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R-07-09-27-15D2 - 9/27/2007 RESOLUTION NO. R-07-09-27-15D2 WHEREAS, in January of 1987, the City of Round Rock, Texas ( "City" ) , L&N Land Corp. , and Williamson County Municipal Utility District No. 9 ("District" ) entered into a Water and Wastewater Agreement ( "Agreement" ) , whereby the District obtained the benefit of fire protection services from the City for a term of forty years; and WHEREAS, in May of 2006, the voters within a certain area of Williamson County, Texas, including the District, voted to establish the Williamson County Emergency Services District No. 9 ( "ESD No. 9") ; WHEREAS, in May of 2007, the City and ESD No. 9 entered into an Interlocal Agreement for fire protection and emergency services within the defined boundaries of ESD No. 9; and WHEREAS, the City and the District would like to amend the Agreement in order to relieve residents and businesses of the District from paying twice for the same service; and WHEREAS, the City Council wishes to authorize the Mayor to execute a First Supplemental Agreement to Water and Wastewater Agreement with Williamson County Municipal Utility District No. 9 , 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 a First Supplemental Agreement to Water and Wastewater Agreement, a copy of same being attached hereto as Exhibit "A" and incorporated herein. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this 0:\wdox\RESOLUTI\R70927D2.WPD/rmc 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 27th day of September, 2007 . ;'J WELL, Mayor ty of Round Rock, Texas AT E Tt : CHRISTINE R. MARTINEZ, City Secr Pry 2 THE STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § FIRST SUPPLEMENTAL AGREEMENT TO WATER AND WASTEWATER AGREEMENT THIS FIRST SUPPLEMENTAL AGREEMENT TO WATER AND WASTEWATER AGREEMENT ("Amendment") is made and entered into this day of , 2007, by and between THE CITY OF ROUND ROCK, TEXAS ("City"), a home-rule municipality in the State of Texas; L&N LAND CORP., ("L&N") a Texas corporation, and WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 ("District"), a conservation and reclamation district created pursuant to Article XVI, Section 59 of the Texas Constitution an operating under the provisions of the Texas Water Code. The City, L&N, and the District are herein referred to together as "the Parties." WHEREAS, the Parties entered into the above referenced Water and Wastewater Agreement ("Agreement") dated January 22, 1987 whereby the District obtained the benefit of fire protection services of the City for a term of forty(40) years; and WHEREAS, at an election held May 13, 2006, voters within a certain area of Williamson County, Texas, including the District in its entirety, voted to establish the Williamson County Emergency Services District No. 9 ("ESD No. 9"), pursuant to Chapter 775 of the Texas Health and Safety Code, to provide fire protection and other emergency services to the residences and businesses within ESD No. 9; and WHEREAS, the City and the Emergency Services District No. 9 ("ESD No. 9") entered into an Interlocal Agreement For Fire Protection and Emergency Services ("Interlocal Agreement") dated May 24, 2007, whereby ESD No. 9 contracted with the City to provide fire protection and other emergency services within the defined boundaries of ESD No. 9; and WHEREAS, residents and businesses located in the District are paying the City for fire protection pursuant to the above referenced Agreement and paying taxes to ESD No. 9 for fire protection, which is being provided by the City pursuant to the above-referenced Interlocal Agreement; and WHEREAS, the Parties wish to amend the above-referenced Agreement in order to relieve the residents and businesses of the District from paying twice for the same services: NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows: 118618/0122.0707/ps EXHIBIT a s "An I. DESCRIPTION OF AMENDMENT 1. Section 2.02 of the Agreement is deleted in its entirety. 2. To the extent necessary to effect the terms and provisions of this First Amendment, the Agreement is hereby amended. In all other respects, Agreement is hereby ratified and confirmed. II. MISCELLANEOUS PROVISIONS 1. No Third Party Beneficiaries. No term or provision of this First Amendment is intended to, or shall, create any rights in any person, firm, corporation, or other entity not party hereto, and no such person or entity shall have any cause of action hereunder. 2. No Other Relationship. No term or provision in this First Amendment is intended to create a partnership,joint venture, or agency agreement between and of the Parties. 3. No Waiver of Defenses. No Party to this First Amendment waives or relinquishes any immunity or defense on behalf of itself, its officers, employees, and agents as a result of the execution of this First Amendment and performance of the covenants contained within. 4. Governing Law and Venue. The Parties agree that this First Amendment and all disputes arising thereunder shall be governed by the laws of the State of Texas, and that exclusive venue for any action arising under this First Amendment shall be in Williamson County, Texas. 5. Force Maigure. Notwithstanding any other provisions of this First Amendment to the contrary, no failure, delay or default in performance of any obligation hereunder shall constitute an event of default or a breach of this First Amendment if such failure to perform, delay or default arises out of causes beyond the control and without the fault or negligence of the Party otherwise chargeable with failure, delay or default; including but not limited to acts of God, acts of public enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters or other casualties, strikes or other labor troubles, which in any way restrict the performance under this First Amendment by the Parties. 6. Entire Agreement. This First Amendment constitutes the entire agreement of the Parties regarding the subject matter contained herein. The Parties may not modify or amend this Agreement, except by written agreement approved by the governing bodies of each Party and duly executed by all Parties. 7. Approval. This First Amendment has been duly and properly approved by each Party's governing body and constitutes a binding obligation on each Party. 2 8. Non-Waiver. A Party's failure or delay to exercise a right or remedy does not constitute a waiver of the right or remedy. An exercise of a right or remedy under this First Amendment does not preclude the exercise of another right or remedy. Rights and remedies under this First Amendment are cumulative and are not exclusive of other rights or remedies provided by law. 9. Paragraph Headings. The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this First Amendment or any section thereof. 10. Severability. The Parties agree that in the event any provision of this First Amendment is declared invalid by a court of competent jurisdiction that part of the First Amendment is severable and the decree shall not affect the remainder of the First Amendment. The remainder of the First Amendment shall be and continue in full force and effect. 11. Open Meetings Act. The Parties hereby represent and affirm that this First Amendment was adopted in an open meeting held in compliance with the Texas Open Meetings Act (Tex. Gov. Code, Ch. 551), as amended. 12. Counterparts. This First Amendment may be executed in multiple counterparts which, when taken together, shall be considered as one original. 13. Effective Date. This First Amendment is made to be effective on January 1, 2007, notwithstanding the dates accompanying the signatures below. APPROVED by the City Council, City of Round Rock, Texas, in its meeting held on the day of , 2007, and executed by its authorized representative. CITY OF ROUND ROCK, TEXAS By: NYLE MAXWELL, Mayor Date Signed: ATTEST: FOR CITY, APPROVED AS TO FORM: CHRISTINE R. MARTINEZ, City Secretary STEPHAN L. SHEETS, City Attorney 3 APPROVED by the WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 in its meeting held on the 10th day of September, 2007, and executed by its authorized representative. WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 r By: "IELGER, President Date Signed: l //o l ATTEST: KEI N OU , Assistan Secretary 4 DATE: September 20, 2007 SUBJECT: City Council Meeting - September 27, 2007 ITEM: 15D2. Consider a resolution authorizing the Mayor to execute a First Supplemental Agreement to the Water Wastewater Agreement with Williamson County Municipal Utility District No. 9, which eliminates the fee for fire protection services. Department: Administration Staff Person: David Kautz, Assistant City Manager/Chief Financial Officer Justification: City of Round Rock and Williamson County Municipal District No. 9 would like to amend this agreement in order to relieve residents and businesses of the District from paying twice for the same service. Compensation for the services provided by the City are obtained as outlined in the Emergency Service District No. 9 agreement dated May 24, 2007 (R-07-05-24-11F2). Funding• Cost: N/A Source of funds: N/A Outside Resources: Williamson County Municipal District No. 9 Background Information: City of Round Rock and Williamson County Municipal District No. 9 entered into an Agreement dated January 22, 1987 allowing the District to receive fire protection services from the City for a term of forty years. By an election held on May 13, 2006 voters approved the creation of the creation of the Williamson County Emergency Services District No. 9 (ESD No. 9) to provide fire protection and emergency services within the defined boundaries of ESD No. 9. Public Comment: N/A EXECUTED DOCUMENT FOLLOWS THE STATE OF TEXAS § COUNTY OF WILLIAMSON § KNOW ALL BY THESE PRESENTS: § FIRST SUPPLEMENTAL AGREEMENT TO WATER AND WASTEWATER AGREEMENT THIS FIRST SUPPLEMENTAL AGREEMENT TO WATER AND WASTEWATER AGREEMENT ("Amendment") is made and entered into this _1 _ day of , 1 2007, by and between THE CITY OF ROUND ROCK, TEXAS "Cit " ( y ), a home-rule municipality in the State of Texas; L&N LAND CORP., ("L&N") a Texas corporation, and WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 ("District") conservation and reclamation district created pursuant to Article XVI, Section 59 of the Texas Constitution an operating under the provisions of the Texas Water Code. The City, L&N, and the District are herein referred to together as "the Parties." WHEREAS, the Parties entered into the above referenced Water and Wastewater Agreement ("Agreement") dated January 22, 1987 whereby the District obtained the benefit of fire protection services of the City for a term of forty(40) years; and WHEREAS, at an election held May 13, 2006, voters within a certain area of Williamson County, Texas, including the District in its entirety, voted to establish the Williamson County Emergency Services District No. 9 ("ESD No. 9"), pursuant to Chapter 775 of the Texas Health and Safety Code, to provide fire protection and other emergency services to the residences and businesses within ESD No. 9; and WHEREAS, the City and the Emergency Services District No. 9 ("ESD No. 9") entered into an Interlocal Agreement For Fire Protection and Emergency Services ("Interlocal Agreement") dated May 24, 2007, whereby ESD No. 9 contracted with the City to provide fire protection and other emergency services within the defined boundaries of ESD No. 9; and WHEREAS, residents and businesses located in the District are paying the City for fire protection pursuant to the above referenced Agreement and paying taxes to ESD No. 9 for fire protection, which is being provided by the City pursuant to the above-referenced Interlocal Agreement; and WHEREAS, the Parties wish to amend the above-referenced Agreement in order to relieve the residents and businesses of the District from paying twice for the same services: NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows: 118618/0122.0707/ps 9- '1 (1_�`i-_ `7- i I. DESCRIPTION OF AMENDMENT 1. Section 2.02 of the Agreement is deleted in its entirety. 2. To the extent necessary to effect the terms and provisions of this First Amendment, the Agreement is hereby amended. In all other respects, Agreement is hereby ratified and confirmed. II. MISCELLANEOUS PROVISIONS 1. No Third Partv Beneficiaries. No term or provision of this First Amendment is intended to, or shall, create any rights in any person, firm, corporation, or other entity not party hereto, and no such person or entity shall have any cause of action hereunder. 2. No Other Relationship. No term or provision in this First Amendment is intended to create a partnership,joint venture, or agency agreement between and of the Parties. I No Waiver of Defenses. No Party to this First Amendment waives or relinquishes any immunity or defense on behalf of itself, its officers, employees, and agents as a result of the execution of this First Amendment and performance of the covenants contained within. 4. Governing Law and Venue. The Parties agree that this First Amendment and all disputes arising thereunder shall be governed by the laws of the State of Texas, and that exclusive venue for any action arising under this First Amendment shall be in Williamson County, Texas. 5. Force Majeure. Notwithstanding any other provisions of this First Amendment to the contrary, no failure, delay or default in performance of any obligation hereunder shall constitute an event of default or a breach of this First Amendment if such failure to perform, delay or default arises out of causes beyond the control and without the fault or negligence of the Party otherwise chargeable with failure, delay or default; including but not limited to acts of God, acts of public enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters or other casualties, strikes or other labor troubles, which in any way restrict the performance under this First Amendment by the Parties. 6. Entire Agreement. This First Amendment constitutes the entire agreement of the Parties regarding the subject matter contained herein. The Parties may not modify or amend this Agreement, except by written agreement approved by the governing bodies of each Party and duly executed by all Parties. 7. Approval. This First Amendment has been duly and properly approved by each Party's governing body and constitutes a binding obligation on each Party. 2 8. Non-Waiver. A Party's failure or delay to exercise a right or remedy does not constitute a waiver of the right or remedy. An exercise of a right or remedy under this First Amendment does not preclude the exercise of another right or remedy. Rights and remedies under this First Amendment are cumulative and are not exclusive of other rights or remedies provided by law. 9. Paragraph Headings. The various paragraph headings are inserted for convenience of reference only, and shall not affect the meaning or interpretation of this First Amendment or any section thereof. 10. Severability. The Parties agree that in the event any provision of this First Amendment is declared invalid by a court of competent jurisdiction that part of the First Amendment is severable and the decree shall not affect the remainder of the First Amendment. The remainder of the First Amendment shall be and continue in full force and effect. 11. Open Meetings Act. The Parties hereby represent and affirm that this First Amendment was adopted in an open meeting held in compliance with the Texas Open Meetings Act (Tex. Gov. Code, Ch. 551), as amended. 12. Counterparts. This First Amendment may be executed in multiple counterparts which, when taken together, shall be considered as one original. U. Effective Date. This First Amendment is made to be effective on January 1, 2007, notwithstanding the dates accompanying the signatures below. APPROVED by the City Council, City of Round Rock, Texas, in its meeting held on the 7 day of , 2007, and executed by its authorized representative. CITY O , TEXAS By: MAXWELL, Mayor Date Signed: ly - I_ )7 ATTEST: FOR CITY, APPROVED AS TO FORM: 4, CHRISTINE R. MARTINEZ, City Secretar ST A L. SHEETS City Attorney 3 APPROVED by the WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 in its meeting held on the 10th day of September, 2007, and executed by its authorized representative. WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 LES E ALGER, President Date Signed: ATTEST: KEI OUNG, Assistant cretary 4