifying what action
must be taken to cure or correct the default and notifying the defaulting Party that
failure to correct the default within sixty (60) days following receipt of the written
notice by such Party, shall result in termination on a date certain specified in the
notice.
6.3 Termination without Default. Any party shall have the right to terminate this
Contract without cause upon written notice to any other Party. Such notice of
termination must be provided at least one (1) year in advance of such termination
date, but in no case shall termination be allowed earlier than three (3) years from
the date of execution of this Contract.
ARTICLE VII.
MISCELLANEOUS
7.1 Remedies Cumulative. The Parties specifically agree that the remedy of
specific performance of this Contract is an appropriate and necessary remedy
and agree that any Party may employ the remedy of specific performance in the
event of a breach of this Contract. It is not intended hereby to specify (and this
Contract shall not be considered as specifying) an exclusive remedy for any
default, but all remedies, including specific performance and mandamus, may be
availed of by any Party and shall be cumulative of any other remedy herein
specified.
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7.2 Immunity. The fact that Town and MUDs accept certain responsibilities
relating to the provision of Operational Services under this Contract as part of
their responsibility for providing Water and Wastewater Services to their
respective residents makes it imperative that the performance of these vital
services be recognized as a governmental function and that the doctrine of
governmental immunity shall be, and it is hereby, invoked to the extent possible
under the law. Neither Town nor MUDs waive any immunity or defense against
third party claims that would otherwise be available to it against claims arising
from the exercise of governmental powers and functions. The Parties hereto
agree that each respectively waives its sovereign immunity to suit for the limited
purpose of adjudication of a claim for breach of this Contract. Notwithstanding
the foregoing agreement, remedies in such action shall be limited to those
provided by Chapter 271 of the Texas Local Government Code.
7.3 Force Majeure. If any Party is rendered unable, wholly or in part, by force
majeure to carry out any of its obligations under this Contract, except the
obligation to pay amounts owed or required to be paid pursuant to the terms of
this Contract, then the obligations of such Party, to the extent affected by such
force majeure and to the extent that due diligence is being used to resume
performance at the earliest practicable time, shall be suspended during the
continuance of any inability so caused to the extent provided but for no longer
period. As soon as reasonably possible after the occurrence of the force
majeure relied upon, the Party whose contractual obligations are affected thereby
shall give notice and full particulars of such force majeure to the other Party.
Such cause, as far as possible, shall be remedied with all reasonable diligence.
The term "force majeure," as used herein, shall include without limitation of the
generality thereof, acts of God, strikes, lockouts, or other industrial disturbances,
acts of the public enemy, orders of any kind of the government of the United
States or the State of Texas or any civil or military authority other than a Party to
this Contract, insurrections, riots, epidemics, landslides, lightning, earthquakes,
fires, hurricanes, restraint of government and people, civil disturbances,
explosions, breakage or accidents to machinery, pipelines or canals, partial or
entire failure of water supply resulting in an inability to provide water necessary
for operation of the water and sewer systems hereunder or in an inability of
MUDs to provide Water or receive Wastewater, and any other inabilities of any
Party, whether similar to those enumerated or otherwise, which are not within the
control of the Party claiming such inability, which such Party could not have
avoided by the exercise of due diligence and care. It is understood and agreed
that the settlement of strikes and lockouts shall be entirely within the discretion of
the Party having the difficulty, and that the above requirement that any force
majeure shall be remedied with all reasonable dispatch shall not require the
settlement of strikes and lockouts by acceding to the demands of the opposing
Party when such settlement is unfavorable to it in the judgment of the Party
experiencing such difficulty.
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7.4 Applicable Law. This Contract shall be governed by the laws of the State
of Texas and no lawsuit shall be prosecuted on this Contract except in a court of
competent jurisdiction located in Denton County.
7.5 No Additional Waiver Implied. No waiver or waivers of any breach or
default (or any beaches or defaults) by any Party hereto of any term, covenant,
condition, or liability hereunder, or the performance by any Party of any duty or
obligation hereunder, shall be deemed or construed to be a waiver of subsequent
breaches or defaults of any kind, under any circumstances.
7.6 Addresses and Notice. Unless otherwise provided in this Contract, any
notice, communication, request, reply, or advice (herein severally and
collectively, for convenience, called "Notice") herein provided or permitted to be
given, made, or accepted by any Party to the other (except bills), must be in
writing and may be given or be serviced by depositing the same in the United
States mail postpaid and registered or certified and addressed to the Party to be
notified, with return receipt requested, or by delivering the same to such Party,
addressed to the Party to be notified. Notice deposited in the mail in the manner
hereinabove described shall be conclusively deemed to be effective, unless
otherwise stated in this Contract, from and after the expiration of three (3) days
after it is so deposited. Notice given in any such other manner shall be effective
when received by the Party to be notified. For the purpose of notice, addresses
of the Parties shall, until changed as hereinafter provided, be as follows:
If to MUDs, to:
MUD Manager
100 Municipal Drive
Trophy Club, Texas 76262
If to Town, to:
Town Manager,
1 00 Municipal Drive
Trophy Club, Texas 76262
The Parties shall have the right from time to time and at any time to
change their respective addresses and each shall have the right to specify any
other address by at least fifteen ( 15) days' written notice to the other.
7.7 Merger and Modification. This Contract, including the exhibits that are
attached hereto and incorporated herein for all purposes, embodies the entire
agreement between the Parties relative to the subject matter hereof. This
Contract shall be subject to change or modification only with the written mutual
consent of all Parties affected by such change or modification.
7.8 Severability. The provisions of this Contract are severable, and if any part
of this Contract or the application thereof to any person or circumstances shall
ever be held by any court of competent jurisdiction to be invalid or
unconstitutional for any reason, the remainder of this Contract and the
application of part of this Contract to other persons or circumstances shall not be
affected thereby.
Page 12 of 17
Trophy Club Municipal Utility District No. 1 13 of 23 October 23, 2013 Joint Meeting
7.9 Successors and Assigns. This Contract shall be binding upon and inure
to the benefit of the Parties hereto and their successors. This Contract shall not
be assigned without the written consent of the governing bodies of the respective
entities. Notwithstanding the foregoing, this Contract is a non-exclusive Contract
and all parties hereto may, without consent or notice to the other Parties, contract
with one or more third parties for the same or similar commodities or services
provided under the terms of this Contract.
7.10 Benefits of Contract. This Contract is for the benefit of MUD1, MUD2,
and Town and their successors and assigns and shall not be construed to confer
any benefit on any other person or entity except as expressly provided for herein.
7.11 Non-Binding Mediation. The Parties agree that they shall first attempt to
resolve disputes hereunder by the use of non-binding mediation. Therefore, in
the event that any alleged default under this Contract cannot be resolved by
agreement of the Parties or in the event that the Parties cannot resolve a conflict
in or disagreement regarding interpretation of a specific provision(s) of this
Contract, the dispute, conflict or disagreement shall be submitted to non-binding
mediation as a condition precedent to (1) the filing of any lawsuit, and (2) the
filing of any other type of legal or equitable action to resolve such default or
dispute or to pursue available legal or equitable remedies. The costs of
mediation shall be shared equally by all Parties participating in the mediation.
7.12 Consent and Approvals. Whenever this Contract provides for the
approval or consent of one of the Parties, such consent or approval shall not be
unreasonably withheld or delayed.
TOWN OF TROPHY CLUB, TEXAS
~::me:~~~~i:J
Title: /1 A;'tlv("'
Page 13 of 17
Trophy Club Municipal Utility District No. 1 14 of 23 October 23, 2013 Joint Meeting
TROPHY CLUB MUNICIPAL UTILITY
DISTRICT No.;ll
By: ilc-.Ldif-<~
Name:~~~""'--.....___._.~~~""""'\--
Title: ~LA 0 1-:i)\r<2L-:\6c
TROPHY CLUB MUNICIPAL UTILITY
DISTR.Z
By: ~/~ ~ c:=__
Name : _ ___._-----\'---LJ.o<:i-=-==------'-----"=-=-+->/!..~
2.: VI nz..c.-jG..a__
TROPHY CLUB MASTER DISTRICT
By:;-. C ~
Page 14 of 17
Trophy Club Municipal Utility District No. 1 15 of 23 October 23, 2013 Joint Meeting
~ ! i i ! i I i NO SCALE i ~~~~~ !zb.,:i ~~ill "'!" i ~y~;••-•••-•••-•••-L-•••-u•-~:-:•:•:::::-::;::;:.~:.;:.t~~·:-:::: :-:•:.:•:~··t _ ....... POINT Of BEGINNING }YJ~~svm1, ·i ~r~g:.~ li -r-··~---·~·~\T.Jv~·-·-···-···--IBIJj. ________________ _ If£Mtma;,J:!.:.z::;::!:::.: .. ;·:·!I!I:::.::n::::::g:::l::n::u:::::::::rr:::tt~~;-i i i J.I£)IR)'$\Jli"{£V, ABSTRACT Kt.. ~n -···-···-···-···-i'"iAi)S"~···-···-···-M!mw:i No. Jt2 .._ ... /.,;ks%'.?Mf':'.':~~ftV .. -~~lga ~i~~~ The Highlands at Trophy Club Town of Trophy Club, Danton County, Texas Public Improvement District No. 1 OAlCOl/r#t/07 SHEET I~ 1 Of 1 B£AR!HG BASIS: ltXAS Nami COfllW. (Hil'ITH AW!111CI.N OI.'IW-83, mit "'202} STA'ItPLAMCGRIO~ ~~~~~ I i I i i 609.683 ACRES CUl t:f' ll-1{ R. Al.l.EN SURVEY, ASST. NO. 5, T. AU.£N SURVEY. ASST. NO. 7, T. ALU:N SI.Jfi\£Y, ASST. NO. 6. R. ALLEN SUR\<tY, ASST. NO. 17, T, CALLOWAY SUR\'tY, ASST. NO. 272. J. HENRY SUR"'vtY. ASST. NO. 529 ANO THE J. MICH~El SURVEY, ABSTRACT NO. 820 ~l TK( TOV<tl Of TROPHY ClUO, O~NTON COUNTY, ltXA.S Carter:: Burgess CAA'T£R & BURGESS. INC. ~~~~ ~ .. , ......... I•\ <:1 n\ (\")')c;,')Q\ l"\?'l<:;'lQf'l1 I"\\ r.OA \ 1'\\Uf:\ 011'\-t"V') ,ol,,..,. A I A /')f'of'l'1 AO'U:t."t"t PU \f{ .,<:.. ,-..... ~ ¥ -... J:> ... . Trophy Club Municipal Utility District No. 116 of 23October 23, 2013 Joint Meeting
~ NOFmi 0~ OUI'...:SCM.t"ru:r ) -\ ' WATER DISTRIBUTION SYSTEM NOfmfEAST PARI: • ) ,..-·"'/ / LEGEND E:J12" Wa!JJr Uno E:J1s• WaiJJr Una E:J Existing Water Una E::j PID Boundary c:-·-· ... ~. 'lli Ill Ill JJ -----·-r·----------\ . .,.,.. TDnPLIV r111R Pli.RIC OAIVE "' \1 \ ("'·-.... __________ ) '• · ...... _ ......... -----' ,......--.... , .... ,.. ..... __ ... '\, .... ( _________ /_____________ ---)r( _____ _ r--,.) C ; : / ! / l 'I I / , TROPHY CLUB _____ /~---~ PUBLISw~~;~o~Y~L~.~~N ~~~~E N0.1 _/ I , '\:.vi\ ( __ "') \ I c.t.r ......... c:-.llrD .... In ~[ngNMng.~ ~~ ....................... CARTER & BURGESS, INC. 79$0 nMIIOOI( DIM. $UT! 2$0 =:.~1~~ AUGUST 21,2007 ~ :s -· ~ -· \""'---~ a::-Trophy Club Municipal Utility District No. 117 of 23October 23, 2013 Joint Meeting
\ ~~ ______ ..... ! ·,,' .. ,· ......... WASTEWATER COLLECTION SYSTEM I \ \ LEGEND \ NOI!Tl!WEST ISO HKiH SCHOOL ) ·-LIFT STATION AND FORCE MAIN BY NEIGHBORHOOD DEVELOPER (NOT IN PID) ~~----_.,.---) \ (l I I ! \ \ l i j i I _ ... ,.,-------·"' E:3 E:3 E:3 E:3 Sanitary Sewer System Sanitary Sewer System ~Jo~i~g~~~~rhood Developer Existing Sanitary Sewer PID Boundary SJJ I 1111111 A \ ·-------r-----------. .... - I TDnDUV r111A 11.a.'iilt' nATVF MARSHALL~K ROAD \. LIFT STATION ANO \----FEMA FUlOOPlAIN FORCE MAIN lj¥----) NEIGHBN~?~z ~~r~LOPER--------------· ............................. -----· ! , _____________ ,. (--------------, ____________ __.-----.,________ rfo I, ') , ....... .-· ;---_) .--_) r( / i . ..-·\ I v ! j ~~~·~ TROPHY CLUB PUBLIC IMPROVEMENT DISTRICT N0.1 OF THOeHY GLU., u•NTON COUNTY, TEXAS c-t.. ...... ~~~~!~~~· CARTER & BURGESS, INC. 7?~0MIIIOOICOUolf,SI.JIT'E2SO =-=~951 AUGUST 21, 2007 Trophy Club Municipal Utility District No. 118 of 23October 23, 2013 Joint Meeting
Page: 1
Name of Issuing Bank/Financial Institution
CONFIDENTIAL
ISSUANCE DATE: XX!XX/XXXX
IRREVOCABLE STAND BY LETTER OF CREDIT NUMBER: xxxx
ISSUING BANK
Issuing Bank Name and Address.
BENEFICIARY APPLICANT
TOWN OF TROPHY CLUB FOR THE
BENEFIT OF TROPHY CLUB MUD 1 AND
TROPHY CLUB MUD 2
CENTURION AMERICAN (OR ITS ASSIGNS)
FOR THE ACCOUNT OF 831 TROPHY, L.P.
Address
100 MUNICIPAL DRIVE
TROPHY CLUB, TX. 76262
AGREEMENT:
3901 AIRPORTFREEWAY
BEDFORD, TX 76021
THE HIGHLANDS AT TROPHY CLUB DEVELOPMENT AND PID AGREEMENT
DATED MAY 7, 2007, BY AND BETWEEN
831 TROPHY, L.P., AS DEVELOPER,
AND TOWN OF TROPHY CLUB
AMOUNT-This amount shall be a sum equal to 10% interest for one year on the amount of the Utility Fee
Remainder at the beginning of the year, to wit, on May 7, 2013. Amount stated in written terms
EXPIRATION
MAY 13,2014 AT OUR COUNTERS
GENTLEMEN:
WE HEREBY ISSUE OUR IRREVOCABLE STAND BY LETTER OF CREDIT NO. XXXX FOR
CENTURION AMERICAN (OR ITS ASSIGNS) FOR THE ACCOUNT OF 831 TROPHY, L.P. WE
HEREBY AUTHORIZE YOU TO DRAW ON US AT SIGHT UP TO AN AGGREGATE AMOUNT OF
*Amount stated in written terms AND 00/100 US DOLLARS (US DOLLARS XXX, XXX.XX)
AGAINST PRESENTATION OF THIS ORIGINAL LETTER OF CREDIT AND YOUR SIGHT DRAFT
ACCOMPANIED BY THE FOLLOWING DOCUMENT:
A STATEMENT SIGNED BY AN AUTHORIZED OFFICER OF THE BENEFICIARY STATING
THAT AN EVENT OF DEFAULT HAS OCCURRED PURSUANT TO THE AGREEMENT DATED
MAY 7, 2007, EXECUTED BY 831 TROPHY, L.P, A TEXAS LIMITED PARTNERSHIP, AND TOWN
OF TROPHY CLUB, BENEFICIARY HEREIN
DRAFTS DRAWN UNDER THIS LETTER OF CREDIT MUST SPECIFY THE LETTER OF CREDIT
NUMBER AND BE PRESENTED AT THE OFFICE IDENTIFIED BELOW NO LATER THAN THE
EXPIRATION DATE, MAY 13,2014.
Trophy Club Municipal Utility District No. 1 19 of 23 October 23, 2013 Joint Meeting
Page 2
THIS LEITER OF CREDIT SETS FORTH IN FULL THE TERMS OF OUR UNDERTAKING, AND
SUCH UNDERTAKING SHALL NOT IN ANY WAY BE MODIFIED OR AMPLIFIED BY ANY
AGREEMENT WHICH THIS LEITER OF CREDIT RELATES, AND ANY SUCH REFERENCE
SHALL NOT BE DEEMED TO INCORPORATE HEREIN BY REFERENCE ANY AGREEMENT.
WE ENGAGE WITH YOU THAT SIGHT DRAFTS DRAWN UNDER AND IN COMPLIANCE WITH
THE TERMS OF THIS LETTER OF CREDIT WILL BE DULY HONORED UPON PRESENTATION
TO US AT Bank Name, Address of Bank's Branch Office ATTN: STANDBY LEITER OF CREDIT
DEPARTMENT.
THIS LEITER OF CREDIT IS SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICE FOR
DOCUMENTARY CREDITS (2007 REVISION) OF THE INTERNATIONAL CHAMBER OF
COMMERCE (PUBLICATION NO. 600). NOTWITHSTANDING ARTICLE 36 OF SAID I.C.C.
PUBLICATION, WE AGREE TO EFFECT PAYMENT IF THIS CREDIT IS DRAWN AGAINST
WITHIN 30 DAYS AFTER THE RESUMPTION OF BUSINESS.
IF YOU REQUIRE ANY ASSISTANCE OR HAVE ANY QUESTIONS REGARDING THIS
TRANSACTION, PLEASE CALL 213-481-7829.
AUTHORIZED SIGNATURE
THIS DOCUMENT CONSISTS OF 2 PAGE(S)
Trophy Club Municipal Utility District No. 1 20 of 23 October 23, 2013 Joint Meeting
October 1, 2013
Mike Slye
Town Manager
Town of Trophy Club
100 Municipal Drive
Trophy Club, TX 76262
COPY
HAN 0LIVER /O~j 13 I
RECEIVED BY:_~-f-'-'-£LL..J.~Pc--U_(j-----
CERTIFIED MAIL
NO. 7010 1870 0000 7855 7622
RETURN RECEIPT REQUESTED
Re: Wastewater Treatment Plant Improvement Project
Dear Mike:
In my prior correspondence to you dated June 19, 2013 (attached), the District notified the Town
that the District must proceed with improvements to its wastewater treatment plant in accordance
with the requirements of the Texas Commission on Environmental Quality ("TCEQ").
Accordingly, in my prior correspondence, we requested that the Town inform the District as to
whether it desired to enter into a long term water and wastewater service contract because of the
pending expiration of the current wholesale service contract. The correspondence notified the
Town that if a long-term agreement for water and wastewater service was not executed within
ninety (90) days of the date of the letter, system capacity cannot be guaranteed for the Town's
Public Improvement District (the "PID"). As of September 17, 2013. ninety days has passed and
the District has received no response from the Town.
The District's Board of Directors has requested that staff again request the Town to notify the
District if it desires the expansion of the wastewater treatment plant facilities to include capacity
for the PID. If the Town desires that the District's expansion project include capacity for the
Town's PID customers, please reply in writing on or before October 22. 2013. Your response
should specify whether the Town desires the expansion project to include capacity for the PID
customers served by the Town.
In the event the Town indicates that it does not desire the District to include capacity in the
project for the PID customers or the Town again fails to respond to the District's request, then
the District will proceed with design of the improvements to meet the District's needs only.
Under such circumstances, we urge the Town to commence planning and implementation for an
alternative source of wholesale water and wastewater service. As you know, Section 5.1 of the
current wholesale contract for water supply and wastewater treatment between the District and
the Town provides that the contract will expire on May 7, 201 _8 or upon the date all utility fees
are paid, whichever comes first. Thus, if the Town elects not to participate in the e?g>ansion
project. then it is critical that the Town secure an alternative source of wholesale water and
wastewater service with capacity sufficient for the PID. Any such alternative must be available
upon expiration of the existing wholesale contract. -..
Trophy Club Municipal Utility District No. I
100 Municipal Drive, Trophy Club, Texas 76137
(682) 831-4600
Trophy Club Municipal Utility District No. 1 21 of 23 October 23, 2013 Joint Meeting
M. Slye
October 1, 2013
Page2
In the event that the Town indicates that it desires the District to include capacity in the treatment
plant project for the PID, then the District and Town must enter into an amendment and
extension of the existing wholesale service contract by December 31, 2013. The purpose ofthe
amendment will be to ensure that the District may recover the costs associated with the capacity
constructed by the District for the benefit of the Town's customers located in the PID .
We sincerely hope to continue to provide safe, high quality water and wastewater services to the
Town at the lowest possible cost through a new long-term contract, but the District recognizes
that the source of wholesale water and wastewater service for the Town is a decision for the
Town. Similarly, we hope the Town recognizes that the District must timely expand its facilities
to serve its customers' needs and meet TCEQ requirements, and cannot design, finance or
construct capacity for others without assurance of repayment.
We look forward to the Town's written reply by October 22,2013.
Sincerely,
'
Cc: Mayor Connie White
Trophy Club Town Council
TCMUD Board ofDirectors
Trophy Club Municipal Utility District No. 1 22 of 23 October 23, 2013 Joint Meeting
June 19, 2013
Mike Slye
Town Manager
Town of Trophy Club
100 Municipal Drive
Trophy Club, TX 76262
RE: Strategic Interlocal Agreement Proposal
Dear Mike:
At their meeting last night, the Board of Directors considered the proposed Strategic Interlocal
Agreement submitted to them by the Town on May 22, 2013. After a careful review of the
provisions included in the Agreement, the Board did not fmd it economically feasible or in the
best interest of District customers. The Board took action to reject the proposal.
The current contract for water and sewer supply between the District and the Town will expire in
May 2018. When planning for future needs, the District has included the Town's service area to
ensure both water and wastewater capacity is available. The District appreciates providing these
services to the Town and would like to continue through a long-term agreement. The District is
in the process of designing an expansion to the wastewater treatment facilities and needs to
determine the capacity to include in the expansion. In order to maintain capacity in the District's
water and wastewater systems for the Public Improvement District after May 2018, a new
agreement will need to be executed within the next ninety (90) days that will allow for fair
payment of future capital improvements by the Town. Without a long-term agreement the
District cannot guarantee capacity will be available after the expiration of the current agreement.
Cc: Mayor Connie White
Trophy Club Town Council
TCMUD Board of Directors
Trophy Club Municipal Utility District No. 1
100 Municipal Drive, Trophy Club, Texas 76137
(682) 831-4600
Trophy Club Municipal Utility District No. 1 23 of 23 October 23, 2013 Joint Meeting