Water Purchase Agreement WATER PURCHASE AGREEMENT
This Agreement, made and entered into by and between the City of Salina, Kansas, a
municipal corporation of Saline County, Kansas, hereinafter referred to as the "City", and Rural
Water District No. 3, Saline County, Kansas, a rural water district duly organized and existing
under the laws of the State of Kansas, hereinafter referred to as the "District".
WITNESSETH:
WHEREAS, the District is a quasi-municipal corporation duly organized and existing
under the provisions of K.S.A. 82a-612 et seq., for the purpose of constructing and operating a
water supply distribution system to serve water users within the corporate boundaries of the
District, and to accomplish this purpose the District requires a supply of treated water; and,
WHEREAS, the City owns and operates a water treatment plant and supply distribution
system with a capacity currently capable of serving the customers of the City's system and the
customers of the District, in accordance with the terms of this Agreement; and
WHEREAS, by Resolution of the Board of City Commissioners, adopted on the 20h day
of March, 2012, the sale of water to the District in accordance with the provisions of this
Agreement, was approved, and the execution of the Agreement for the City, by its Mayor and
City Clerk, was duly authorized; and
WHEREAS, by Resolution of the Board of Directors of the District, adopted on the 13`h
day of March, 2012, the purchase of water from the City in accordance with the provisions of
this Agreement was approved, and the execution of the Agreement for the District, by its
Chairman and Secretary, was duly authorized;
NOW THEREFORE, in consideration of the foregoing and the mutual covenants
hereinafter set forth,the parties hereto do hereby agree as follows:
1. SALE OF WATER: The City agrees to sell to the District at the points of delivery
hereinafter specified, during the term of this Agreement or any renewal or extension
thereof, potable treated water meeting applicable primary water purity standards of the
United States Environmental Protection Agency and Kansas Department of Health and
Environment in such quantity as may be required by the District, but not to exceed five
million five-hundred thousand (5,500,000) gallons per month.
2. TERM OF AGREEMENT: This Agreement shall extend for a term of twenty (20) years
from the date of this Agreement, and, thereafter may be renewed or extended for such
term, or terms, as may be mutually agreed upon by the City and District.
3. POINTS OF DELIVERY AND PRESSURE: The City shall furnish water at a minimum
pressure of forty-five (45) psi from existing water mains at the four existing points of
delivery ("PODs") as further described and depicted on Exhibit A attached hereto. If a
greater pressure is required by the District at the PODs, the cost of providing such greater
pressure shall be borne by the District. Emergency failures of pressure or supply due to
main supply line breaks, power failure, flood, fire and use of water to fight fire,
earthquake, tornado or other acts of God shall excuse the City from this provision for
such reasonable period of time as may be necessary to restore service. Diminished
pressure or supply due to the occurrence of any such event(s) shall be restored as
expediently as is reasonably possible; provided, however, that nothing in this Agreement
shall be interpreted as providing the District with preferential treatment or special rights
in relation to the orderly restoration of service to the District versus other water
customers of the City.
4. METERING EQUIPMENT: The City shall furnish and install at the District's sole cost,
and the City shall operate, maintain, calibrate and repair the necessary metering
equipment in the same manner as for the City's other customers throughout the term of
the Agreement. The District shall maintain at its sole cost and expense the necessary
meter housings. The City shall calibrate such metering equipment to properly measure
the quantity of water delivered to the District whenever such calibration is deemed
necessary by the City or whenever such calibration is requested by the District. A meter
registering in accordance with the American Waterworks standards shall be deemed to be
accurate. The previous readings of any meter disclosed by test to be inaccurate shall be
corrected for the period during which such readings were inaccurate, or for a period of
twelve (12) months previous to such test, whichever is less, in accordance with the
percentage of inaccuracy found by such tests and a corresponding charge or credit shall
be made to the amount paid or payable by the District in accordance with such corrected
meter readings._ If any meter fails to register for any period, the amount of water
furnished during such period shall be deemed to be the amount of water delivered in the
corresponding period for the calendar year immediately prior to the failure, unless the
City and District shall mutually agree upon a different amount. The District shall have
access to all meters for the purpose of verifying meter readings. Any meter by-pass
located at the PODS shall be sealed, and any such seal to be broken and such meter by-
pass opened only by authorized personnel of the City.
5. BILLING AND PAYMENT: The City shall furnish to the District a monthly itemized
statement. Payment for water furnished to the District shall be made to the City by the
District within twenty-three (23) days after the bill date for said monthly itemized
statement.
6. WATER RATES: The amount of payment due to the City for water furnished shall be as
provided by applicable ordinances of the City. The water rate payable by the District
shall not exceed the rate payable by any other wholesale customer of City, nor that of any
retail customer of City using water in quantities exceeding Twenty-Two Million Four
Hundred Forty Thousand (22,440,000) gallons per year.
7. DEFECTIVE OR CONTAMINATED WATER: Should the District suspect or discover
defects in the physical, chemical, or biological quality of water delivered under this
Agreement, or should the District suspect contamination in either party's respective
distribution lines, equipment, or system, then the District shall immediately notify the
City of such defect or contamination. Both parties shall make all efforts to ensure water
quality integrity within the parties' respective systems. Should any water delivered to the
District hereunder fail to comply with the applicable primary water purity standards, the
City will promptly notify the District and will take immediate corrective measures to
bring the water into compliance.
8. WATER QUALITY TESTING: All water sold and supplied by City to District pursuant
to the terms and provisions of this Agreement shall become the property of District and
as such District will be responsible for all water quality testing and any additional
treatment that may be required after delivery from City.
9. SYSTEM OWNERSHIP AND MAINTENANCE: Except as otherwise provided
herein, all distribution lines and equipment on City's side of the PODs, and the meter(s),
shall be the property of City with City having responsibility for the maintenance, repair
and replacement thereof, and all distribution lines and equipment on District's side of the
PODs shall be the property of District with District having the responsibility for the
maintenance, repair and replacement thereof.
10. INDEMNIFICATION: The District shall at all times save and hold harmless the City
from all liability, costs, damages, and expenses of any kind, for the payment of which the
City may become liable to any person, firm, or corporation by reason of any claim or
damages arising from the failure of the District, its employees, agents, or servants to
exercise due care and diligence in the operation of the District's water distribution
system.
11. CONSERVATION PLAN: The District agrees to create and adopt a water conservation
plan at least as stringent as the plan adopted by the City of Salina, as may be amended
from time to time. The District's water conservation plan must be approved by the City's
Director of.Utilities within ninety (90) days of the date of this Agreement. Once
approved, the District shall observe and enforce such water conservation plan in
accordance with the terms thereof. It is expressly agreed that, in the event that the total
supply of water available through the City's facilities is not adequate to meet the needs of
the District and the City by reason of unforeseen emergency, catastrophe, extended
drought, disaster, or other acts of God, the City may reduce the supply available to the
District in the same proportion that supplies to other City wholesale customers and its
own retail customers are reduced. Should any such emergency occur, the City shall not
incur any liability to the District because of any need to curtail or interrupt the provision
of water to the District as provided hereunder. The City shall make every effort to notify
the District of the deficiency so the District may be able to take whatever steps are
necessary to protect its water customers.
12. DISTRICT BOUNDARIES: If District desires to alter its boundaries, and such
alterations would materially increase or decrease the demand for water from City under
the terms of this Agreement, District shall consult with City and secure City's written
approval for such boundary alterations prior to making the same; provided, however, City
shall not arbitrarily, or without just cause, withhold approval for such boundary
alterations.
13. OTHER SOURCES OF SUPPLY: So long as the City performs its obligations under this
Agreement, the District shall not drill its own wells or obtain water from any source other
than the City unless the City shall have given prior written consent.
14. NOTIFICATION OF WATER MAIN BREAKS: The City agrees to use its best efforts
to notify District as soon as reasonably possible after the occurrence of any actual or
suspected water main break occurring on the City's water transmission lines in the
vicinity of the PODs. In furtherance of the foregoing, the parties have jointly developed
an operating procedure to serve as a guide for how to address water main breaks that may
occur on the City's water transmission lines in the vicinity of the PODs. The parties
intend to utilize these procedures during the term of this Agreement, and further agree to
review and revise these procedures as necessary to address changes in circumstances
from time to time throughout the term of this Agreement.
15. APPROVAL/ASSIGNMENT: This Agreement may be assigned by District to the
United States of America/USDA, the State of Kansas, or any agency thereof or other
governmental on non-governmental lending agencies as a consideration for any loans to
District, made or insured, or to be made or insured, in financing the construction, upgrade
or extension of the water system of District.
16. MISCELLANEOUS: This Agreement replaces in its entirety that Water Purchase
Agreement between the parties hereto dated March 24, 1970, as amended, which
Agreement shall hereafter be void. This Agreement shall be binding upon the parties,
their successors and assigns. With the exception of future modifications to the operating
procedures developed between the parties pursuant to Section 14 above, this Agreement
may not be modified or amended except in writing, executed with the same formality as
this Agreement is executed.
{SIGNATURE PAGE FOLLOWS}
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective this
day of March, 2012.
"CITY" CITY OF SALINA,KANSAS
By:
SAMAN HA ly. AqnELL, Mayor
ATTEST:
By:
Ord i W Irks,CmCi Dept Ci 4)Clew,
"DISTRICT" RURAL WATER DISTRICT NO. 3,
SALINE COUNTY,KANSAS
By: /
N IL SCI NEIDER, Chairman
ATTEST:
By'
C S C RA , Sec ary
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Exhibit A
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City of Salina
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Exhibit A
Description of the Points of Delivery(POD's)
March 2012
Water
❑M Water Meter
0 1,950 3,900
Feet