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Contract - Brushy Creek Regional Utility Authority - 3/23/2023 INTERLOCAL AGREEMENT REGARDING WATER TREATMENT PLANT SUPERINTENDENT AND OPERATOR SERVICES THIS INTERLOCAL AGREEMENT REGARDING WATER TREATMENT PLANT SUPERINTENDENT AND OPERATOR SERVICES (the "Agreement") is entered into to be effective as of the 16th day of April, 2023 by and between the BRUSHY CREEK REGIONAL UTILITY AUTHORITY, a Texas local government corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299 ("BCRUA"), and the CITY OF ROUND ROCK, TEXAS, a Texas home-rule city, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299 ("Round Rock"). In this Agreement, BCRUA and Round Rock are sometimes individually referred to as a "Party" and collectively referred to as the"Parties." RECITALS WHEREAS, BCRUA requires the services of a skilled and experienced individual to act as the Treatment Plant Superintendent ("Plant Superintendent") and one or more skilled professionals to act as the Treatment Plant Operators("Plant Operators"); WHEREAS, the purpose of this Agreement is to set forth the terms and conditions under which Round Rock will employ and provide a Plant Superintendent and the Plant Operators that will be recruited, selected, managed and supervised by the General Manager of the BCRUA; WHEREAS, the Plant Superintendent and Plant Operators will 'dedicate all of their work time and duties to the BCRUA, and the, employment obligations established pursuant to this Agreement; WHEREAS, the Plant Superintendent and Plant Operators will be at-will employees under the direct supervision and control of the General Manager, subject only to the responsibility of the Operations Committee of the BCRUA to consult with and advise the Board of Directors and the General Manager; WHEREAS, as between Round Rock and the BCRUA, the BCRUA will be solely responsible for the actions of, and any liability arising from the employment of, the Plant Superintendent and the Plant Operators, and provide liability insurance or equivalent risk pool coverage therefore; and WHEREAS, BCRUA and Round Rock wish to document their agreement concerning the requirements and respective obligations of the Parties: NOW, THEREFORE, in consideration of the foregoing premises and the mutual promises and agreements of the Parties contained in this Agreement,the Parties agree as follows: I. DEFINITIONS 1.01. When used in this Agreement, capitalized terms not otherwise defined shall have the meanings set forth below: (a) "Agreement". means this "Interlocal Agreement Regarding Regional Water Treatment Superintendent and Operator Services." (b) "BCRUA" means the Brushy Creek Regional Utility Authority. (c) "BCRUA Water Project" means the regional water supply system which is intended to provide an additional 105.8 million gallons per day of potable water supply to meet future water demands of the Member Cities, based on projected population growth, as more fully delineated in the Preliminary Engineering Report(the "PER"). (d) "BCRUA Water Treatment Plant" means the water treatment plant component of the BCRUA Water Project. (e) "Cost Allocation Percentages" mean the percentage of costs to be paid to BCRUA by the Member Cities for the Plant Superintendent Costs and the Plant Operators Cost, such percentages being delineated on the Master Contract, Exhibit D entitled `BCRUA Project Capacity and Cost Allocation, Updated July 23, 2008" and System Operating Agreement (BCRUA Project, First Phase) dated May 14, 2009, as amended; provided the Cost Allocation Percentages shall never be less than the actual respective percentage of the ownership and participation of Leander, Round Rock, and Cedar Park in the BCRUA. (f) "Effective Date" means the date set forth in the first paragraph of this Agreement. (g) "Invoice" means the quarterly bill Round Rock will submit to the BCRUA pursuant to Section 4.04. (h) "Master Contract" means the Master Contract for the Financing, Construction and Operation of the BCRUA Regional Water Treatment and Distribution Project, dated September 2, 2008, and its attached exhibits, as amended from time to time, such Master Contract made by and among the BCRUA, Leander, Cedar Park, and Round Rock. (i) "Member Cities"means the cities of Leander, Cedar Park, and Round Rock. (j) "Operations Committee" shall have the meaning provided in the Master Contract. (k) "Party" or"Parties" means Round Rock and/or BCRUA, as applicable. (1) "Plant Operators" means the person(s) responsible for the day-to-day operation 2 of the BCRUA Water Treatment Plant and other components of the BCRUA Water Project. (m) "Plant Operators Costs" means all costs and expenses to be paid by BCRUA to Round Rock. (n) "Plant Operators Services" means the general operation services performed and to be performed by the Plant Operators for the BCRUA Water Treatment Plant, as determined by the General Manager. (o) "Plant Superintendent" means the Plant Superintendent, being that person responsible for provision of supervision and oversight for the BCRUA Water Treatment Plant and other components of the BCRUA Water Project. (p) "Plant Superintendent Costs" means all costs and expenses to be paid by BCRUA to Round Rock for Plant Superintendent Services. (q) "Plant Superintendent Services" means the general supervision and oversight support services performed and to be performed by the Plant Superintendent for the BCRUA Water Treatment Plant as determined by the General Manager. II. PLANT SUPERINTENDENT 2.01. Provision of Plant Superintendent; Required Services (a) Round Rock will employ for the BCRUA a qualified person that is recruited, selected, and designated by the BCRUA for employment as the Plant Superintendent. Pursuant to this Agreement, the Plant Superintendent shall be placed on the Round Rock employment rolls and assigned full-time to the BCRUA and shall work with, report to and be supervised by the BCRUA General Manager. (b) The Plant Superintendent will perform and provide such employment duties and services as are assigned from time to time by the BCRUA and the General Manager. 2.02. Access to Work Product. All work product produced by the Plant Superintendent shall be the property of the BCRUA, and the BCRUA and all or any of the BCRUA's Member Cities shall be entitled to copies of any such work product produced by the Plant Superintendent in connection with the Plant Superintendent Services. The entity requesting a copy of such information shall pay all reasonable costs incurred in preparing and furnishing the copies. 3 ILI. PLANT OPERATORS 3.01. Provision of Plant Operators; Required Services (a) Round Rock will employ for the BCRUA one or more qualified persons that are recruited, selected, and designated by the BCRUA for employment as Plant Operators. Pursuant to this Agreement, the Plant Operators shall be assigned full-time to the BCRUA, and shall work with, report to and be supervised by the Plant Superintendent and the BCRUA General Manager. (b) The Plant Operators will perform and provide such employment duties and services as are assigned from time to time by the BCRUA General manager. 3.02. Access to Work Product. All work product produced by the Plant Operators shall be the property of the BCRUA, and the BCRUA and all or any of the BCRUA's Member Cities shall be entitled to copies of any such work product produced by the Plant Operators in connection with the Plant Operators Services. The entity requesting a copy of such information shall pay all reasonable costs incurred in preparing and furnishing the copies. IV. SALARIES,BENEFITS AND POLICIES 4.01. Salary and Benefits. Round Rock shall fund and pay the salary and benefits of the Plant Superintendent and the Plant Operators, subject to the required reimbursements by the BCRUA. Round Rock will provide the Plant Superintendent and Plant Operators with benefits, including, but not limited to, health insurance, workers compensation coverage, and TMRS participation, and pay the costs and expenses thereof, on the same terms and conditions as for its regular, full- time employees. The BCRUA may further fund and pay additional employment benefits, e.g. travel,training, and memberships. 4.02. Personnel Policies. The Plant Superintendent and Plant Operators shall be subject to and covered by the same personnel policies and related personnel rules and regulations of Round Rock as are applicable to the regular full-time employees of Round Rock, as modified and amended from time to time, provided that: (a).the employment, supervision, training, discipline, suspension and termination of the Plant Superintendent and the Plant Operators shall be the responsibility and duty of the General Manager subject only to. consultation with and recommendation from the Operations Committee; and(b)the BCRUA may adopt and require the Plant Superintendent and Plant Operators to comply with such other and additional rules and procedures as it determines necessary. 4.03. Services and Authority. Round Rock will provide the employment accounting and payroll services necessary to effectuate the purposes of this Agreement. The Plant Superintendent and Plant Operators will participate in the same employee benefit programs, e.g. health insurance and TMRS, and on the same terms and conditions, as all regular full-time employees of Round Rock. The Plant Superintendent and the Plant Operators will be provided 4 pursuant to the authority of City Council of Round Rock to enter into and participate in interlocal agreements, and to structure, organize and provide for city services to accomplish its public purposes. Further, to the extent, if any, necessary to effect the purposes of this Agreement, the City Manager of Round Rock hereby designates the General Manager of the BCRUA as the City Manager's designee authorized to recruit, select, employ, manage, supervise, discipline and terminate the Plant Superintendent and the Plant Operators. 4.04. Administration and Invoicing. Round Rock shall administer the compensation and benefits paid to the Plant Superintendent and the Plant Operators. Each calendar quarter, Round Rock shall submit an Invoice to the BCRUA for the costs and expenses paid or incurred by Round Rock during the prior calendar quarter or part thereof. The Invoice shall include the costs and expenses for the compensation and benefits, and all other associated costs, incurred by Round Rock, for or with respect to the Plant Superintendent and the Plant Operators. The quarterly Invoice will be in an amount equal to the cost of the benefits, plus an amount equal to 1.5 times the wages and other associated costs paid by Round Rock. V. BCRUA PAYMENTS AND OBLIGATIONS 5.01. Payment of Invoice. BCRUA will pay the amount of the Invoice to Round Rock within thirty (30) calendar days after receipt by the BCRUA. 5.02. Sources for Payment. All costs and expenses for the Plant Superintendent and the Plant Operators shall be paid by BCRUA from funds appropriated in a budget approved by the Member Cities, as amended, in accordance with this Article. BCRUA shall obtain reimbursement from the Member Cities in accordance with the budget and the Master Contract, as amended or supplemented from time to time thereafter by agreements approved by the Board and all of the Member Cities.. The Invoice shall be paid from those funds. 5.03. Responsibility for Performance. As between the BCRUA and Round Rock, the BCRUA shall be responsible for the performance, actions and inactions by the Plant Superintendent and the Plant Operators. Excluding only claim amounts covered by workers compensation insurance provided by Round Rock, BCRUA shall be responsible for any and all claims and causes of action arising from the employment of the Plant Superintendent and/or the Plant Operators, including, but not limited to, any and all claims or causes of action made by the Plant Superintendent or a Plant Operator rising out of or from their employment, services, or supervision. 5.04. Insurance. BCRUA shall obtain, keep and maintain a policy or policies of liability insurance, or risk pool coverage, sufficient to insure the BCRUA, Round Rock and the Member Cities from any and all claims or causes of action arising from, or out of, the employment, supervision, management and actions of the Plant Superintendent and Plant Operators. 5 VI. GENERAL PROVISIONS 6.01 Authority. This Agreement is made in part under the authority conferred in Chapter 791, Texas Government Code and Section 402.001, Texas Local Government Code. 6.02 Severability. The provisions of this Agreement are severable and, if any provision of this Agreement is held to be invalid for any reason by a court or agency of competent jurisdiction,the remainder of this Agreement will not be affected, and this Agreement will be construed as if the invalid portion had never been contained herein. 6.03 Payments from Current Revenues. Any payments required to be made by a Party under this Agreement will be paid from current revenues or other funds.lawfully available to the Party for such purpose. 6.04 Cooperation. The Parties agree to cooperate at all times in good faith to effectuate the purposes and intent of this Agreement. 6.05 Entire Agreement. Except as otherwise expressly provided herein, this Agreement contains the entire agreement of the Parties regarding payment by the BCRUA to Round Rock for Plant Superintendent Services and Plant Operators Services, and supersedes all prior or contemporaneous understandings or representations, whether oral or written, regarding the subject matter. The Parties confirm that further agreements regarding the BCRUA Water Project are contemplated and will not be affected or limited by this Agreement. 6.06 Amendments. Any amendment of this Agreement must be in writing and will be effective if signed by the authorized representatives of the Parties. 6.07 Applicable Law; Venue. This Agreement will be construed in accordance with Texas law. Venue for any action arising hereunder will be in Williamson County, Texas. 6.08 Notices. Any notices given under this Agreement will be effective if(i) forwarded to the other Party by hand-delivery; (ii) transmitted to the other Party by confirmed telecopy; or (iii) deposited with the U.S. Postal Service, postage prepaid, certified, to the address of the Party indicated below: Round Rock: City of Round Rock 221 E. Main Street Round Rock, Texas 78641-1781 Attn: City Manager with copy to: Sheets& Crossfield, PLLC 309 E. Main St. Round Rock, Texas 78664 Attn: City Attorney 6 BCRUA: Brushy Creek Regional Utility Authority 221 East Main Street Round Rock,Texas 78664 Attn: General Manager 6.09 Force Majeure. Parties shall not be deemed in violation of this Agreement if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or due to circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. 6.10 Counterparts. This Agreement may be executed simultaneously in multiple counterparts, each of which will be deemed an original, but all of which will constitute the same instrument. 6.11 Authority. Each Party represents and warrants that it has the full right, power and authority to execute this Agreement. 6.12 Term. The initial term of this Agreement shall be from the Effective Date hereof until September 30, 2023. Thereafter, this Agreement shall automatically renew for successive one- year periods beginning on October 1, 2023 and on each October 1 thereafter. Provided however, either Party hereto shall have the option of terminating this Agreement upon 180 days written notice to the other Party. Executed to be effective the 16th day of April, 2023. CITY OF OUND ROCK EXAS By: Cr g Mor nA4ayor. Date: 3 Z3 BRUSHY CREEK REGIONAL UTILITY AUTHORITY r By: e �ufV% 0si n Date: O( 7