R-2022-219 - 9/8/2022 RESOLUTION NO. R-2022-299
WHEREAS, on March 24, 2020, the City of Round Rock ("City") and the City of Georgetown
("Georgetown") entered into that certain Wholesale Water Service Agreement ("Agreement"); and
WHEREAS, the City and Georgetown now wish to amend the Agreement to delay the date
when Georgetown may start taking water from the County Road 175 Point of Delivery, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City, First
Amendment to the Wholesale Water Service Agreement Between the Cities of Round Rock and
Georgetown, a copy being attached hereto as Exhibit "A"and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 8th day of September, 2022.
Ck'A,1GM, 0..;i G�JAN ` 'a' yor
4� ,
City of Round Roe Texas
ATTEST:
-AGA INK ', fity Cierk
0 12 �02 2%•MS S61 110 t 9 SO"
FIRST AMENDMENT TO THE
WHOLESALE WATER SERVICE AGREEMENT
BETWEEN THE CITIES OF ROUND ROCK AND GEORGETOWN
This First Amendment tote Wholesale Water Service Agreement Between the Cities of Round Rock and
Georgetown(the"First Amendment")is dated the day of,-,----,--by and between the City of Round
Rock("Round Rock")and the City of Georgetown("Georgetown").
RECITALS
Whereas,on the 24th day of March,2020,Round Rock and Georgetown entered into that certain Wholesale
Water Service Agreement Between the Cities of Round Rock and Georgetown,(the"Agreement");and
Whereas,the Cities now wish to amend the Agreement to delay the date when Georgetown may start taking
water from the County Road 175 Point of Delivery;
NOW THEREFORE, in consideration of the foregoing prenilses and the mutual promises and
undertakings set forth below,Georgetown and Round Rock mutually agree as follows:
ARTICLE I
DEFINITIONS
SecSection 1.. All terms used herein shall have the meaning assigned tote in the Agreement, unless
.................11.1......11 1.1
the context clearly requires otherwise.
ARTICLE 11
AMENDMENTS
Section 2.1 ARTICLE FIVE WATER RATES, Section 5.02 Monthly Base Charges, (b) County
Road 175,is hereby amended to read as follows:
(b) County Road 175.The initial monthly base charge for the water delivered
through the County Road 175 Point of Delivery shall be$43,530 for each calendar
month. Georgetown's right to take water from this Point of Delivery and the
monthly base charge will start June 1,2024,
ARTICLE III
MISCELLANEOUS
Section 3.1 To the extent necessary toeffect the terms and conditions of this First Amendment, the
Agreement is hereby amended and modified.In all other respects,the aforesaid Agreement is hereby ratified
and confirmed.
Section 3.2 This First Amendment may be executed in counterparts,each of which shall be an original
and all of which together shall constitute but one and the same instrument
IN WITNESS WHEREOF,the Parties hereto acting under authority of their respective governing bodies
have caused this First Amendment to be duly executed as of the day and year first above written.
GeorgeTownTx.65032.l.Draft—First—Amendment—to—the—Wholesale—Water—Service_Agreement
CITY OF ROUND ROCK
ATTEST: By:
Craig Morgan,Mayor
Meagan Spinks,City Clerk
APPROVED AS TO FORM:
Stephan L.Sheets,City Attorney
CITY GEORGETOWN
ATTEST: By:
m ,Mayor
,City Clerk
APPROVED AS TO FORM:
�-:::::,�City Attorney
WHOLESALE, WATER SERVICE AGRE EMENT
BE'TWEE N THE CITIES OF ROUND ROCK AND GEORGETOWN
This Wholesale Water Service Agreement Between the Cities of Round Rock and Georgetown
(this "Agreement") is made and entered into by and between the City of Georgetown, a Texas
home rule municipal corporation C'Geon getown")acting by and through its duly authorized Mayor,
and the City of Round Rock, a Texas home rule municipal corporation ("Round Rock")acting by
and through its duly authorized or.
RECITALS:
Whereas, Round Rock and Georgetown recognize that substantial benefits may be derived fi-om
joint cooperation with each other in the planning, financing, construction and provisions of
utilities;and
Whereas,Georgetown has a need for a source of additional treated water for the southwest portion
of its water service area; and
Whereas, Round Rock has excess capacity in its water treatment system and is willing to sell
wholesale potable water to Georgetown; and
Whereas,Geer eto n,and Round Rock desire to set faith in writing the terms and conditions for
the sale of water from Round Rock to Georgetown;
NOW, THEREFORE, in consideration of the foregoing premises and the mutual promises and
undertakings set forth below, Georgetown and Round Rock hereby contract and agree as follows:
ARTICLE ONE
DEFINITIONS
1.01 Unless the context clearly requires otherwise,the following terms shall have the meaning
set forth below:
Agreement: means this Wholesale Water Service Agreement Between the Cities of
Round Rock kind Georgetown,
As Available Service means the increment of interim wholesale water service in excess of
Firm Service as defined to to be provided to Georgetown by Round Rock under this Agreement
only if Round Ruck determines that such additional increment of potable water service is available
on a temporary basis from the Round Rock system after meeting the potable water service
requirements of its customers as hereinafter more particularly set forth.
Cities: means Georgetown and Round Rock.
0044024 I.DOCX
,g - 2020-,0044
Effective Date: means the day of ,2020.
Firm Service: the maximum assured level of potable water service, expressed in gallons
per day that Round Rock determines it is capable of providing to Georgetown on a consistent basis
from its water system,throughout the term of this Agreement.
Geoff: means the City of Georgetown,Texas,
Mctcr. Highlands at Ma field: means the water meter located in the vicinity of the
Highlands at Mayfield Ranch subdivision,as shown on Exhibit A.
Meter,C unto Road_ 175: means the water meter located near County Road 175,as shown
on Exhibit A.
Points of llelivei : means the two points whet. the Meters are located and where
Georgetown's water system will be connected to Round Rock's water system and from which
Georgetown may withdraw water from Round Rock's water system.
Round Rock: means the City of Round Rock,'texas.
Water: means potable water meeting those requirements for human consumption and other,
uses promulgated by the Texas Department of Health, and/or the Texas Commission on
Environmental Quality.
ARTICLE TWO
TERMS AND CONDITIONS
FOR WATER SERVICE
2.01 A gement to Provide Water Serv'c . Subject to the terms and conditions of this
Agreement and the requirements of applicable law,Round Rock agrees to provide water service
to Georgetown at the Point(s)of Delivery for the term of this Agreement.The Point(s)of Delivery
will be agreed upon by Round Rock and Georgetown. The maximum level of water service to be
provided by Round Rock to Georgetown under this Agreement shall be as set forth below.
2.02. Water Meters at(lie Points ofAeliye . Water delivered to Georgetown will be measured
by a meter installed at each Point of Delivery.Metering equipment and related facilities,including
a meter vault and standard-type devices required for properly measuring the quantity of Water
delivered to Georgetown,will be installed at each Point of Delivery as set forth in Sections 3.01
and 4.01 below. The meter(s) installed shall have the capability of restricting the rate of flow
through the meter,as set forth in Sections 3.02 and 4.02 below.The water meters that are installed
shall be Automatic Metering Infrastructure capable and be manufactured by Master Meter, Inc. or
other equivalent vendor approved by Round Rock. After installation, Round Rock will own,
operate,and maintain the metering equipment,and upstream improvements.
I
I
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2,03. Meter Calibration slid Whim Adiustments. At both Points of Delivery,Round Rock will
calibrate the.meters armwally at its cost. Round Rock will provide Georgetown with a copy of the
calibration report within ten calendar days of Round Rock's receipt of same. At Georgetown's
request,Round Rock shall calibrate the meters more frequently,If Georgetown requests calibration
of a meter more frequently than once every 12 months and,upon calibration,the meter in question
proves to be accurate, then the cost of the calibration will be borne by Georgetown. Any meter
registering within the accuracy range as defined by the American Water Works Association or its
successor agency for continuous maximum duty usage for that type and size of meter will be
deemed to be accurate. If any meter test indicates that the meter is inaccurate, the meter will be
recalibrated or replaced, and a billing adjustment will be made based on the degree of the meter's
inaccuracy, as determined by the test. If the Cities can reasonably estimate the time at which the
meter became inaccurate, Round Rock will make a billing adjustment based on that time period.
If the Cities cannot reasonably estimate the time at which the meter became inaccurate,then Round
Rock will make a billing adjustment to no more than the previous six months' billings.
2,04. MeteLRe air and Access, If a of of Delivery meter is out of service or under repair
so that the amount of Water delivered camiot be ascertained or computed from the readings, the
Water delivered during the period the meter was out of service or repair will be estimated and
agreed upon by the Cities based on previous billings and other relevant information. Round Rock
will keep accurate records of the amount Water passing through the meters on a daily basis. Such
records will be available to Georgetown for inspection or copying at all times during regular
business ours®Both Georgetown and Round Rock will be entitled to access the Point of Delivery
meters at all times.
2,05 Billing-gnd Pair en < Round Rock shall send a bill to Georgetown once per month setting
forth the quantity of Water delivered to Georgetown as determined by Round Rock's periodic
readings of the Point of Delivery meters. Each bill shall include a due date and the total amount
owed to Round Rock based on the metered quantity of Water delivered multiplied by Round
Rock's wholesale Water rate for Georgetown. Georgetown shall pay the total amount owed to
Round Rock by the due date on each bill for Water Service, If Georgetown,in good faith,questions
the amount of the bill,Round Rock shall work cooperatively with Georgetown to resolve the issue.
2.06 Effect of Mandatory Water Conse°vation etts rc a. Notwithstanding the level(s) of Firm
Service determined in this Agreement, Georgetown acknowledges that, if Round Rock institutes
mandatory water conservation measures for its customers,the level(s)of Firm Service set forth in
this Agreement may be temporarily reduced in accordance with Round Rock's mandatory
conservation measures as follows: If Round Rock implements Stage 1, the Firm Service shall be
reduced by 15%; if Round Rock implements Stage 11, the Firin Service shall be reduced by 25%;
and if Round Rock implements Stage 111,the Firm Service shall be reduced by 50%. , Round Rock
shall provide Georgetown 48 hours' written notice oft e implementation of a water conversation
stage.
ARTICLE THREE
HIGHLANDS POINT OF DELIVERY
3.01. Meters. At the Highlands Point of Delivery, there will be two separate meter vaults with
standard metering and related facilities, as shown on Exhibit B. The primary meter vault will be
for the meter to measure the quantity of Water delivered by Round Rock to Georgetown,pursuant
to the terms of this Agreement. The secondary meter vault will be, for a meter to measure water
delivered by Georgetown to Round Rock on an emergency basis, which will be the subject of a
separate Interlocal Agreement between Georgetown and Round Rock. Round Rock will be
responsible for designing and constructing both vaults,meters,and related facilities, Georgetown
shall reimburse Round Rock for one-half of all costs associated with same.
3.02 Level of Firm Service.The Cities agree that the level of Firm Service provided through the
Highlands at Mayfield meter shall be 1.0 million gallons per day (MGD). The Cities also agree
that the Highlands at Mayfield meter shall be set so that the maximum rate of flow through the
meter shall be 695 gallons per minute(GPM).
ARTICLE FOUR
COUNTY ROAD 175 POINT OF DELIVERY
4.01. Meter. At the County Road 175 Paint of Delivery, there will be one vault with a standard
meter and related facilities,as shown on Exhibit C. The meter vault will be for a meter to measure
the quantity of Water delivered by Round Rock to Georgetown, pursuant to the terms of this
Agreement. Round Rock will be responsible for designing and constructing the vault, meter, and
related facilities.Georgetown shall reimburse Round Rock for one-half of all costs associated with
same.
4.02 The Cities agree that the initial level of Firm Service provided
through the County Road 175 Point of Delivery shall be 3.0 MGD. The Cities also agree that the
County Road 175 Meter shall be set so that the maximum rate of flow tluough the meter shall be
2,085 GPM.
ARTICLE FIVE
WATER RATES
5.01 Rates for Water Service. The rate for Water Service shall consist of a monthly base charge
and a volumetric charge per 1,000 gallons of water delivered to Georgetown.
5.02 Monthly Base Charges,
(a) Highlands at Mayfield. 'The initial monthly base charge for the water delivered
through the Highlands at Mayfield Point of Delivery shall be $14,510 for each calendar month.
The monthly base charge will start June, 2020, or when Georgetown starts taking water at the
Highlands at Mayfield Point of Delivery, whichever first occurs.
4
(b) County Road 175,The initial monthly base charge for the water delivered through
the County Road 175 Point of Delivery shall be $43,530 for each calendar month. The monthly
base charge will start June,2022,or when Georgetown starts taking water at the County Road 175
Point of Delivery,whichever first occurs.
5.03
or 'stale Q
Liarge. The initial volumetric charge for water delivered at both points of
delivery shall be$1.16 per 1,000 gallons of water delivered to Georgetown.
5.04 Rate Review and Amendment. The rates set by Round Rock and charged to Georgetown
shall be reasonable and may be reviewed and/or amended from time to time and shall be based on
a cost of service study performed by Round Rock, Round Rock may include a rate of return in its
rates equal to 10 percent of its actual cost.At Georgetown's request,Round Rock agrees to provide
Georgetown with a copy of the rate study that derived the new rates,Round Rock agrees to provide
Georgetown at least 60 days written notice of an estimated amount of any proposed rate increase,
If Round Rock proposes to increase any of the rates set forth in this Agreement,the revised rate(s)
shall be adopted by the Round Rock City Council and Round Rock shall promptly provide
Georgetown written notice of the adopted rate(s). Georgetown shall have 60 days after the
adoption of the revised ratc(s) to either accept the increased rates in writing or terminate this
Agreement
ARTICLE SIX
AS AVAILABLE SERVICE
6.01. As Available Service, To the extent Water Service is available from the Round Rock
system in excess of the Firm Service at one or both Point(s)of Delivery, Georgetown may request
viae ail or phone call to the Round Rock Control Center on a daily basis and,tothe extent Round
Rock determines such additional water service is available, Round Rock agrees to provide As
Available Service to Georgetown at one or both Point(s) of Delivery by adjusting the valve
position(s), subject tothe conditions set forth in this Section,
6.0 2, Volurnetric Rates for As Available Service. All Water Service at a Point of Delivery which
exceeds the approved level of Firm Service determined in accordance with the foregoing
procedures shall be considered As Available Service. The volumetric charge for As Available
Service shall be$1.16 per 1,000 gallons delivered to Georgetown.
603 Reducing As Available Scrvice. Round Rock may terminate or reduce such As Available
Service at any time during the term oft is Agreement by providing Georgetown with twenty-four
(24)hours wiitten notice of such termination or reduction. Such notice shall be communicated by
either telephone or email to Georgetown's Control Center, If the notice is given by telephone, it
shod]be confirmed bye ail within 24 hours. Such notice shall contain the following
(a) a statement indicating the termination or reduction of As Available Service;
(b) in the case of a reduction of As Available Service, the estimated amount of the
reduction in As Available Set-vice; and
(c) the estimated duration of such termination or reduction of As Available Service.
ARTICLE SEVEN
GENERAL PROVISIONS
7.01. Aute. This Agreement is made pursuant to the authority conferred by V.T.C.A.
Government Code, Chapter 791, and V.T.C.A. Local Government Code Secs. 402.001 and
402.017, The limitations stated herein shall not be construed as a delegation by either Georgetown
or Round Rock of any governmental authority or power but rather shall be construed as a
contractual requirement
7.02. Payments from Current Revenues. All payments, if' any, required to be made by a
governmental entity hereunder shall be payable from current revenues or other funds lawfully
available for such purpose. The obligation of Georgetown to make payments to Round Rock does
not constitute a general obligation or indebtness of Georgetown for which Georgetown is obligated
to levy or pledge any form of taxation.
7.03. Force Maieure. If, by reason of Force Majeure(as hereinafter defined), any party shall be
rendered wholly or partially unable to carry out its obligations under this Agreement after its
effective date,then such party shall give written notice of the particulars of such Force Majeure to
the other party or within a reasonable time alter the occurrence thereof
The obligations of the party giving such notice, to the extent affected by such Force
Majeure, shall be suspended during the continuance of the inability claimed And for no longer
period, and any such party shall in good faith exercise its best efforts to remove and overcome
such inability. Payment obligations shall not be considered to be affected by Force Majeure.
c,
The term "Force Majeure" as utilized herein shall mean and refer to acts of God; strikes,
lockouts or other industrial disturbances; acts of public enemies; orders of any kind of the
government of the United States, the State of Texas, or any other civil or military authority;
insurrections;riots;epidemics;landslides;earthquakes;lightning;fires;hurricanes;storms;floods;
washouts;or other natural disasters;arrests;restraint of government and people;civil disturbances;
explosions;breakage or accidents to machinery,pipelines or canals;or other causes not reasonably
within the control of the party claiming such inability.
7,04 Seyeigbilily. The provisions of this Agreement are severable, and if any part of this
Agreement or the application thereof to any person or circumstances is ever held by any court of
competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this
Agreement and the application of such part of this Agreement to other persons or circumstances
shall not be affected thereby and this Agreement shall be construed as if such invalid or
unconstitutional portion had never been contained herein.
7,05 Entire Agreement, This Agreement contains the entire Agreement of the Cities and
supersedes all prior or contemporaneous, understandings and representations, whether oral or
written,respecting the subject matter hereof.
6
1.
7.06 AM_endments. Any amendment hereof must be in writing and signed by the authorized
representative of each party hereto.
7.07, No Amendment ofQ)j1hheir A LeeBient s otherwise expressly stipulated herein, this
I Unleq
Agreement is separate from and shall not constitute an amendment or modification of any other
agreement between.the Cities.
7.08 NoThird-Party Beneficiaries. This Agreement shall inure only tote benefit oft e Cities
and third parties not privy to this Agreement shall not, in any form. or manncr, be considered a
third-party beneficiary of this Agreement.
7.09 Assignment. The rights and obligations of a party arising under this Agreement shall not
be assignable.
7.10 Aicable Law. This Agreement shall be construed under and in accordance with Texas
RpL_
law.
7.11 Venue. Venue for any action arising hereunder shall be in Williamson County,Texas.
7.12 Conflie . If there is a conflict between Round Rock's policies, ox finances, or other
contracts and this Agreement,the provisions of this Agreement all control.
7.13 Notices. Notices provided hereunder shall be sufficient if forwarded to the other party by
hand-delivery or via U.S. Postal Service,postage prepaid,tothe address of the other party shown
below-, eAK *00t CA
GEORGETOWNf.
-
Georgetown,TX
Attn:
Telephone: !Z ' 3trS i
Ernail: .
with copy to:
Georgetown,Texas I='78(o.Z8
Attn:
Telephone: e5LCt%-2Wq
Email: C
I U5 knfttCA2&dff9qJUAL -M3
ROUND ROCK: 221 East in
Round Rock,Texas 79664
Attn. City Manager
Telephone: (512)218-5410
7
with copy to: Stephan L. Sheets
309 E. Main Street
Round Rock,Texas 78664-5264
Telephone: (512)255-8877
The Parties shall have the right at any time to change their respective addresses by giving
written notice of same to the other party.
7.14 Multiple Originals. This Agreement may be executed in multiple originals each of equal
dignity.
7.15 Term of Agreement. This Agreement shall be for a term of 10 years from the Effective
Date, This Agreement may be renewed or extended by mutual agreement of the Parties in writing
for such additional periods as may be approved by the governing bodies of Round Rock and
Georgetown.
7.16 Termination. This Agreement may be terminated by mutual agreement of the parties.,
Round Rock shall have the option of terminating this Agreement any time after five years by giving
Georgetown one-year written notice of its exercise of the option.Georgetown shall have the option
of terminating this Agreement any time after one year by giving Round Rock one-year written
notice of its exercise of the option. Pursuant to Section 5.04 of this Agreement,Georgetown also
has the right to terminate this Agreement in response to a rate increase adopted by the Round Rock
City Council No later than 30 days before the termination of this Agreement, the Cities will
coordinate with each other with regard to the disconnection between Georgetown's and Round
Rock's Water system in a manner acceptable to the Cities. Whichever City terminates the
Agreement will be responsible for the costs of such disconnection.
7.17 Default. In the event that one party believes that the other patty is in default of any of the
provisions in this agreement, the non-defaulting party will make written demand to cure to the
defaulting party and give the defaulting party up to thinly days to cure the default or,if the curative
action cannot reasonably be completed within thirty days, the defaulting party will commence the
curative action within thirty days and thereafter diligently pursue the curative action to completion.
This period must pass before the non-defaulting party may initiate any remedies available to the
non-defaulting party due to such default. The non-defaulting party shall mitigate direct or
consequential damages arising from any default to the extent reasonably possible under the
circumstances. The parties agree that they will use their best efforts to resolve any disputes and
may engage in non-binding arbitration or other alternative dispute resolution methods as
recommended by the laws of the State of Texas before initiating any lawsuit to enforce their rights
under this agreement. Nothing in this agreement shall be construed to limit either party's right to
recover damages or to seek other appropriate curative remedies if a breach of contract action is
filed by a non-defaulting party to this Agreement.
7.18 Effectiye_Datc. This Agreement shall be effective from and after the day of ,
2020. -—
IN WITNESS WHEREOF, the authorized set `vs of Round Rookor ave
executed this Agreement as of the date(s)shown below.
CITY OF ROUND ROCK;
g&4'. By.,
Sara White,City Clerk C41r- °Mur,m n, or
Date: •
9
CITY OF GEORGETOWN:
ATTEST:
jd�A�a,,j. By: ao,,
Robyn cnsmore,City Secretary Dale Ross,Mayor
Date:kul�
APPROVED AS T "ORM:
By:
Charlie McNabb,City Attorney
Date; J .., '
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