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Home My WebLink About200403190003 , . }leturn Address: Mtn: City Clerk Cit)' ot Bremerton '239 Fourth Street Bremerton, W A 9833'7 \111,\,\\\\\\\\\\1 ~~~I~\:: 1l1l1:iU 1 (M C 111 Of IIl\ 1'1- \. QfJ n I sa\' Co, \\!l ,\ UDITOJll1tltCORDltll'S lJIDltJUNG FOItM Document 1:itle<.s): 1. Memorandum of ,,",cudmeut '0 \"terlocal i\.gtee-t -. ",,_" "...b<<\') 011>>""""''' ........ "' ,,,,,,",' Amends '20040319000'2 Grantor(s): 1- 'Irac)'ton Water District o of doc"",eu\. Additional names on page ~ Grllntee(s): 1. Cit)' at Bremerton o of docUmeu\, Additional names on page ~ Legal Description: N/A ( abbre\liated) o. of docUmeu\, Additional legal1S on page ~ ..."",," .","",' T '" .'""'" ~"...nt "...'<" N/A MEMORANDuM 01' AMENDMENT TO IN'fE\l.LOCAL AGll,EEMENT rlOCal Agreemenf' is entered into on tlte date Tltis "M.emorandum of NUendme~t to~: n> rton a W asltington municipal corporation lull y executed beloW, by and .?"tW~n ~ ~~;~\O: weater District (hereinafter referred to as (hereinafter referred to as Ctty) an "District"). . . ee ent entitled "NUendtItent to lnterlocal Tlte District and C,ty entered ,nto an agt n> d Tracyton water Distrid' on th Ct)' of Bremerton an . Agreement BetWeen e ' . f d f1 al. ze details of tlte closing of the transact,on ~~toclartyan ,n' C f ~ '.' (tl d "lnterlocal Agreement Between the ,t)' 0 contemplated in tltat certam agre~ment en' e u tion of Rights, powers, DUties, Obligations Bremerton and Traeyton Water Dtstr,et for ASs nW. M. h 5 2004 for which a W D.. f' ntered tnto on are' ' and Transfer of ASsetS of ater tstrte e d d der \<itsap Auditor's No. 20040319QOO2. memorandum of interlOCal agreement was reeor e un MBMORN'DmA OF ,\lIlBNDMJlN"I TO lNTBRLOCJ\L i\.GRBB,,@H . \ , ...... ...-,I"1:)tP 0 ,...., Vl \=' (ij::1. '-< ~ en~ ~'....., ): ..';:).. ...... a~""" 0 .....,...... ~ l o~a6 c ~ m ~Z -0 - ~ t<. ~. Z ~ .. ~ ~ g 'L.., \ ..... g ..- ~ m '-< !:j ~ ~ o ~ ...... "0.... ,.., 0 P ;-0 <:. ~ Z 5~~0P" ~ ~ ~ ~~ >~ ~ 0 p.p......e;~ 0 - (JQZ o ~ Z S' en g' g,. go "Ii ~ C. ~ m ~ ~ ~ ~ ~ g. ~. g" ~ ~ ~ 0 ~ ~ g ~~~. \ ~ 9: ~ ~ ~ a ~ ~ LJ1 ~ ~ ~ 0 ~ ~gga~ ~ a m O _ ~ O~~O~ ,.., ~ lU ...-:l .... 0 ~ ~ ~ 0 tn ~ z~ ~~ ~~p.~~ z 0 } ~ en ~ ~. 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Q);...o "'0 "'0 E-<oo ~g~N ~-1~ N]~~ijMij] ,,'<t"~~ ~ '" ......'" 0 ~~ s:: +-' CO Q) ..... rJ:l 00 ~ ",gj~6 ~ >~.", ~~~Z ~1;l E-< ~ ~ 0 00 rJJ 8 z ij '" <S u ~ .;:: .s < 0 :::~ ~~ 0E-< E-<>- ~u ~~ STATE OF WASHINGTON ) ) ss COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that GARY KEENAN, TIM KNAPP, and LEE WINTEROWD are the persons who appeared before me, and said persons acknowledged that they signed this instrument, and on oath stated they were authorized to execu this instrument on behalf of TRACYTON WATER DISTRICT, a Washington state municipal corporation; and they acknowledged it as the present board of commissioners of TRACYTON WATER DISTRICT, to be the free and voluntary act of such water district for the uses and purposes mentioned in this instrument. Dated: ¢ ~ °' r:' ~. Pti amc: RICHARD A. GROSS a: NOTARY PUBLIC in and for the State of : ° ..... ,, Washingt idi g i SEATTLE ~,\~' .~ f3~3 on, res n n . ~.' ....... My Commission Expires: July 28. 2006 APPROVED AS TO FORM: Bremerton City Attom c> ~= STATUTORY WARRANTY DEED / ~ ~ TRACYTON WATER DISTRICT to CITY OF BREMERTON Page 3 of 3 ~ ~ Return Address: AIIlI: City Clerk City of Bremerton 239 Fourda Street Bremerton, WA 98337 AUDITOR/RECORDER'S INDEXING FORM Doeument Title(s): 1. Memorandum of Interlocal Agreement Reference Number(s) of Documents assigned or released: Grantor(s): I. Tracyton Water District [] Additional names on page of document. Grantee(s}: 1. City of Bremerton [] Additional names on page of document. Legal Description: N/A abbreviated) [] Additional legal is on page of document. Assessor's Property Tax Parcel/Account Number: N/A MEMORANDUM OF INTERLOCAL AGREEMENT This Memorandum of Inteflocal Agreement is emered into on the date fully executed below, by and between the City of Bremerton, a Washington municipal corporation (hereinat~er referred to as "City") and Tracyton Water District (hereinafter referred to as "District"). Pursuant to RCW 35.13A.070, Chapter 39.33 RCW, the Intergovernmental Disposition of Property Act, and Chapter 39.34 RCW, the Interlocal Cooperation Act, the District and City entered into an agreement entitled "lnteflocal Agreement Between the City of Bremerton and Tracyton Water District for Assumption of Rights, Powers, Duties, Obligations and Transfer of Assets of Water District" on }4flr(~.h ,c~ ,2004, to convey and deed to the City all of the District's interest in assets including title to certain real property and Facilities and assets of the District as set forth in said agreement and the City agreed to assme all rights, duties, powers and obligations of the District, including loan obligations. MEMORANDUM OF I?NTERLOCAL AGREEMENT - I IN WITNESS WHEREOF, the parties have executed this Memorandum of Interlocal Agreement. CITY OF BREMERTON TRACY~TER~DI~RICT Print Name: ~' Cary Bozeman Its: Mayor Its: c//_ _~/5 /t7 u STATE OF WASHINGTON ) ~ SS. COUNTY OF KITSAP ) I hereby certify that I know or have satisfactory evidence that Cary Bozeman is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he is authorized to execute the instrument on behalf of the City of Bremerton as its Mayor, and such execution to be the fzee and voluntary act of such party for the uses and purposes mentioned in the foregoing instrument. -Notary Seal Must Appec~ Within This .~SS WHEREOF, I have hereunto set my hand and official seal this 1,.~ day of ,2004. [w~ '. O/~O[IL\~ .: ff NOTARY PUBLIC, in a~or the State __ . My appomlment explres'~-~,~'"~ ~(~--'1 MEMORANDUM OF INTERLOCAL AGREEMENT - 2 STATE OF WASHINGTON SS. COUNTY OF KITSAP I hereby certify that I know or have satisfactory cvidence that ~a.~.I ~e~Je~ Aa is the person who appeared before me, and said person acknowledged th/ff he/she signed this instrument, on oath stated that he/she is authorized to execute the instrument on behalf of the Tmcyton Water District as its Oo~t~i~io~o e ~ , and such execution to be the f~ee and voluntary act of such party for the uses and purposes mentioned in the foregoing instrument. ~ NOTARY PUBLIC, in and for the State *:' ' 0f Washington, residing at ~ ff'~. J~ My appointment expires ~/~?,/0 {~ ,,- ROOER A. U OV C., Ci, R:~LEGAL~Files\C urr ent Active Files\Tracy~ Water DisthcfiMemorandum of Agreement. doc MEMORANDUM OF INTERLOCAL AGREEMENT - 3 Interlocal Agreement Between the City of Bremerton and Tracyton Water District for Assumption of Rights, Powers, Duties, Obligations and Transfer of Assets of Water District TABLE OF CONTENTS Recitals ................................................................................................................................ 1 Prior agreements .................................................................................................................. 3 Assumption of Operations ................................................................................................... 3 Assumption of Loans .......................................................................................................... 3 Transfer of Assets ................................................................................................................ 3 Phase 2 Improvements ......................................................................................................... 4 Loan Payments ................................................................................................................... 4 Dissolution of District ........................................................................................................ 4 District Service Area ........................................................................................................... 5 Customer Rates ................................................................................................................... 5 Front Footage Fees - Discount ............................................................................................ 5 All Other Fees and Charges ................................................................................................. 5 Rates, Fees and Charges - Effect of Annexation ................................................................ 5 Indemnification ................................................................................................................... 5 Full Satisfaction ................................................................................................................... 6 Entire Agreement ................................................................................................................ 6 Amendments ........................................................................................................................ 6 Notices ................................................................................................................................. 6 Venue ................................................................................................................................... 6 Order of Precedence ............................................................................................................ 6 Successors and Assigns ....................................................................................................... 7 Severability .......................................................................................................................... 7 Condition of approval .......................................................................................................... 7 Memorandum of Agreement - Recorded ............................................................................ 7 Water System Transfer ........................................................................................................ 7 Agreement to Cooperate ...................................................................................................... 7 Duplicate Originals .............................................................................................................. 7 EXHIBITS EXHIBIT A .......................................................... June 29, 1966 Water Service Agreement EXHIBIT B ............................................................ February 29, 2000 Interlocal Agreement EXHIBIT C ................................................................. April 30, 2001 Interlocal Agreement EXHIBIT D ............................................... April 30, 2001 Memorandum of Understanding EXHIBIT E ...................................................................................... PWTF Loan Agreement EXHIBIT F ................................................................................... DWSRF Loan Agreement EXHIBIT G ............................................................................ Watershed Legal Description EXHIBIT H ................................................................................................. Retained Assets EXHIBIT I ............................................................................ Form Statutory Warranty Deed EXHIBIT J ..................................................................................... Service Area Description EXHIBIT K .................................................... Form Memorandum of Interlocal Agreement ii INTERLOCAL AGREEMENT BETWEEN THE CITY OF BREMERTON AND TRACYTON WATER DISTRICT FOR ASSUMPTION OF RIGHTS, POWERS, DUTIES, OBLIGATIONS AND TRANSFER OF ASSETS OF WATER DISTRICT This Agreement is made and entered into pursuant to Chapter 39.33 RCW, the Intergovernmental Disposition of Property Act and Chapter 39.34, RCW the Interlocal Cooperation Act as of the date fully executed below, by and between the CITY OF BREMERTON, a municipal coiporation of the state of Washington, (hereinafter "CITY") and TRACYTON WATER DISTRICT, a municipal corporation of the state of Washington, (hereinafter "DISTRICT"), together referred to as the "PARTIES". RECITALS A. The CITY and the DISTRICT, by Agreement dated June 29, 1966, attached hereto as Exhibit "A" recorded under Kitsap County Auditor's No. 899819, Vo. 884 Page 843 and incorporated herein by this reference, (hereinafter "Service Agreement"), agreed to allocate duties and responsibilities in the providing of water services to customers within the DISTRICT's water service area. In summary, pursuant to the Service Agreement, the CITY agreed to provide all water, assume ownership of all of the water distribution system of the Tracyton Water District situated within its service area including the piping, appurtenances, related water distribution equipment, improvements and facilities (hereinafter "Facilities"), and provide maintenance and billing services to the customers of the DISTRICT, and the DISTRICT agreed to approve all water hookups, set fi'ont foot assessment fees, determine water availability within the DISTRICT, and generally represent the water supply issues and interests of its customers. B. The CITY and the DISTRICT entered into an interlocal agreement pursuant to Chapter 39.34 RCW dated February 29, 2000, attached hereto as Exhibit "B" recorded under Kitsap County Auditor's No. 3241384 and incorporated herein by this reference, for the design, construction and financing of upgrades to the Facilities in anticipation of dissolution of the DISTRICT. Pursuant to said agreement, the DISTRICT is obligated for all costs of the upgrades, including, but not limited to: administration, design, procurement, construction, inspection, and securing financing, including bond counsel fees, if any. C. It was necessary for the PARTIES to establish the method by which costs of construction inspection, and administration of the upgrades to the Facilities was to be financed. D. The CITY and the DISTRICT entered into an interlocal agreement pursuant to Chapter 39.34 RCW dated April 30, 2001 attached hereto as Exhibit "C" and incorporated herein by this reference, regarding financing the design and construction of upgrades to the Facilities. -1- E. The CITY and the DISTRICT entered into a Memorandum of Understanding April 30, 2001 attached hereto as Exhibit "D" and incorporated herein by this reference, clarifying the understanding that the DISTRICT's responsibility for watermain replacement is identified on Exhibit "A" of the February 29, 2000 Interlocal Agreement as "Initial District Watermain Replacement Projects", Project ID numbers 01 through 21 inclusive (Phase 1 or DISTRICT Projects), and the CITY's responsibility for water main replacement is identified as "Future City Substandard Watermain Upgrades", Project ID numbers F1 through F8 inclusive (Phase 2 or CITY Projects). F. The DISTRICT, with the assistance of the CITY, secured a Public Works Trust Fund (PWTF) loan pursuant to a loan agreement and amendment 1 thereto, with a twenty (20) year term for the design of upgrades to the Facilities in the amount of $197,000.00, said agreement and amendment attached hereto as Exhibit "E" and incorporated herein by this reference, and a Drinking Water State Revolving Fund (DWSRF) loan pursuant to a loan agreement with a 20-year term for the capital construction of Phase 1 and Phase 2 upgrades to the Facilities in the amount of $3,008,490.00, attached hereto as Exhibit "F" and incorporated herein by this reference. The PWTF loans and the Phase 1 portion of the DWSRF loan are repaid by a surcharge on water rates initiated by the DISTRICT on January 1, 2003 in the amount of $15.91/month which the CITY collects from DISTRICT water customers. G. The DISTRICT is the owner of certain real property consisting of approximately 39 acres formerly part of its reservoir watershed ("Property") located in Kitsap County, Washington, known as Kitsap County Assessor's Tax Parcel No. 022401-2-003- 2008, more particularly described in Exhibit "G", attached hereto and incorporated herein by this reference. The Property has an appraised value of $721,000 for the land and $280,000 for the harvestable timber for a total appraised value of $1,001,000. H. The DISTRICT is also the owner of certain water system Facilities which have not been conveyed to the CITY as other such Facilities pursuant to the Service Agreement, the Interlocal Agreements and the Memorandum of Understanding noted above. I. Pursuant to RCW 35.13A.070, Chapter 39.33 RCW, the Intergovernmental Disposition of Property Act, and Chapter 39.34 RCW, the lnterlocal Cooperation Act, a city and a water district may contract for the transfer of water district assets to the city and the city's assumption of all rights, duties, powers and obligations of the water district. J. The DISTRICT agrees to convey and deed to the CITY all its interest in DISTRICT assets including title to the Property set forth in Exhibit "G" and all Facilities and assets of the DISTRICT except for those assets set forth in Exhibit "It" attached hereto and incorporated herein by this reference, and the CITY agrees to assume all rights, powers and duties related to the ownership, management and operation of the water distribution systems, and to assume the loan obligations of the DISTRICT as set forth in paragraph 4. -2- K. The DISTRICT intends to dissolve the Tracyton Water District on a date subsequent to the transfer of assets to the CITY and the CITY's assumption of all rights, duties, powers and obligations of the DISTRICT as set forth herein. L. A heating was held by the DISTRICT pursuant to Chapter 39.33 RCW, the Intergovernmental Disposition of Property Act on November 10, 2003. M. This agreement was approved by the Bremerton City Council on January 27, 2004 and the Tracyton Water District Board of Commissioners on ~to~ b}'~t ~.~ ~, el, 2004. AGREEMENT NOW, THEREFORE, for a good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the PARTIES agree as follows: 1. Recitals. The above recitals are incorporated as if set forth herein in full. 2. Prior agreements. The terms and conditions of the interlocal agreements between the PARTIES dated February 29, 2000 and April 30, 2001 and the Memorandum of Understanding dated April 30, 2001, (collectively "Agreements"), remain in effect except to the extent such may be amended herein. Said Agreements are incorporated herein by this reference. 3. Assumption of Operations. The CITY hereby agrees to assume all rights, powers and duties of the DISTRICT as authorized by law related to the ownership, management and operation of water distribution systems and the providing of water to water customers of the DISTRICT. 4. Assumption of Loans. The CITY hereby agrees to assume the loan obligations of the DISTRICT as of the effective date of this agreement consisting of two loans as provided for in the Agreements, namely 1) the Public Works Trust Fund loan for the design of certain upgrades to the water system with a current balance of approximately $168,425.81 plus accrued interest, and 2) the Drinking Water State Revolving Fund loan for the capital construction of certain upgrades to the water system with a current balance of approximately $1,720,522.15 plus accrued interest. Following execution of this agreement, the PART1ES will work together to effectuate assumption of the loans with the holder of the same. The CITY agrees to assume the loan obligations upon execution of this agreement, as provided herein, whether or not such loans are formally assumed. No other liabilities or obligations of the DISTRICT are assumed by the CITY except as specifically provided in this agreement. 5. Transfer of Assets. In exchange for the assumption of rights, duties, powers and obligations of the DISTRICT including loan obligations by the CITY, the DISTRICT hereby agrees to transfer and convey to the CITY all its interest in DISTRICT assets as follows: -3- a) The Property described in Exhibit "G" by statutory warranty deed to be executed concurrently with this agreement in substantially the same form as attached hereto as Exhibit "I". The DISTRICT will procure owners title insurance for the benefit of the CITY to insure good and clear title to the Property for a minimal level of coverage in a form and amount subject to the approval of the CITY. b) All of the Facilities and assets, except for those more particularly described in Exhibit "It", which conveyance will be effective upon execution of this agreement which shall constitute a bill of sale for said Facilities. However, any DISTRICT cash and the balance of funds remaining in the financial accounts identified in Exhibit "H" remaining in existence on the date of formal dissolution of the DISTRICT will be conveyed to the CITY on the date of formal dissolution or as soon as practical thereafter. 6. Phase 2 Improvements. The CITY will use its best efforts to complete Phase 2 improvements by December 31, 2005. 7. Loan Payments. The DISTRICT has been repaying its loans from the Public Works Trust Fund and the Drinking Water State Revolving Fund from water surcharges levied on DISTRICT customers as noted above. These surcharges are being levied by the DISTRICT for Phase 1 upgrades until such time as the DISTRICT is dissolved. After DISTRICT dissolution hereof, the CITY will continue to levy said surcharges of $15.91/month for Phase 1 upgrades and make loan payments to the Public Works Trust Fund and the Drinking Water State Revolving Fund until such time as the Phase 1 amount of the loans are repaid. As consideration for the conveyance of the Property by the DISTRICT to the CITY, the CITY will offset the outstanding loan to the credit of the Phase 1 loan amount by the amount of $1,001,000, the appraised value of the Property, leaving a total loan balance of approximately $890,566 as the balance to be repaid by water rate surcharges for the Public Works Trust Fund and the Drinking Water State Revolving Fund loans. It is the intent of the DISTRICT and CITY that after the credit from the Property is applied against the two loan balances owing, the two loans will continue to be paid for the remainder of their respective 20 year periods, and the current surcharge of $15.91/month paid by Tracyton's customers will be reduced by an amount estimated to be approximately $7.80/month, assuming a closing of this transaction by October 1, 2003. The estimated reduction of surcharge will be adjusted based on the date of the actual closing. 8. Dissolution of District. The DISTRICT further agrees to dissolve the Tracyton Water District following the transfer of assets to the CITY and the CITY'S assumption of fights, duties, powers and obligations of the DISTRICT in the water distribution system. Provided, however, that the DISTRICT may defer the date of its dissolution and remain in existence in a limited capacity until it is satisfied that the CITY's obligations hereunder have been or will be met. -4- 9. District Service Area. The service area of the DISTRICT for purposes of this agreement is set forth in Exhibit "J" attached hereto and made a part hereof by this reference. 10. Customer Rates. The monthly rate formula for customers within the DISTRICT service area following dissolution of the DISTRICT shall be equal to the rates charged city residents (100%) plus the monthly sumharge to meet the debt service requirements of the DISTRICT loans. At such time as the DISTRICT loans are fully repaid, the surcharge shall be removed and water customers shall be charged rates as county residents (150%). 11. Front Footage Fees - Discount. It is agreed that Front Footage Fees, (FFF), within the DISTRICT service area will be equal to those charged to CITY's customers in unincorporated Kitsap County. During calendar year 2001, the FFF was discounted 100% for existing users to the water system improvements. On January 1 of each year thereafter, the FFF discount will be reduced by five pement (5%) until such time as the DISTRICT FFF shall be equal to the fee charged customers in unincorporated Kitsap County. As an example, the 100% FFF discount for calendar year 2001 is reduced by 5% each succeeding calendar year for a 95% FFF discount for calendar year 2002 and 90% for calendar year 2003 and the discount will continue to be reduced until it is eliminated. For each year that the FFF is collected, the amount collected shall be credited to the outstanding loan debt applicable to the surcharge and the surcharge shall be recalculated accordingly. The CITY will honor this reduction following closing of this agreement. 12. All Other Fees and Charges. All other fees and charges shall be equal to those charged by the CITY to its customers in unincorporated Kitsap County. 13. Rates, Fees and Charges - Effect of Annexation. In the event that property or customers within the district service area are annexed into the CITY, such property or customers shall be subject to the same CITY rates, fees and charges as all other CITY residents, except for the surcharge set forth in Section 7, which shall remain in effect as provided in said section. Properties served by the District prior to dissolution of the District shall be considered customers of the CITY at the time of dissolution. Prior to dissolution, the provisions of BMC 15.02.040, SERVICE BEYOND CITY LIMITS, shall not apply to such existing service. However, BMC 15.02.040 shall apply to all properties requesting utility service from the CITY after the effective date of dissolution. 14. Indemnification and Insurance. CITY hereby releases, indemnifies, and promises to protect, defend, and save harmless DISTRICT from and against any and all liability, loss, damage, expense, action, and claim, including any and all claims on any obligations not specifically assumed by the City pursuant to this agreement, including costs and reasonable attorneys' fees incurred by DISTRICT in defense thereof, asserting or arising directly or indirectly on account of or out of any acts or omissions of CITY or CITY's servants, agents, employees, or contractors in its operations and performance of the Water System pursuant to the Agreements. DISTRICT hereby releases, indemnifies, and promises -5- to protect, defend, and save harmless CITY from and against any and all liability, loss, damage, expense, action, and claim, including costs and reasonable attorneys' fees incurred by CITY in defense thereof, asserting or arising directly or indirectly on account of or out of any acts or omissions of DISTRICT or DISTRICT's servants, agents, employees, or contractors in its operations and performance of the Water System pursuant to the Agreements. Any judgments and costs of defense resulting from the acts or omissions of DISTRICT or DISTRICT's servants, agents, employees, or contractors in its operations and performance of the Water System pursuant to the Agreements which cannot be recovered due to the dissolution of the DISTRICT, may be recovered by a surcharge to the water customers of the DISTRICT prior to the effective date of this agreement. Prior to assessing a surcharge to cover such liability, the CITY will seek recovery from any available insurance policies, if any, known to exist which may provide coverage, thereafter, any amount not so recovered may be assessed by a surcharge. The DISTRICT intends to procure tail liability insurance to cover its liability exposure. The parties will work together to assign the beneficial interests of such insurance, if any, to the CITY upon dissolution of the DISTRICT._This section shall survive closing of this agreement. 15. Full Satisfaction. Except as provided in Section 14, the execution and delivery of this Agreement and DISTRICT's performance of its obligations heretmder shall, upon dissolution, constitute full and final satisfaction of its obligations to the CITY pursuant to the Agreements. 16. Entire Agreement. This Agreement constitutes the entire agreement between the parties and both parties acknowledge that, excepting the Service Agreement, there are no other agreements, written or oral, that have not been included by reference in this Agreement. 17. Amendments. The parties hereby further agree that this Agreement cannot be amended or modified without the written concurrence of both parties. 18. Notices. Any notices required to be given by CITY to DISTRICT or by DISTRICT to the CITY shall be in writing and delivered to the parties at the following addresses: City of Bremerton Tracyton Water District Department of Public Works and Utilities P.O. Box 2013 3027 Olympus Drive Silverdale, Washington 98383 Bremerton, Washington 98310 19. Venue. This Agreement shall be constructed and interpreted in accordance with the laws of the State of Washington. 20. Order of Precedence. In the event of an inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: (a) Applicable State statutes and regulations; -6- (b) This Agreement, including any other express provisions of this Agreement whether incorporated by reference or otherwise; (c) The Memorandum of Understanding between the PARTIES dated April 30, 2001; (d) The interlocal agreement between the PARTIES dated April 30, 2001; (e) The interlocal agreement between the PARTIES dated February 29, 2000; and (f) The Service Agreement dated June 29, 1966. 21. Successors and Assigns. The fights and obligations of the DISTRICT and the CITY shall inure to the benefit of, and be binding upon, their successors and assigns. 22. Severability. If any section of this Agreement is adjudicated to be invalid, such action shall not affect the validity of any section not so adjudged. 23. Condition of approval. This agreement is conditioned and subject to the approval of the governing body of both parties. 24. Memorandum of Agreement - Recorded. A memorandum of this Interlocal Agreement shall be recorded in the Kitsap County Auditor's Office along with related deed(s) following execution of this Agreement in substantially the same form as attached hereto as Exhibit "K" attached hereto and incorporated herein by this reference. 25. Water System Transfer. Pursuant to WAC 246-290-035(2)(a), the owner of a public water system shall provide one year notice to the Department of Health prior to the transfer unless the new owner agrees to an earlier date. The CITY, as the proposed new owner, agrees to an earlier date of transfer for the purpose of this provision. 26. Agreement to Cooperate. It is agreed hereto by the parties that the parties will cooperate and work together following upon execution of this agreement and any time subsequently thereafter to finalize and execute any and all documents that may by necessary to complete the transactions contemplated herein. 27. Duplicate Originals. This Agreement is executed in duplicate originals. This Agreement approved and entered into by the undersigned parties on the date fully executed as follows. CIT T//~YTON~ TRICT GARY KF~N~/'N,~Q~.Jalnfl~'i~er CARYBOZEIgIAN, Mayor DATEDv ~2-"-/~/(~) ~ DATED t"4/,6 ./{) ~/ -7- TIM KNAPP, Commissioner //LEEXWll~TERg~D~C0m,~issioner ~PROVED AS TO FO~: P~UL~JO~TON, ~tefim City Clerk , Secret~ -8- COMES NOW TRACYTON WATER DISTRICT, a municipal corporation of the State of Washington, through its duly elected, qualified and acting Board of Water Commissioners, hereinafter called "Tracyton", and the City of Bremerton, a city 6f the first class of the State of Washington, through its duly elected, qualified and acting City Council, hereinafter called "Bremerton", and WHEREAS Tracyton has a present and continuing water emergency by reason of insufficient supply and at times inadequate quality of water, together with an increased burden of servicing, maintenance, accounting and billing, and WHEREAS Bremerton has a surplus of potable water in close proximity to Tracyton, in addition to tlhe presently contracted supply, requiring a minimum expenditure to serve Tracyton with an increased supply, and has operating, maintenance and accounting personnel and equipment and procedures to readily serve Tracyton's needs, and WHEREAS the parties hereto are desirous and intend by this agreement to provide interim emergency assistanee to Tracyton by supplying increased amounts of potable water to Trasyton through an eight inch main and pressure reducing station, supply to Tracyton meter reading andlbilling service through Bremerton'$ existing water department equipment and personnel, and maintain and service, at rates herein set forth, and in addition, when Tracyton requests, extend Tracyton's mains and laterals at Tracyton;s cost, all until an election by electors of Tracyton to be held at the September primary or November general election, 1966, under authority of R.C.W. 57.08.020 and .030 for conveyance of Tracyton water system to Bremerton. Secondly these parties further intend and are desirous to contract herein for transfer of Tracyton water system to Bremerton in the event its electors vote for such transfer and to Exhibit A · contract the rates to be charged and the service to be provided Tracyton's users by Bremerton. Third and finally these parties intend and agree that, in the event the electors decline to transfer the Tracyton system to Bremerton, the parties shall be relegated to their respective positions, rights and duties as existed prior to this agreement except as to lease of main and reducing station installations, the parties recognizing a difference of opi~ as to the validity or meaning of agreement dated June ?, 1960. NOW THEREFORE IT IS HEREBY AGREED AS FOLLOWS: 1. Breme~ton will install water main along Riddell Road connecting at the westerly extremity of the currently existing water main on that street, and extending westerly along Riddell Road to Bunker Street and connection with the currently existing mains of Tracyton. This pipe shall be installed in 8-inch size of cast iron ~aterial and of sufficient pressure classificat~on as will serve the circumstances, pressures and conditions there pertaining. 2. Bremerton will also install a pressure reducing station within Tracyton District limits properly housed as will have sufficient capacity and size to permit the supply to Tracyton of its needs for water as these needs exist through the various seasons of the year, and with sufficient pressure reducing and changing characteristics as will supply water at pressures compatible with the exlstinE mains and distribution system and needs of current customers of Tracyton. The parties acknowledge that Bremerton made the necessary investigation and determination of facts, conditions existing, and has by its personnel made the netessary design and engineer- ing findings for the above installations. The parties acknow- ledge that Tracyton relies upon Bremerton's representations and ability in this field. 4. The installation of the above facilities will be made entirely by the forces and with materials supplied by Bremerton. (2) After completion of installation all of said pipeline within Tracyton District boundaries and the said reducing station shall be leased by the City of B~emerton to Tracyton Water District, which said District shall rent same from the City of Bremerton. The lease term shall be from date of completion of said installation until either a conveyance to Bremerton of Tracyton water system upon election, or by full payment of the lease consideration, whichever first occurs. The lease con- sideration is $8,61~75 and shall be paid $125.00 monthly commencing the 30th day following certification of rejection on election for conveyance of Tracyton water system to Bremer- ton and continuing each month thereafter until lease consider- ation is paid. Lease consideration may be prepaid by Tracyton, in which event it shall rec$ive a discount from the lease °f T~UCh prepayment. consideration remaining unpaid of 4 1/2%%. upon payment of the~ lease consideration in full or as discounted Tracyton shall ~. he and become the owner of such pipe line and pressure'reduc- lng station without further proceedings by these parties nor instruments of conveyance. In the event of an affirmative vote in the election hereafter specified, under which the electorate of Tracyton Water District shall approve a convey- ance from Tracyton to the City of Bremerton of the water system, the lease herein provided shall forthwith terminate and cancel; the said line shall be and remain the property of Bremerton~ and Tracyton shall not be obligated further in regard to the payment of rental or under said lease. 6. On the pipeline thus installed no hook-ups or connections shall be made except under the auspices of Tracyton, which District shall determine the appropriate front footage to be paid by the respective properties as a charge for connection permission, this to be in addition to the normal and usual connection charge for water meter installation and hook-up. The said front footage connection permission fee as received shall be paid by Tracyton to Bremerton, and the same be credited upon the rental as herein reserved. 7. Unless and until conveyance to Bremerton of Tracyton,s water system shall occur, all w~ter mains now or hereafter in- stalled within the boundaries of Tracyton shall be and remain the property of Tracyton, with the exception that ownership Of the main on Sandra Lane and Vena Street and that main subject to lease shall be and remain that of Bremerton. Service to customers from said~Veaa and Sandra Lane lines shall be as customers of Bremerton. 8. Construction of the connection main shail commence forthwith and be completed within thirty days. All construc- tion and installation shall be in a good and workmanlike manner, with adequate materials. 9. Commencing with the meter reading dated June 2?, 1966, Bremerton shall perfo~mall meter readings, computation of water charges, billing, receipt for sums so paid and account therefor. And Tracyton will hill to July l, 1966 and will pro- vide such records as are necessary and appropriate to assist the City in determination of the appropriate future billings. For the period commencing Julyl, 1966 Bremerton shall bill the Tracyton customers at $3.50 per month for a minimum of 660 cubic feet and 33 cents per hundred cubic feet In excess thereof, said meter readings and billings to be hlmonthly. Tracyton will pay unto Bremerton for the services to he rendered under this agreement $2.50 per 500 cubic feet basic minimum and 33 cents per 100 cubic feet in excess thereof for the particular customers involved, said billings to be bimonthly. During the summer sprinkling period upon proper eUstomgr application, billing by Bremerton of Traeyton customers will be at the rate of $5.50 per 2,500 cubic feet minimum, and the excess at 25 cents per hundred cubic feet~~ Tracyton will pay to the City $5.00 per 2,500 cubic feet minimum for summer sprinkling rate customers and 25 cents per hundred cubic feet over said mini- mum. The billing to Tracyton by Bremerton at this new rate (4) of charge by Bremerton to Tracyton shall be pro rated for the month of commencement between the date of completion of the connection above mentioned and ~he first of the next month. The services provided prior to that completion date shall be hilled and paid for at the prior rate heretofore existing 10. The monies herein referred to shall at all times be the property of Tracyton until accounting and payment by Tracyton of the sums due Bremerton. After proper accounting ~he pay- ment for services and water as aforesaid shall be immediately due. All records pertaining thereto shall be the property of Tracyton. Tracyton shall have access at all reasonable and proper times to the records aforesaid. Bremerton shall supply copies on request thereof and retain originals. 11. Balances on outstanding water bills will be hilled by Bremerton, the past due amounts being entirely the property ~f 12. All receipts and disbursements, until such time as the conveyance of system as herin is provided, shall be deposited and made through the office of the Kitsap County Treasurer and Auditor, pursuant to statutory requirements. 13. Billings to customers for water service rendered shall be on the first part of the month, immediately following meter readings. 14. During the term of this agreement Bremerton shall per- form all necessary and appropriate maintenance and operation functions at no charge to Tracyton. Extensions and new in- stallations shall be made by Bremerton, as requested by Tracy= ton, at cost plus 15 per cent. Tracyton, however, reserves the right to order this work done by others, according to standard specifications for municipal public works construction as prepared by the Washington Ghapter American Public Works Association 1963 as revised, or equal. Meter installations will be made at a cost as is set forth hereafter,to-wit: (5) i 5/8"to 3/4" $100.00 1" 180.00 1-1/2" 400.00 2" 560.00 Taps of sizes larger than two inch shall be charged at actual cost of material, labor and 15 per cent for supervision and overhead. Any permits for crossing state or county roads shall be obtained by Bremerton. The cost thereof shall be paid by customers making requests for meter installations. 15. The agreement between the parties as above set forth shall continue as an intermim agreement between the date hereof and the date of election hereafter set forth. In the event of a negative vote upon the proposition of conveyance to Bremerton of the Tracyton distribution system, this interim agreement as above stated shall forthwith cease on the date of cer~fication of the results of said election; provided, however, that the provisions for lease of water line and reducing stations as aforesaid shall remain in full force and effect. Duplicate records of Tracyton shall be by Bremerton forthwith returned to Tracyton in good order and condition. 16. The commissioners of Tracyton agree to submit to the electors of the Tracyton Water District, at either the primary election in September of 1966, or the regular election in November of 1966, a proposition with regard to the conveyance bo Bremerton of the water system, pipes and appurtenances, excluding, however, buildings and lands, the said conveyance to he pursuant to contract for future service, maintenance, operation and extension as hereafter outlined. In the event of an affirmative vote as by statute required, the following agreement shall become effective and be executed and carried out by the parties hereto. 17. Tracyton will convey to Bremerton its water system, including pipes and appurtenances, excluding, however, all lands and buildings. Tracyton, in the conveyance to Bremerton, will reserve any and all · tools, equipment and any and all pumps and tanks not necessary to the operation of the system. They shall rmain the property of Tmacyton. 18. Tracytonshall transfer to Bremerton its supply of materials on hand, acceptable to Bremerton, as of the conveyance date at cost, which said price shall be paid by Bremerton. 19. A surcharge for the prorata cost of fire hydrants, standby and maintenance charges shall be established by Tracyton and billed by Bremerton, if so requested by Tracyton. In addition to supplying standby water supply service to the fire hydrants connected to Tracyton mains there shall be furnished included in the monthly charge hereafter specified the service of periodic and as needed maintenance of the hydrants. Testing and inspection of said hydrants is expected by the parties to be furnished by the fire district having authority a~ the place of location of particular hydrants. In the absence of agreement by the fire district involved to pe~orm such function Tracyton may cause it to be performed by others on a periodic basis. Copies of tests shall be furnished by the party performing same to Bremerton, Tracyton and the fire district. Failure to perform maintenance as required by said inspections shall cause elimination of the monthly charge for the period that the maintenance is not performed. Bremerton shall furnish to Tracyton or the fire district in whose area the hydrant may be installed according to Tracyton's direction, performance and report forms of the nature currently in use from time to time, such will enable the fire district personnel to make proper reports of malfunction regarding the said hydrants. 20. The hydrant standby supply and maintenance charge hereafter referred to shall not include any charge for any hydrant access to which is on private property or on property which is fenced or enclosed in any manner. Hydrants so located shall not be serviced except by special arrangement. 21. Bremerton will supply to the present and future customers of Tracyton an adequate water service at appropriate pressure and qualit~ at the meter as long as Bremerton shall maintain a public water supply distribution system. 22. Bremerton shall supply customers of Tracyton through individual meters at monthly rates as hereafter set forth, for minimum of 500. (7) cubic feet or less of water supplied: Meter Size: Minimum Charge: 5/8" to 314" $ 2.50 1" ~ S.00 l-l/2,' 6.00 ~,~ 2" 8.00 3" 12.00 4" 20.00 6" 30.00 ~;.~ 8" 5o.oo ~ &~,~ 12" 75.00 and in addition for consumption in excess of the above minimums there shall be charged for the next 4~500 cubic feet~ 33 cents per hundred cubic feet; for the next 15~000 cubic feet~ 27 cents per hundred cubic feet; and in excess of 20~000 cubic feet at the rate of 20 cents per hundred cubic feet. Tracyton will pay to Bremerton $1.3§ per hydrant standby charge for water supply service and maintenance to fire hydrants connected to and established on Tracyton water lines. 23. Tracyton reserves the right to establish a special surcharge over and above the basic charges aforesaid~ the same to be the money of Traeyton and to be used for Traeyton purposes, to be varied from time to time according to the Tracyton Water Commissioners discretion, the s~me to be collected by Bremerton and remitted to the proper official of Tracyton. 2q. The rates aforesaid are rates which are currently established by Bremerton by ordinance for customers being served out of the City limits. The aforesaid rate may be changed by Bremerton by amendment of its ordinance from time to time~ provided, however~ that the charges to Traeyton customers shall not be increased or decreased except in the same amount as~ or directly in proportion to any change in water rate charged to customers of Bremerton residing within the City limits. 25. Rates for services not specifically covered ~by this agreement shall be as agreed between the parties hereto. 26. The rates above set forth shall be applicable for each meter installation~ provided~ however: that where two or more separately occupied buildings are under separate ownership, management or control and are being served through one meter, the minimum rate for each such building shall be $2.50 per month for basic quantity of 500 cubic feet per month per building, witk water in excess of said amount per unit per month to be charged for at the excess rates above set forth. 27. Where two or more units of occupancy~ whether by business or dwelling units, are under a single roof or single ownership or custody or control, and are supplied through a single meter, a single minimum rate for service to said premises in accordance with the size of meter as aforesaid, and for excess as aforesaid, shall be applicable. 28. During such periods as sprinkling rates for irrigation shall be established by Bremerton for its customers within the City a special rate for sprinkling or irrigating shall be available to Tracyton customers, which rates shall be $5.00 per 2~500 cubic feet or less per month~ with the excess being charged at 25 cents per hundred cubic feet. 29. The said summer sprinkling rates aforesaid shall be subjeet to change by Bremerton by amendment to its ordinance; provided that the limitation on increase or decrease by a percentage of in-the-city customer rate as aforesaid shall similarly apply. 30. The Tracyton's fire district, or such other fire district as may have jurisdiction at the site of location, shall be entitled to install and maintain and connect to the water mains involved the fire hydrants which such fire district may seleet, and thereafter same shall come under applicable provisions hereof~ the fire district to be entitled to make installation of said hydrants at locations it selects, the City, however~ to make connections to the main at cost plus 15 per cent. 31. Bremerton shall maintain the water meters in good state of repalm as a part of nommal maintenance operation and so as to guarantee the accuracy thereof. Bremerton will test on rqquest of a oustomer by ~n approved method any customer's meter~ and if found to be in error~ three per cent or greater in the Cityts favor shall make such (9) test and necessary repair and reinstallation at Bremerton~s expense, otherwise the cost of testing shall be borne by the customer at Bremerton~s cost plus 15 per cent. Penalties for late charges in payment of water bills or meter installations om costs of water main installation, i.e.~ front footage fee for permission to connect, shall be as established by Bmemerton from time to time. This said penalty collected by Bremerton shall belong to Bremerton in compensation for its services rendered in collection procedures; provided~ however, the said penalty~ charges for delinquency and the delinquent charge itself may be transferred to Tracyton for its enforcement of so much of said penalty and delinquency charges as it is empowered to enforce by statute, the amount collected after deducting expenses of so doing to be paid by Tracyton to Bremerton. Excessive registration of water consumption caused by broken or leaking underground water service pipe on customer's premises, or connecting to said premises, when without the knowledge or fault of the customer, shall be adjusted during any period of twelve months but after making repairs. The basis for adjustment shall be the normal consumption appropriate to said premises under similar operating conditions. 34. Whenever necessary to intermupt service to supply Bremerton shall give notice a reasonable time in advance by publication in a newspaper of general circulation in the area, so as to avoid inconvenience to customers or injury to customers property. This notice requirement shall not be applicable in emergency breakdown situations. 35. Bremerton shall not serve any customers except as a customer of Tracyton in an area described as follows: Ail within existing boundary of Traeyton upon the date hereof and also that area lying South of a line conunenoing at the intersection of Barker Creek and Traeyton Beach Road~ thence southeasterly to the quarter section corner common to Sections 22 and 27 Township 25 N. Rg. 1E, WM; thence southerly along the North-South centerline of Section 27 to Hewitt Road, thence southeasterly to NE corner of the SE 1/4 of SE 1/~, Section 2?, Township N., HIE, WM., thence Sou to Tracyton boundary. 36. Any extensions of ~he water mains conveyed to Bremerton and with- in the boundaries heretofore defined shall be as ordered by Tracyton, in- stallation thereof to be performed by Bremerton work force with materials provided by Tracyton; provided, ho'wever, Tracyton may elect to cause same to be installed by ethers, provided such installation shall be of standard materials and laid according to specifications generally applicable and applied by Bremerton. Cost of labor and materials to be borne by Tracyton. 37. The parties acknowledge that heretofore a~rangements with private individuals have been made by Tracyton, whereby such individuals have installed water mains at their own expense and conveyed same to Tracyton under agreement to the effect that additional extra charges will be made to persons thereafter connecting to such installed mains over and above the usual connection charge; that this excess charge is to be disbursed to the private individual making the installation. Tracyton will inform Bremerton as to the circumstances involved in such situations, and Bremerton thereafter will, before making connection, collect the app~op- riate monies in compliance with such agreements. 38. Bremerton shall maintain adequate records as to the properties paying costs of installations so that a proper account and status of payment for main installations shall be readily available and determinable. 39. Records as to the financial transactions had with customers being served through the Tracyton mains and extensions thereof shall be maintained. 40. All monies hereafter paid by property owners for costs of main installation Within the above described Tracyton District and area i.e., front footage fee for permission to connect, whether such installation was heretofore or is hereafter made, shall be the property of Tracyton, with the exception of the main installed on Sandra Lane and Vena Avenue by Bremerton heretofore. 41. The records maintained by Bremerton with regard to supply of water to Tracyton customers, billings, meter installations, engineering data and records, water main installation and charges, contributions and payments by properties and property owners for main installation, shall be so maintained as to be segregated from the general records of the City of Bremerton. These shall be available at alt reasonable and proper times to the appropriate 9uthorities of Tracyton for examination and reproduction. 42. In the event of the annexation of any portion of Tracyton to Bremerton so as to become a part thereof, then this agreement shall have no further force or effect as to the customers served in the annex- ed area, or as to the mains therein installed with the provision that thereafter at no expense to Tracyton, Bremerton shall maintain and keep in operating condition any main in the annexed area whose function it is to provide service to other areas in Tracyton not so annexed. This contract shall terminate in the event that Bremerton or its successor in interest shall cease to maintain a public water supply distribution system, and or upon such termination there shall be a reconveyance by Bremerton, or its successor, to rracyton of all of Tracyton,s water mains, extensions or replacements thereof, not within the City of Bremerton, said reconveyance to be unto such body, person, persons or entity as may be designated by Tracyton,or its successor~ provided further, that in the event of such recon- veyance after a portion of Tracyton has been annexed by Bremerton, there shall be continued use of mains through the annexed area where necessary to provide supply to portions of Tracyton not al~exed. Bremerton shall accept responsibility for all obligations existing, approved, or hereafter accruing with regard to existing water main installation, and shall honor and perform the agreements made between Tracyton and individuals with regard to installation of water mains, the payment therefor, and the reimbursement thereof. (12) 45. In the event of disagreement with regard to interpretation of the agreement or the arising of matters or disputes or circum- stances not covered by this agreement, the parties hereto agree that the same shall he arbitrated~ the said arbitration to be performed by a board of three arbitrators, one selected by each of the parties herto, the third, who shall be the Chairman, to be selected by the arbitrators so chosen, selection by each party of its arbitrator to be made within twenty days of notice in writing From the other party, which arbitrators shall within ten days selecb the third. In the event of failure to select the entire Board of Arbitrators witin thirty days after notice, or in the event of failure of the arbitrators within thirty days from their selection to conclude their arbitration, or if either party is dissatified with the arbitration result, it may thereafter commence action in the Superior Court of EltsaD County to determine the matters in dispute, including determination of matters not specifically agreed to herein, the parties hereto hereby conferring upon the said court the power to make such determination. 46. ~n addi~i6ni~ othe~"~emedies provided by l~w_~e~ p~rty shall be entitled to mandatory injunction to enforce the provisions thereof. THIS AGREEMENT EXECUTED in triplicate thls~?~day of June, 1966. CITY OF BREMERTON Glenn K. ~frstad, mayor Attest: E.H.T. MoGowan,tCity Clerk TRACYTON WATEE DISTRICT, A MUNICtP;~5 CORPORATION Commissioners After Recording return to: Trac.,aon Water District P.O. Box 2013 $ilverdale, WA 98383 Summary for Recorder's Use: 1. Reference Number of documents being assigned or release.d: Not Applicable 2. Grantor(s): 1. CITY OF BREMERTON, a Washington Municipal Corporation; 2. TRACYTON WATER. DISTRICT, a Washington Municipal Corporation; 3. Grantee(s): 1. CITY OF BKEMERTON, a Washington Municipal Corporation; 2. TRACYTON WATER DISTRICT, a Washington Muaicipal Corporation; 4. Legal Description: Not Applicable INTERLOCAL AGREEMENT BETWEEN CITY OF BREMERTON AND TRACYTON WATER DISTRICT Regarding the Duties, Design, Construction, and Financing of Water System Upgrades within Tracyton Water District in Anticipation of District Dissolution and District Annexation into City.. THIS INTERLOCAL AGREEMENT is made and entered into pursuant to the provisions of Chapter 399.34 RCW (Interlocal Cooperation Act), this ~ day of ~, _000, by and between the CITY OF BREMERTON (hereinafter referred toas "CFfY") and TRACYTON WATER DISTRICT (hereinafter referred to as "DISTRICT"), and collectively referred to as the "Pm'ties". Pursuant to RCW 39.34.040, after this Agreement is executed it will be recorded with the Kitsap County Auditor. Chapter 39.34 RCW encourages local government units to make the most' efficient use of their powers by enabling them to cooperate with one another to their mutual advantage and thereby provide services and facilities to the public in a more efficient and cost effective marlller. The CITY and DISTRICT, by agreement dated June 29, 1966 (the "Service A~eement"), provide water services to customers within the DISTRICT's water service area. In summary, pursuant to the Service A~eement, The CITY provides all water, owns ail the piping and appurtenances, and provides maintenance and billing services to the customers of the DISTRICT, and the DISTRICT approves all water hookups, sets front foot assessment fees, determines water availability within the DISTRICT, and generally represents the water supply issues and interests of its customers. Exhibit B Interlocal Agreement City of Bremerton & Tracyton Water District Page 1 02/10/00 The DISTRICT has completed a capital improvement plan for needed improvements as an element of the DISTRICT's Interim Water Plan dated June 1998, (hereinafter referred to as the "Plan"). The parties desire to implement the Water Main Replacement Projects as described in the Capital Improvement Schedule, Table 8-3, of the Plan (hereinafter referred to as the "Project"). In accordance with the terms o f the Service Agreement, the CITY will own, maintain, and operate the infrastructure constructed pursuant to the Project. The DISTRICT lacks the technical and administrative resources to facilitate implementation of the Project. The CITY has agreed to provide the resources to facilitate implementation of the Project on a cost reimbursable basis as set forth in this Agreement. NOW THEREFORE, the parties through their respective le~slative bodies, in consideration of the foregoing recitals, and the mutual covenants and promises contained herein, agree as follows: 1. PURPOSE. The purpose of this Agreement is to set forth the terms and conditions by which the CITY and DISTRICT wiI1 implement the water system infrastructure improvements descr/bed in the Capital Improvement Schedule, Table 8-3, of the Tracyton Water District Interim Water Plan, 1998 (attached hereto as Exhibit "A"). 2. ADMINISTRATION TEAM. The CITY and DISTRICT shall each appoint two individuals, who may be DISTRICT and CITY officials, who shall meet on a regular basis, at least twice a month or at such other intervals or times agreed to by the Parties, to administer the terms of this Agreement and represent the interests of their respective entities. This body shall herein be referred to as the "Administration Team". If the Administration Team shall ever disagree on any issues related to this Agreement, after first making a concerted effort to reach agreement, with agreement still not being reached, they shall seek guidance from their respective governing bodies. The members of the Administration Team, and the DISTRICT and CITY, shall always seek to deal with one another in a spirit of cooperation, openness, fairness, and in a timely manner, so the goals of this Agreement may be fully met in a timely'and cost effective manner. 3. RESPONSIBILITY OF THE PARTIES. A. PROJECT COSTS. The DISTRICT shall be obligated to pay all costs of the Project, including, but not limited to: administration, design, procurement, construction, inspection, and securing financing, including Bond Council fees, if any. B. DISTRICT PEREORIVIANCE. The DISTRICT shall perform all duties and acts in a good and timely manner that the ADMINISTRATION TEAM believes are reasonably required for support of the CITY's duties in implementing the Project. C. CONVEYANCE OF PROJECT PROPERTY TO CITY AT COMPLETION. The DISTRICT shall, in accordance with the Service Agreement and upon completion of the Project, convey to the CITY ownership of all improvements covered by the Project. Interlocal Agreement City of Bremerton & Tracyton Water Dislrict Page 2 02/10/00 D. REIMBURSEMENT OF PROJECT COSTS. The DISTRICT shall, within 30 days of receipt of invoice, reimburse the CITY for costs of the Project not otherwise provided directly to the CITY by Project Financing; PROVIDED, HOWEVER, ail Project costs not provided by Project Financing shall, before being incurred, be specifically approved by the DISTRICT, which approval shall not be unreasonably withheld. In its work hereunder, the CITY shall strive only to incur those costs covered by ?roject Financing as defined herein. In incurring costs not provided for by Project Financing, t&e CITY shall seek only to incur those costs that are absolutely necessary to implement the Project as determined by the Administration Team, and shall seek at ail times to keep. those costs to the absolute minimum. E. CITY DUTIES. The CITY shall provide, on a cost reimbursable basis, all services required to secure financing for the Project, in a form and on terms reasonably agreeable to the DISTRICT; i.e., bond financing, secured by the assets a.nd/or future revenues of the DISTRICT and properties served by the improvements; or loan a.ud grant applications such as Washin~on State Public Works Trust Fund, State Revolving, Fund, etc. It is the intent of the parties that these said costs shall be covered by the Project Financing. The CITY shall manage implementation of the Project by selecting and contracting, on behalf of the DISTRICT, w/th a qualified engineering consultant for the design of the Project with plans, specifications, and estimates, for the purpose of securing competitive bids for construction of the Project. The DISTRICT shall pay all costs associated with these tasks with the intent that these costs will be covered by the Project's financing package. The CITY shall keep the Administration Team advised, on a regular and timely basis, of its efforts in this regard. The CITY shall, through competitive bids, contract, on behatf of the DISTRICT, for the construction of the Project. Prior to accepting the lowest responsible bid for the Project, the CITY shall fully advise the DISTRICT of the CITY's reasons for accepting the successful bid. The CITY shall manage and inspect ail aspects of the Project's construction in a tim.ely and cost effective manner. The CITY, as Project manager, shall be responsible for Project accounting, making disbursements to the CITY, consultants, and contractors hired to complete the project and for monitoring the project and project budget. The CITY shall keep the Administration Team advised on a regular basis of all Project accountings and answer all questions the Administration Team may have regarding the same. The CITY shall invoice the DISTRICT for all costs of the Project not otherwise provided directly to the CITY by Project Financing according to the procedure herein established for non-Project Financing costs. 4. ADMINISTRATION. A. PROJECT MANAGER. The Project manager for ~his project shall be the City Engineer. The City Engineer shall make every reasonable effort to insure t~e Project is completed in a timely manner and on budget The CITY Engineer shall keep the Administration Interlocal Agreement City of Bremerton & Tracyton Water District Page 3 02/10/00 Team informed on a continuing basis of its work and shall promptly answer all questions directed to it by the Administration Team. B. FINAxNCING. Necessary, financing, will be arranged by the CITY Treasurer, which financing shall first be approved by the DISTRICT, which approval shall not be unreasonably withheld. Project Financing shall include provision of funding for all costs associated with the Project including financing, design, construction, and administration. It is acknowledged that elements of Project Financing may include bonds, grants, loans, and DISTRICT funds for ineligible costs incurred and local match, if not otherwise provided. C. AGENCY. After agreement has been reached between the CITY and DISTRICT regarding the terms of any element of the Project Financing, the CITY shall act in accordance with the terms of such f'mancing agreement on a timely basis, and shall act as the DISTRICT's agent in all matters thereafter related to financing and billing for the Project. 5. TER3,I. This Agreement shall take effect upon i~s execution by both the CITY and the DISTRICT, and shall continue until the Project is completed, all available funds from Project Financing are expended, or the DISTRICT is dissolved, whichever event occurs first. 6. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties regarding the matters contained herein. Both parties acknowledge that, excepting the Service Agreement, there are no other applicable agreements, written or oral, that have not been fully set forth in the text of this Agreement. 7. AMENDMENTS. The parties agree this Ageement carmot be amended or modified without written concurrence of both parties: 8. NOTICES. Any notices requked to be given by CITY to DISTR.[CT or by DISTRICT to the CITY shall be in writing and delivered tothe parties at the following addresses: City of Bremerton Tracyton Water District Depar2nent of Public Works and Utilities P.O. Box 2013 3027 Olympus Drive Silverdaie, WA 98383 Bremerton, WA 98310-4799 9. VENUE. This Agreement shall be constructed and interpreted in accordance with the laws of the State of Washington. 10. ORDER OF PRECEDENCE. In the event of an inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving, precedence in the following order: (a) Applicable State statutes and regulations; (b) This Agreement, including any other express provisions of this Agreement whether incorporated by reference or otherwise; and [merlocal Agreement City ofBremerton & Tracyton Water District Page 4 02/10/00 (c) The Service A~eement; (d) The terms and conditions of the funiJs being distributed. 11. DISSOLUTION OF DISTRICTi The parties agree to negotiate the dissolution of the DISTRICT in the future. The DISTRICT is a~eeable to its dissolution with ail DISTRICT functions being taken over by the CITY so long as the CITY agrees to provide the same level of service to the DISTRICT's customers as it Provides to its other water customers and at a service rate structure agreed to by the CITY and the DISTRICT prior to dissolution. If reasonably required, Bond counsel will be consulted on the feasibility and structuring for DISTRICT dissolution, and CITY assumption of DISTRICT debt may be incorporated into the bond issue do_cuments. The CITY is a~eeable so long as assumption of any debt does not limit the CITY's debt capacity to a level unacceptable to the CITY. 12. VALIDITY. If any section of this Agreement is adjudicated to be invalid, such action shall not affect the validity of any section not so adjudged unless such invalidity shall substantially compromise the overall purpose of this Ag-reement. 13. DEFAULT. A party shall be deemed in default under the terms of this AgTeement if it fails to substantially perform its duties hereunder after first having, received written notice fi.om the non-defaulting party itemizing the default(s), vdth those defaults not being cured within forty-five (45) days f~om the date the notice is received. A notice shall be deemed "received" two days after mailing the same by certified mail, return receipt requested, fi.om a U.S. Postal drop site in Kitsap County to the other party's address for the receipt of notices as set forth herein, or upon the delivery date of personal delivery upon any person signing this Agreement, with the receiving party signing a receipt therefore. After default has occurred, the non- defaulting party shall have the figM to brine, an arbitration action as set forth in section 14. hereof for specific performance and/or damages as conditions shall warrant. The non- defaulting, party shall also be entitled to any other relief afforded in law and/or equity in the arbitration proceeding. 14. ARBITRATION. In the event legal action becomes necessary hereunder, the parties agree the venue and jurisdiction of any such legal action shall reside in K.itsap County with the Kitsap County Superior Court. In the event of legal action, the parties further agree to submit any dispute(s) hereunder or relating to this aoweemcnt into arbitration pursuant to RCW Chapter 7.04, except as modified in this section 14, and to provide the selected arbitrator with all jurisdiction (legal and equitable) to fully and completely settle all matters in dispute. When the need for arbitration arises, thc party demanding arbitration, pursuant to RCW 7.04.060, shall serve upon the other party, personally or by registered mail, a written notice of its intention to arbitrate. Such notice shall state in substance that unless within twenty (20) days after its service, the party served therewith shall serve a notice of motion to stay the arbitration, the party receiving the notice shall thereafter be barred fi.om putting, in issue the existence or validity of this section 14 of this agreement to arbitrate or the failure to comply herewith. Interlocal Agreement City of Bremerton & Tracyton Water Dis~ict Page $ 02/10/00 Application to arbitrate, pursuant to RCW 7.04.030, shall be made by motion to the court. When the matter is placed into arbitration on tli~ motion of either party, the court action shall be stayed. The arbitration shall proceed pursuant to the rules established in RCW Chapter 7.06 entitled MANDATORY ARBITi~4.TION OF CIVIL ACTIONS, except as modified in this section 14. One arbitrator shall be selected from the court's mandatory arbitration list in the same mariner as established in RCW Chapter 7.0(5, and the local rules, dealing with mandatory arbitration. The taking of depositions, the issuance of Lnterrogatories, Requests for Production, and Requests for Admission, shall be specifically authorized as provided by law as if this said were proceeding as a civil case in Superior Court. The arbitrator Shall issue his or her decision in the same manner prescribed in RCW Chapter 7.0(5 within twenty (20) days from the close of the arbitration hearing. A party may appeal the decision of the arbitrator pursuant to RCW 7.06.050: within twenty. (20) days at, er the filing of the arbitration award, the aggrieved party to perfect its appeal rights must file with the superior court clerk a written notice of appeal and request for a trial de novo in superior court on all issues oflaw and fact. Provided, however, pursuant to RCW 7.06.060, and local court rules, if the aggrieved party filing the appeal does not improve its position in superior court, that party shall have assessed against it, the other party's reasonable attorney fees and costs incurred from the date the notice of appeal was filed. The prevailing party or parties in any such arbitration action and/or court action shall be entitled to receive its/their reasonable attorney fees and costs of suit from the losing party. IntertocaI Agreement City of Breme~ton & Tracymn Water DisU-lct Page 6 02/10/00 15. AGREEMENT APPROVAL. This Agreement i~ approved and entered into by the undersigned local government units as of the date set forth at the commencement of this Agreement. CITY OF BREMERTON L¥2q'N S. HORTON, Mayor ATTEST: K_~.THLEEN MCCLUSKY, ~ity Clerk DEPA.RTMENT APPROVALS: W. EUGE~ S~, P.E. Director of Public Work~ ~d Utilities ~CH r ~PROVED AS T0 F0~: GL~~CA, Ciw A2omey WATER DIST~CT ~ . ~ G~N~, c~issioner Page 7 02/10100 STATE OF WASHINGTON) ) ss COMMISSIONER ACKaNOWLEDGE~IENT COUt'NTY OF KITSAP On this day personally appeared before me the three commissioners for Tracyton Water District, namely, GARY KEENAN, TIM KxN'APP, and LEE Vv22'qTEROWD, to me kno,,wa to be the individuals described in and who executed the within and foregoing instrument, and acknowledged that they signed the same as their free and voluntary act and deed, for the purposes therein mentioned on behalf of the said District. AND SWORN TO before me this ~-~-'~ day of '"~.]O · 2000. SIGN'ED ~ ~(~------ , Pr/ntNarne ~,~.~,o.,ol ~tr*~S NOT.~t.¥ PUBLIC in and for the State of Washing-ton, residLng in 5 ~-~'tJr l-~ My Cornmission Expires: ~/2P/t~ 2. /ab ' Tracyton Water System File From 6~ Draft Inteflocal Agreement City of Bremerton & Tracymn Water District Page 8 02/10/00 EXI-IIBIT "A" Interlocal Agreement City of Bremer~on & Tracyton Water District ':~ AGENDA BII,I, - BREMERTON CITY COUNCIL 1. ' SUB.IECT: INTERLOCAL AGREEMENT FOP, AGENDA OF: February_, 2000 WITH THE TR.ACYTON WATER DISTRICT ORIG12qATING DEPT: Public Work~ & Utilities. ORIG~XrATOR: W. Eugene Sampley, Dir~rtgr .' 2. City Attorney City Tre~ur~r ' · ~ ~ x,~ ~- A. Tracyton Water District Map. Administrative Services Deparmaent , -4~,-~ [NM_ t.o2.-.-~ B. Interlocal A~reement. Council Budget & Finance Committe~ Commi ee 4. $Ui~1'~£~¥ STATE~E~'~JF .~t'~D REOUIREM*ENT FOR COL~ClL ACTfON: The Board o£ Commissioners o£the Tr~¢ymn Water District ~nd¢ip~tes dissolution o£~e Dis~ct with the se,wice area being assumed by the CitY of Bremerton Water Utility. l~or to acceptance of the District's service are~ by the City, the e,'dsdng water system must be upgraded to cm~ent standards. The District completed a Capital Improvement Plan (CIP) for the needed improvements as an element of the Tracyton Water District Interim Water Plan (1998). The District lacks the technical and adrninis~xa.five resources to facilitate implementation of the projects identified in the C~. The attached lntertocal A~ent authorizes the City and Dis~ct to work cooperatively on implementing the water main r~Iacement proj~ts as described in the CEP. The City will manage implementation of the project ttxou~a selection and contracfirtg with a qualified en~neering conxaltant to. design the project, competitively biddJxtg the project, administering the construction, and provide assistance in securing. financing for the project. The District shall be obligated for all costs of the project. Financing of these improvements shall be stmcmmt for District dissolution and City as~mmpfion of the District's debt without effecting other Bremerton Wat~ System rate payem. Staff recommends approval of the attached Interlocal A~eement. 8. RE COM2M~iYDATION: ' That the City Council approve the Interlocal A~eement berw~.n the City of Bremerton mad the Tracyton Water District, and authorize and direct the Mayor the execute the same. ~:. 9. RESPONSIBLE OFFICIAL: Director, PW&U ENFORCE~MENT OFFICIAL: N/A EXPIRATION DATE: REVIEW DATE: 10. NOTICE OF ACTION PULLED __ TABLED__ APPROVED L/''/ DISAPPROVED__ ANfENDED COUNCIL DIRECTIVE DATE: .. 2. CLEARANCE COMlV[ENTS: 5. INfPACT ON NON-PASSAGE: The Trac~on Water District w~ not be able to improve their wa~er system for assumption by thc Bremerton Water System. The District will continue to exist and pro'fide inadequate water service'to its customers, or will be assumed by a~other entity. 6. IMPACT ON STAFFING. BUDGETS. FACILITIES. EOUIPM]gNT OR OTIq-~.R RESOURCES: _ All work performed in accordance with this Interlocal Ageement w/II be funded by the Tra¢' rton Water Disn'ict. 7. RESEARCH SOURCES 20011 TRACY'TON SEP..'VICE ARF.,A ~ TR~C~I'ON WAT£R BiSTRI~T DISTRICT & SERVICE AREA BOUNDARIES '" SERV! CE ~ BOUNDARY ~ WATER DIST~ BOUND~Y INTERLOCAL AGREEMENT BETWEEN THE CITY OF BREMERTON P~N-D TI~CYTON WATER DISTRICT Regarding Financing the Design and Construction of Water System Upgrades within Tracyton Water District THIS INTERLOCAL AGREEMENT is made and entered into this ~ day of ~am~ t'P J 2001, by and between the City of Bremerton (hereinafter "CITY") and' Tra~on Water District (hereinafter "DISTRICT"), together referred to as the "PART[ES ". WHEREAS, Chapter 39.34 RCW permits local government units to make the most efficient use of the/r power by enablin~ them to cooperate to their mutual advantage and thereby to provide services and facilities in a more efficient manner, and WHEREAS, the CITY and the DISTRICT, by Agreement dated June 29, 1966 (the Service Agreement), provide water services to customers within the DISTKICT's water service area, and WHEREAS, the CITY and the DISTRICT entered into an agreement dated February 29, 2000 for the Design, Construction and Financing of'Water System Upgrades within Tracyton Water District in Anticipation of Dist~ct Dissolution, and WltEREAS, the DISTRICT is obligated for all costs of the Project, including, but not limited to; administration, design, procurement, construction, irk~ection, and secur/ng financing, including Bond Counsel fees, if any, and VOtEREAS, the DISTRICT, with the assistance of the CITY, secured a Pub'iic Works TruSt Fund loan for the design of the Project, and WltEREAS, the DISTRICT, with the assistance of the CITY, secured a S~ate Revolving Fund loan for the capital construction of the Project, and WHEREAS, the PART/~S desire to establish the method by which capital construction of the Project, including construction, inspection, and administration will be financed, and WlC/le, REAS, the CITY is, subject to reimbursement by the DISTRICT, making and will continue to make payments to consultants and contractom for design and construction of the Project, and WHEREAS, there is a need to provide for caslx flow needs for such payments by the DISTRICT to the CITY while reimbursement fi'om the State Revolving Fund is processed, and Interlocal Agreement-2/27/01 Tracyton System h.~,ovement~ Exhi bit C Page I of 4 WHEREAS, the DISTRICT desires to establish the rate formula for its customers in the event of dissolution of the DISTRICT. NOW THEREFORE, the PARTIES throu~h their respective legislative bodies in consideration of the mutual covenants contained herein, do agree as follows: 1. PURPOSE. The purpose of this Agreement is to set forth the terms and conditions by which the CITY, on behalf of the DISTRICT, will design, construct and finance water system upgrades within Tracyton Water District and the terms and conditions by which DISTRICT will reimburse the CITY for those costs. 2. PRIOR AGREEMENT. The terms and conditions of the agreement between the PARTIES dated February 29, 2000 remain in effect. Said agreement is incorporated herein by this reference. 3. CASH FLOW FINAzNCING.- For the purpose of meeting the cash flow requirements during the period of design and construction of the water system improvements there is hereby authorized an inter-governmental loan fi-om the CITY to the DISTRICT in an amount not to exceed five hundred thousand dollars ($500,000). This loan shall bear interest at the rate of 5% per annum, which shad be computed monthly and paid at the time of loan repayment. This loan may be repaid in whole or in part at any time but shall be repaid in its entirety not later than the point at which the State Revolving Fund loan to the DISTRICT is finalized. 4. LOAN DRAWS. The CITY shall, on behalf of the DISTRICT, prepare on a timely basis, reimbursement requests to the Public Works Trust Fund and the State Revolving Fund. Th~ CITY s_hall pursue such reimbursements as it would in the conduct of its own business. Reimbursement requests shall be authorized, if required, by the DISTRICT and submitted to the appropriate State agency within 5 days of DISTRICT receipt. 5. PAYMENTS TO CITY. The DISTRICT shall, within 25 days of receipt of reimbursement by the Public Works Trust Fund or State Revolving Fund, reimburse:CITY for costs of the Project. 6. DISTRICT LOAN PAYMENTS. The DISTRICT intends to repay its loans fi-om the Public Works Trust Fund and the State Revolving Fund fi-om water surcharges levied on DISTRICT customers. These surcharges will be levied by the DISTRICT until such time as the DISTRICT is dissolved. After DISTRICT dissolution, the CITY will levy necessary surcharges and make loan payments to the Public Works Trust Fund and the State Revolving Fund until such time as the loans are repaid. 7. DISTRICT SERVICE A.REA. The service area of the DISTRICT for purposes of this agreement is set forth in EXI-IIBIT "A" attached hereto and made a part hereof by this reference. 8. CUSTOMER RATES. The monthly rate formula for customers within the DISTRICT · service area following dissolution of the DISTRICT shall be equal to the rates charged city residents plus a surcharge sufficient to meet the debt service requir, ements of the DISTRICT Intefloeal Agreement-2~27/01 Tracy~on Syst~-rn In~rovcrncnl~ Pa~e 2 of 4 loans plus a lighting surcharge if appropriate. At such time as the DISTRICT loans are fully repaid, DISTRICT customers shall be charged rates as county residents plus a lighting surcharge if appropriate. 9. FRONT FOOTAGE FEES - DISCOUNT. It is agreed that Front Footage Fees, 0rFF), within the DISTRICT service ~rea will be equal to those charged to CITY's customers in unincorporated Kitsap Cotmty. During calendar year 2001, these FFF will be discounted 100%. On January 1 of each year there after, the percentage of discount will be reduced by five percent (5%) until the DISTRICT FFF shall be equal to the rate charged customers in unincorporated Kitsap County. 10. ALL OTHER FEES .4aND CHARGES. All other fees and charges shal! be equal to those charged by the CITY to its customers in unincorporated K/tsap County. 11. RATES, FEES AND CHARGES - EFFECT OF ANNEXATION. In the event that property or customers within the district service area are annexed into the CITY, such property or customers shall be subject to the same CITY rates, fees and charges as all other CITY residents. Upon such annexation, the CITY will b~come responsible for a portion of the DISTRICT loans then outstanding equal to the district surcharge paid by the armexed property or customers during the preceding year divided by the district surcharge paid by all property or customers during the same period. Properties served by the District prior to dissolution of the District shall be considered customers of the CITY at the time of dissolution. Prior to dissolution, the provisions of BMC 15.02.040, SERVICE BEYOND CITY LI/VIITS, shall not apply to such existing service, However, BMC 15.02.040 shall apply to all properties requesting utility service from the CITY after the effective date of dissolution. 12. TERM. This Agreement shall take effect upon execution of the Agreement by both CITY and DISTRICT and shall continue until the Project is completed and DISTRICT loans have been repaid. 13. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties and both parties acknowledge ~at, excepting the Service Agreement, there are no other agreements, written or oral, that have not been included by reference in this Agr&ement. 14. AMENDMENTS. The parties hereby further agree that this Agreement cannot be amended or modified without the written concurrence of both parties. 15. NOTICES. Any notices required to be given by CITY to DISTRICT or by DISTRICT to the CITY shall be in writing and delivered to the parties at the following addresses: City of Bremertun Tracyton Water District Department of Public Works and Utilities P.O. Box 2013 3027 Olympus Drive Silverdale, Washington 98383 Bremerton, Washington 98310 Interlocal Agreement -2/'27/01 Tracylon System l.u~,soveme~s Page 3 of 4 16. VEN'UE. This Agreement shall be constructed and interpreted in accordance with the laws of the State of Washington. 17. ORDER OF PRECEDENCE. In the event of an inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: (a) Applicable State statutes and regulations; (b) This A~eement, including any other express provisions of this Agreement whether incorporated by reference or otherwise; and (c) The Service Agreement; (d) The terms and conditions oft. be funds being distributed. 18. SEVERABIL1TY. If any section of this Agreement is adjudicated to be invalid, such action shall not affect the validity of any section not so adjudged. This Agreement approved and entered into by the undersigned local goverranent units the day and year first above written. LYNN S. HORTON, Mayor GARY I~EN/(~'~or~mis'si~ner D~PARTM~brr ~PROV~L: ~ ~ /~~_~ KNAPP, Commissioner . w. EU~EN~ S,Um,~z¥, ~. -- a.~se~ ~Z ! Director of Public Works and Utilities LEE. WlNTEROWD, Commissioner DAVID ST. ~I~RR.E Assistant City Attorney ATTEST: ATTEST: KATHLEENMcCLUSKEY, CityClerk '~ 7~¢,'-e'~r~_ zq/~/;,-/~/',Secretary lnterlocal Agreement-2/27/01 Ttacymn System i.~:~vement~ Page 4 of 4 TRACYTON SERVICE AREA .rf-~- ,~, . TRACYTON WATER DISTRICT DISTRICT & SERVICE ·AREA BOUNDARIES SERVICE AREA BOUNDARY ORDINANCE # 4760 ORDINANCE to approve an interlocal agr_ eement with the Tmcyton Water Dislrict regarding financing the design and consUmction of water system upgrades with Tracyton Water District, and waive the provisions of BMC 15.02.040 as it applies to that a~_ eement. WHEREAS, the City of Bremerton (CITY) and the Tmcyton Water District (DISTP,.ICT), by agreement dated June 29, 1966 provide water services to customers within the DISTRICT's water service area, and WHEREAS, the CITY and the DISTRICT entered into an agreement dated February 29, 2000 for the Design, Conswaction and Financing of Water System Upgrades within Tmcyton Water District in Anticipation of District Dissolution, and WI-IEREAS, the CITY and the DISTRICT successfully secured a Public Works Trust Fund loan for the design and a State Revolving Fund loan for the construction of the project, and WlcI'EREAS, the CITY and the DISTRICT have negotiated the attached interlocai agreement Regarding F"mancing the Design and Consm~ction of Water System Upgrades within Tracyton Water District, and W-9-EREAS, the CITY will assUme the DISTRICT's water service area upon the DISTRICT's dissolution, and WIYEREAS, properties served by the District prior to dissolution of the District will be considered customers of the CITY at the time of dissolution, and WI:[EREAS, the provisions 0fBMC 15.02.040, SERVICE BEYOND CITY LIMITS, should not apply to such existing service prior to dissolution; now therefore:. THE CITY OF BREMERTON DOES lCIEREBY ORDAIN: SECTION 1. Interlocal Agreement. The attached interlocal agreement Kegarding Financing the Design and Construction of Water System Upgrades within Tmcyton Water District is hereby approved and adopted. SECTION 2. Application of BMC 15.02.040 to Existing Water Service. The provisions of BMC 15.02.040, SERVICE BEYOND CITY LIMITS, shall not apply to properties served by the District prior to dissolution of the DISTRICT. SECTION 3. Application of BMC 15.02.040 to New Water Service. The provisions of BMC 15.02.040, SEKVICE BEYOND CITY LIMITS, shall apply to all properties within the Tracyton Water District service area requesting utility service fi.om the CITY after the effective date of dissolution of the DISTRICT. ATTACI-II~ENT: I. Ilterlocal Agreement Regarding Financing the Desigx~ and Construction of Water System Upgrades withLn Trac.vton Water District APPROVED by the City Council on the first reading th/s 7t~ day o£March, 2001. PASSED by the Cit7 Council o£the City. o£Bremerton this Nth day o£March, 2001. --"J~'HN LAW" c' Council President ~,~..clay o~2001 APPROVED this L~S. HORTON Mayor ATTEST: K~¥ILE}~N ~L~sKE~, City Clerk EFFECTIVE DATE .~. PUBLICATION DATE ~'~-~-0! ' ORDINANCE NUMBER AGENDA BILL BREMERTON CITY COUNCIL 1. SUBJECT: ~ READ I NG FORAGENDA OF: March 7, 2000 Ordinance # 4'7~0Approving an Interlocal ORIGINATING DEPT: Public Works & Utilities Agreement with the Tracyton Water District and ORIGINATOR: W.E. Sampley, Director Waivln,g the Provisions ofBMC 15.02.040. DATE SUBMITTED: February 20, 2000 2. Gl ,EARA.NClgS: (Comment on back ~ec~)3. EXFFIRITS: f~-q~CityAttorney * Intertoco] Agreement --~ec-~d City Treasurer ~'C'~"'~"~ * Tracyton Water District Map Operations Committee P R E- C 0 Fiscal & Budget Comm. PRE-GOUNC I t. 3/7/01 ENDORSEMENT ,X~ INFORMATION APPROVED BY COUNCIL PRESIDENT FOR SUBMI'I:I'AL: / 4. S~Y STATEMt~NT AND REQUIREMENT FOR COUNCi~ACTION: On February 29, 2000, the Tracyton Water dis~ict and City of Bremerton entered into an interlocal agreement for the design, construction and financ/ng of water system upgrades with/n Tracyton Water District in anticipation of Diswict dissolution. The City and District successfully s~cured a Public Works Trust Fund loan for the design and a State R~volving Fund lo~n for consm~cfion of the project. The art. ached lnterlocal Agreem~t completes the agreement bc~een the City ~nd the District providing for ~n inter-governmental loan for cash flow requirem~s during construction, setting forth the means for r~ayment of all loans, a~d other provisions for rates, front footage 8. RECOM/~NDATION: 2) I move that the City Counc~ pass Ordinance # z~'}~ 0 on second resdln~ 9. RESPONSIB!,~ OFFICIAL: Director of'Public Works & Utilities ENFORCEMENT OFFICIAL: Director of'Public Works & Utilities EXPIRATION DATE: NA REVIEW DATE: NA 10. NOTICE OF ACTION PUI,I,ED__ TABI,ED__ APPROVED~ / DISAPPROVED AM~_aNDED~ cot c o cr : C", ff. ;// DATE: 2..CLEARANCE COMi~IEI",{TS: 4. SUMMARY STATEM]ENT (Continued) fees and the effect of annexation of properties within the benefit are~ Financing of these improvements are structured for District dissolution and City assumption of the District's debt. Additionally, the attached Ordinance ii ~ waives, prior to dissolution, the provisions of BMC 15.02.040 (SERVICE BEYOND CITY LIMITS) for all properties served by the Tracyton Water District tha at the time of dissolution of the District become water service customers of the City ofBremerton. Staffrecommends that City CoUnc~ approve Ordinance ii q'16o approving the Intertocal Agreement between the City of Bremenon and the Tracyton Water District, and waiving the provisions of BMC 15.02.040. 5. EV[PACT ON NON-PASSAGE: The Trac3,ton Water District will not be able to improve their water system for assumption by the Bremerton Water System. The District wgl covfin,,e to ex~st and provide inaaeqtme water service to its customers, or v/21 be assumed by another entity. 6. IMPACT ON STAFFING. BUDGETS~ FACILITIES, EOLrI~MENT OR o'rl~iTR RESOURCES: No impact on budget. Ail work performed in accordance with ~ Interlecal Agreement will be funded bythe Tracyton Water District. This work is included in the PW&U work program for 2000 and 2001.. 7. RESEARCft SOURCES: MEMORANDUM OF UNDERSTANDING This MEaMORANDUM OF UNDERSTANDEN'G between the City of Bremerton (CITY) and the Tracyton Water District (DISTRICT) is for the purpose of clarifying the financial obEgations and use of financial resources for the work to be accomplished as set forth in Intertocal Agreements dated February 29, 2000 and Ae,~.~, ~, 2001 between the CITY and DISTRICT. The CITY and DISTRICT understand that the DISTRICT's responsibility for watermain replacement is identified on Exh/bit "A" of the February 29, 2000 Intedocal Agreement as "Initial District Watermain Replacement Projects", Project ID numbers 01 through 21 inclusive (DISTRICT Projects), and the CITY's responsibility for watermain replacement' is identified as "Future City Substandard Watermaln Upgrades", Project ID numbers F1 through F8 inclusive (CITY Projects). Also, the CITY and DISTRICT understand that sufficient funding exists through Public Works Trust Fund and State Revolving Fund to complete both DISTRICT Projects and CITY Projects, and it is the best interest of both CITY and DISTRICT to complete all projects with the available funding. Therefore, the CITY and DISTRICT agree that Section 6 "DISTRICT LOAN PAYMENTS" of the Interlocal Agreement dated ,/h'~- ~, ,2001 is clarified as follows: The surcharges levied on DISTRICT customers, prior to and after DISTRICT dissolution, to repay its lomas fi-om the Public Works Trust Fund and State Revolving Fund shall be limited to the amount required to pay principal and interest on that portion of the loans used to finance DISTRICT Projects. Principal and interest on that portion of the loan proceeds used to finance CITY Projects shall be repaid bythe CITY. Dated this __ day of ,2001. City of Bremerton Tracyton Water District Exhibil D PUBLIC WORKS TRUST FUND PRE-CONSTRUCTION LOAN AGREEMENT NUMBER PW-99-69 l-PRE-114 Tracyton Water District PART I: ENrlKE AGREE1VIENT This agreement, and incorporated attachments, contains all terms and conditions agreed to by the DEPARTMENT and the LOCAL GOVERNMENT. This con~-act consists of nine pages and two attachments. An attachment to this agreement, ATTACHM NT I: SCOPE OF WORK, consists of a description of local project activities, certification of the projecfs useful life, and identification of estimated project costs and fund sources and is, by this reference, incorporated into this agreement as though set forth fully herein. In addition, ATTACHMENT II: ATTORNEY'S CERTIFICATION, is by this reference incorporated into this agreement. The DEPARTMENT and the LOCAL GOVERNMENT have executed this agreement as of the date and year last written below. DEPARTMENT OF COMMUNITY, TRADE LOCAL GOVERNMENT AND ECONOMIC DEVELOPMENT!v~ el~l~~ /'~//~/~ Director. Local Government Division ( ~.~ Title Title Date Date tt Approved as to Form by f/- Attorney General Federal Taxpayer Identification Number Signature On File Suzanne Shaw Assistant A~tomey General January 5~ 1999 ..... R :CEiV :D 1 7 2000 Page 1 1999 PWTF Pre-Construcf~on Loan Agreement C[[Y OF BR~RTON ENG[N~:~ CTED Contract Number S00-69100-07g Exhibit E PART Il: I/~rrRODUCTION This loan agreement is made and entered into by and between the DEPARTMENT OF COMMUNITY, TRADE AND ECONOMIC DEVELOPMENT, (or its successo0 a department of the state of Washington (referred to as the "DEPARTMENT")' on behalf of the PUBLIC WORKS BOARD, or its successor, (referred to as the "BOARD"), and Tracyton Water District (referred to as the "LOCAL GOVERNMENT"). The DEPARTMENT has received an appropriation from the Washington State Legislature under the authority of Chapter 43.155 RCW to provide financial assistance to selected units of loaal government for the repair, replanement, reconstruction, rehabilitation, or improvement of bridges, roads, domestic water systems, sanitary sewer, and storm sewer systems. Acting under the authority of Chapter 43.155 RCW, the BOARD has selected the LOCAL GOVERNMENT to receive a Public Works Trust Fund loan for an approved public works project. PART ITl': PURPOSE The DEPARTMENT and the LOCAL GOVERNMENT have entered into this agreement to undertake a local public works project which furthers the goals and objectives of the Washington State Public Works Trust Fund Program. The project will be undertaken by the LOCAL GOVERNMENT and will include the activities described in ATTACHMENT I: SCOPE OF WORK, as well as in the Public Works Trust Fund Application submitted to the BOARD by the LOCAL GOVERNMENT and upon which this agreement is based. The assisted project must be undertaken in accordance with PART IV: TERMS AND CONDITIONS, and all applicable state and local laws and ordinances, which by this reference are incorporated into this agreement as though set forth fully herein. PART IV: TERMS AND CONDITIONS The parties to this agreement agree as follows: 4.01 Rate and Term of Loan The DEPARTMENT, using funds appropriated from the Public Works Assistance Account, shall loan the LOCAL GOVERNMENT a sum not to exceed $197,000.00. The interest rate shall be three percent (3%) per annum on the outstanding principal balance. The term of the loan shall not exceed 5 years, with the final payment due July I, 2004. 4.02 Local Project Share The LOCAL GOVEKNMENT pledges an amount of locally-generated revenue not less than ten percent (10%) of the total eligible portion of the project cost not funded by federal or state grants as identified in ATTACHMENT I: SCOPE OF WORK, to be verified at the time of project close-out. Any change in the percentage of locally-generated funds may require an adjustment in the loan amount or interest rate charged, or both. In such event, the LOCAL GOVERNMENT agrees to execute an amendment to this agreement adjusting the loan amount or interest rate, as appropriate. Page 2 ~ 1999 PWTF Pre-Construction Loan Agreement CTED Contract Number S0049100-078 Local project share must consist of expenditures eligible under WAC 399-30-030(3) and be related only to project activities described in.ATTACHMENT I: SCOPE OF WORK. These expenditures may be made up to twelve (12) months prior to the execution of the loan agreement and verified at the time of project close-out. PUBLIC WORKS TRUST FUND MONIES MAY NOT BE USED TO REIMBURSE THE LOCAL GOVERNMENT FOR ANY COSTS INCURRED PRIOR TO EXECUTION OF THIS LOAN AGREEMENT. 4.03 l~{sbursement of Loan Proceeds The DEPARTMENT shall issue warrants to the LOCAL GOVERNMENT for payment of allowable expenses incurred by the LOCAL GOVERNMENT while undertaking and administering approved project activities in accordance with ATTACHMENT I: SCOPE OF WORK. In no event shall the total Public Works Trust Fund loan exceed uinety percent (90%) of the eligible actual project costs. The disbursement of loan proceeds shall be initiated by the LOCAL GOVERNMENT on a Washington State Invoice Voucher form provided by the DEPARTMENT. The loan funds will be disbursed to the LOCAL GOVERNMENT as follows: Within thirty (30) days of the formal execution of this agreement, a sum not to exceed seventy-five percent (75%) of the approved Public Works Trust Fund loan shall be disbursed by the DEPARTMENT to the LOCAL GOVERNMENT. At the time 0f project completion, a Close-out Repo~ (refer to Section 4~19 for Close-out Report), shall be submitted to the DEPARTIv[ENT by the LOCAL GOVEKNMENT certifying total actual project costs. The final Public Works Trust Fund loan disbursement shall not bring the total loan in excess of ninety percent (90%) of the eligible project costs or the total of $197,000.00 whichever is less, nor shall this disbursement occur prior to the completion of all project activities and clearance of all Close-out documents and/or any applicable documents from tbe Department of Revenue and the Department of Labor & Industries. The Close-out Report shall serve as a contract AMENDMENT for determining the final loan amount, interest rate, and local share. It~~ t~e event that the final costs identified in the Close-out Keport indicate that the LOCAL GOVERNMENT has received Public Works Trust Fund monies in excess of ninety percent (90%) of eligible costs, all funds in excess of ninety percent (90%) shall be rePaid to the DEPARTMENT within thirty (30) days of submission of the Close-out Keport. Page 3t~ 1999 PWTF Pre-Construction Loan Agreement CTED Contract Number S00-69100-075 4.04 Interest Earned on Public Works Trust Fund Monies All interest earned on funds disbursed by the DEPARTM~ENT and held by the LOCAL GOVERNMENT shall accrue to the benefit of the LOCAL GOVERNMENT and be applied to the eligible costs of the approved project. Benefits shall accrue in one of two ways: 1. Reduce the amount of the Public Works Trust Fund loan. 2. Pay part of the eligible project costs that are in excess of ATTACHMENT I: SCOPE OF WORK estimates. (Overrun of project costs.) The LOCAL GOVERNMENT shall establish procedures to ensure that all monies received from the Public Works Trust Fund loan can be readily identified and accounted for at any time during the life of this loan agreement. Such procedures shall consist of the establishment of a separate fund, account, sub-account or any other method meeting generally accepted accounting principles. 4.05 Time of Performance The LOCAL GOVERNMENT shall begin the activities identified within ATTACHMENT I: SCOPE OF WORK no later than three (3) months after the date of loan agreement execution and reach project completion no later than eighteen (18) months after the date of agreement execution. Failure to perform within the time frame described in the preceding paragraph may constitute default of this agreement and require the immediate repayment of any loan funds disbursed. In the event of extenuating circumstances, the LOCAL GOVERNMENT may request, in writing, that the BOARD e:('tend the deadline for project completion. The BOARD may, by a two-thirds vote, extend the deadline. The term of this agreement shall be for the entire term of the loan, irrespective of actual project completion, unless te.rminated sooner as provided herein. 4.06 Repayment The first loan repayment under this agreement is due July 1, 2000, and subsequent installments are due on July 1 of each year during the term of the loan. '[he fa'st repayment under this agreement shall consist of interest only at the rate of three percent (3%) per armum, calculated on a 360-day year of twelve 30-day months, applied to funds received from the DEPARt. Interest will begin to accrue from the date the DEPARTMENT issues each warrant to the LOCAL GOVERN'M~NT. Subsequent repayments shall consist of the principal balance due divided by the loan term remaining plus interest on the unpaid balance of the loan. The £mal payment shall be an amount sufficient to bring the loan balance to zero. The LOCAL GOVEKNM~NT has the right to repay Se unpaid balance of the loan in full at any time, and the right to repay at a faster rate than is provided in this agreement, provided that any such payment must equal or exceed the amount normally due on an annual basis. · Page 4~ 1999 PWTF Pre-Construction Loan Agreement CTED Contract Number S00-69100-078 The LOCAL GOVERNMENT will repay the loan in accordance with the preceding conditions through the use of a check, money order, or equivalent means made payable to the DEPARTMENT and sent to: Department of Community, Trade and Economic Development Adminisl~ative Services Division/Fiscal Unit 906 Columbia Street S.W. P.O. Box 48300 Olympia, Washington 98504-8300 4.07 Repayment Account The LOCAL GOVERNMENT shall repay the loan solely from utility revenues, general obligation revenues, or a combination thereof. The name of the fund, account, or sub-account shall be '~1~,' 0 4.08 Default in Repayment Loan repayments shall be made to the DEPARTMENT in accordance with Section 4.06 of this agreement. A payment not received within thirty 00) days of the due date shall be declared delinquent. Delinquent payments shall be assessed a daily penalty beginning on the thirty-first (3 I) day past the due date. The penalty will be assessed on the entire payment amount. The penalty will be twelve percent (12%) p~r annum calculated on a 360-day year. Upon default in the payment of any annual installment, the DEPARTMENT may declare the entire remaining balance of the loan, together with interest ancmed, immediately due and payable. Failure to exercise its option with respect to any such repayment in default shall not constitute a waiver by the DEPARTMENT to exercise such option for any succeeding installment payment which may then be in default. The LOCAL GOVERNMENT shall pay the costs and reasonable legal fees incurred by the DEPARTMENT in any action undertaken to enforce its rights under this section. Page 1999 PWTF Pre-Construction Loan Agreement CTED Contract Number S00-69100-078 ' 4.09 Loan Security The LOCAL GOVERNMENT must select one of the following options for securing repayment of the 'f- loan. Please initial the appropriate option. 1. General Obligation: This loan is a general obligation of the LOCAL GOVERNMENT. OR 2. __ Revenue Obligation: This option may be used only if the entire project is a domestic water, sanitary sewer, storm sewer, or solid waste utility project. LOCAL GOVERNMENTS performing a storm sewer project that have not created a storm sewer utility or a combined sanitary sewer/storm sewer utility may not use this option. Projects providing for a mixture of bridge, road, domestic water, sanitary sewer, and storm sewer activities may not use this option. This loan is a revenue obligation of the LOCAL GOVERNMENT payable solely from the net revenue of the utility system indicated below. Payments shall be made from the net revenue of the utility after the payment of the principal and interest on any revenue bonds, notes, warrants or other obligations of the utility having a lien on that net revenue. As used here, "net revenue" means gross revenue minus expenses of maintenance and operations. The DEPARTMENT grants the LOCAL GOVERNMENT the right to issue future bonds and notes that constitute a lien and charge on net revenue superior to the lien and charge of this loan agreement. Please choose and initial one of the following utility systems: Water __ Sanitary Sewer (Wastewater) Stormwater __ Water/Sanitary Sewer __ Stormwater/Sanitary Sewer Solid Waste OR 3. __ Local Improvement District: Pursuant to RCW 35.51.050, the LOCAL GOVERNMENT pledges to repay this loan from assessments collected from a Local Improvement District, Local Utility District or other similar special assessment district in which the improvements financed by this loan are located. The name of the special assessment district is Nothing in this section shall absolve the LOCAL GOVERNMENT of its obligation to make loan repayments when due, and to adjust rates, fees, or surcharges, if necessary, to meet its obligations under this agreement. Page 6~ 1999 PWTF Pm.Construction Loan Agreement CTED Contract Number S00-69100-078 4.10 Recordkeeping and Access to Records The LOCAL GOVERNMENT agrees to keep such records as the DEPARTMENT may require. Such records will include information pertinent to work undertaken as part of the project, including demonstration of compliance with the terms and provisions of this agreement and all applicable state and local laws and ordinances. The LOCAL GOVERNMENT agrees to retain these records for a period of three years from the date of project completion. The DEPARTMENT and duly authorized officials of the state shall have full access and the right to examine, copy, excerpt, or transcribe any pertinent documents, papers, records, and books of the LOCAL GOVERNMENT and of persons, firms, or organizations with which the LOCAL GOVERNIvlL~NT may contract, involving transactions related to this project and this agreement. 4.11 Reports The LOCAL GOVERNMENT, at such times and on such forms as the DEPARTMENT or the BOARD may require, shall furnish the DEPARTMENT with such periodic reports as it may request pertaining to the activities undertaken pursuant to this agreement including, but not limited to, quarterly progress reports, the Close-Out Report, and any other matters covered by this agreement. Failure to file periodic reports as requested may result in termination of this agreement as per Section 4.15. 4.12 Indemnification The LOCAL GOVERNM]~NT will defend, protect, indemnify, save, and hold harmless the DEPARTMENT, the BOARD, and the state of Washington from and against any and all claims, costs, damages, expenses, or liability for any or all injuries to persons or tangible property, arising from the acts or omissions of the LOCAL GOVERNMENT or any of its contractors or subcontractors, or any employees or agents of either in the performance of this agreement, however caused. In the case of negligence of both the DEPARTMENT and the LOCAL GOVERNMENT, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party. 4.13 Amendments, Modifications, and Waivers Except for an increase in the amount of the loan governed by this agreement, the LOCAL GOVERNMENT may request an amendment of this agreement for the purpose of modifying the SCOPE OF WORK or for extending the time of performance as provided for in Section 4.05. No modification or amendment resulting ' in an extension of time shall take effect until a request in writing has been received and approved by the Board in accordance with Section 4.05. No amendment or modification shall take effect until approved in writing by both the DEPARTMENT and the LOCAL GOVERNMENT and attached hereto. No conditions or provisions of this agreement may be waived unless approved by the DEPARTMENT in writing. 4.14 Disputes Except as otherwise provided in this agreement, any dispute concerning a question of fact arising under this agreement that is not disposed of by this agreement shall be decided by a panel consisting of a representative of the DEPARTMENT, a representative of the LOCAL GOVERNN[ENT, and a representative of the BOARD. The panel shall reduce its decision to writing and furnish a copy to all parties to the agreement. The dec!sion of the panel shall be final and conclusive. Page 7~ 1999 PWIF Pre-Construction Loan Agreement CTED Cone'act Number S00-69100-078 This clause does not preclude the consideration of questions of law in connection with decisions provided for in the preceding paragraph provided that nothing in this agreement shall be construed as making final the decisions of any administrative official, representative, or board on a question of law. 4.15 Termination for Cause If the LOCAL GOVERNMENT fails to comply with the terms of this agreement, or fails to use the loan proceeds only for those activities identified in ATTACHMENT I: SCOPE OF WORK, the DEPARTMENT may terminate the agreement in whole or in part at any time. The DEPARTMENT shall promptly notify the LOCAL GOVERNMENT in writing of its determination to terminate, the reason for such termination, and the effective date of the termination. Upon termination of the loan agreement, the DEPARTMENT shall declare the entire remaining balance of the loan, together with any interest accrued, immediately due and payable. 4.16 Governing Law and Venue This agreement shall be construed and enforced in accordance with, and the validity and performance hereof shall be governed by, the laws of the state of Washington. Venue of any suit between the parties arising out of this agreement shall be the Superior Court of Thurston County, Washington. The prevailing party is entitled to recover costs in accordance with Washington State Law (Chapter 4.84 RCW). 4.17 Severabilit¥ . If any provision under this agreement or its application to any person or circumstances is held invalid by any court of rightful jurisdiction, this invalidity does not affect other provisions of the agreement which can be given effect without the invalid provision. 4.18 Proiect Completion The DEPARTMENT will require and notify the LOCAL GOVERNMENT to initiate a Close-out Report when the activities identified in ATTACHMENT I: SCOPE OF WORK are completed. In the report, the LOCAL GOVERNMENT will provide the following information to the DEPARTMENT: 1. A copy of the Close-out Report. 2. A copy of the a resolution accepting the design project as being complete. 3. Certification that all costs associated with the project have been incmred. Costs are incurred when goods and services are received and/or contract work is performed. 4. If applicable, copies of the approved closure reports fi.om the Department of Revenue and the Department of Labor & Industries, certifying that all sales taxes have been paid and appropriate industrial insurance and prevailing wages have been paid. 4.19 Proiect Close-out In accordance with Section 4.03 of this a~eement, the LOCAL GOVERNMENT will submit, together with the Close-out Report, a request for a sum not to exceed the final twenty-five pement (25%) of the loan amount. Page 8 6 1999 PWTF Pre-Constraction Loan Agreement CTED Contract Number S00-69100-078 4.20 Audit Audits of the LOCAL GOVERNMENT'S project activities may be conducted by the Municipal Division of the State Auditor's Office in accordance with state [aw and any guidelines the DEPARTMENT may prescribe. Payment for the audit shall be made by the LOCAL GOVERNMENT. 4.21 Proiect Sic:ns If the LOCAL GOVERNMENT displays, during the period covered by this agreement, signs or markers identifying those agencies participating financially in the approved project, the sign or marker must identify the Washington State Public Works Trust Fund as a participant in the project. 4.22 Utilization of Minority and Women's Business Enterprises (MWBE) The DEPARTIvI~NT reserves the right to add appropriate Minority and Women's Business Enterprise language that is consistent with Initiative 200, which was approved by the voters on November 3, 1998. The DEPARTMENT will advise the LOCAL GOVERNlvEENT of this language by letter.. 4.23 Nondiscrimination Provision During the performance of this contract, the LOCAL GOVERNIvI~CNT shall comply with all federal and state nondiscrimination laws, including, but not limited to chapter 49.60 RCW, Washington's Law Against Discrimination, and 42 U.S.C. 12101 et seq, the Americans with Disabilities Act (ADA). In the event of the LOCAL GOVERNMENT'S noncompliance or refusal to comply with any applicable nondiscrimination law, regulation, or policy, this contract may be rescinded, canceled, or terminated in whole or in part, and the LOCAL GOVERNMENT may be declared ineligible for furthar contracts with the DEPARTMENT. The LOCAL GOVERNMENT shall, however, be given a reasonable time in which to cure this noncompliance. Any dispute of fact may be resolved in accordance with the Section 4.14, Disputes. ' PART V: SPECIAL ASSURANCES The LOCAL GOVERNMENT assures compliance with all applicable state and local laws, requirements, and ordinances as they pertain to We design, implementation, and administration of the approved project. Of particular importance are the following: 5.01 RCW 43.155.060 The LOCAL GOVERNMENT shall comply with the provisions of RCW 43.155.060 regarding competitive bidd!ng requirements for projects assisted in whole or in part with money from the Public Works Trust Fund program. 5.02 WAC 399-30-030(3) The LOCAL GOVERNMENT assures compliance with WAC 399-30-030(3) which identifies eligible costs for projects assisted with Public Works Trust Fund loans. Page 1999 PWTF Pre-Construction Loan Agreement CTED Contract Number S00~69100-078 PUBLIC WORKS TRUST FUND Pre-Construction Program ATTACHMENT 1: SCOPE OF WORK PW-99-691-PRE-114 Tr__~g. yton Water District (Jurisdiction) Tracyton Water System UDerad~ (Project Title) 1. Provide a clear description of the project to be financed in part by a Public Works Trust Fund loan. (Attach additional sheets if necessary): The Scope of Work for this application is to provide design and bidding services for the Tracyton Water System Upgrade improvements a~ identified in the "Capital Improvement Plan" (Chapter 8) of the Tracyton Water District Interim Water Plan (June 1998). The proposed improvements generally include an additional connection to the Bremerton water system; an upgrade of the existing Fairgrounds Road pressure reducing valve (PRV) connection to the Bremerton water system; replacement of substandard water distribution mains and the addition of new water mains to connect and loop system dead ends totaling approximately 22,200 feet of 8 inch main and 11,700 feet of 12 inch main constructed in the system. 2. The term of this loan will be five years. If the local government prefers the term of its loan to be less than five years, the preferred loan term should be indicated: N/A years. Signed: ry Kec,~n, Commissioner Date: January 12, 1999 Telephone: (360) 373-3060 JAN 1 2000 C:~My Documents\TRACYTON WATER SYSTEM UPGRADE~Scope of Work 1999 Pre-Construction Loan,dot Scope Of Work Page Two PW-99-691-PRE-114 Estimated Project Costs: Repair or Expansion Total Replacement or Growth Preliminary Engineering $ completed $ $ Design Engineering $ 180,000 $ 0 $ 180,000 Bid-document Preparation $ 5,000 $ 0 $" 5,000 Land/R-O-W Acquisition · $ $ $ Environmental Studies $ $ $ Sales or Use Taxes $ $ Contingency ( %) $ 37,000 $ 0 $ 37,000 TOTAL ESTEViATED COSTS $ 222,000 $ 0 $ 222,000 Anticipated Fund Sources: A. Federal Grants $ 0 State Grants $ 0 B. Locally Generated Revenue $ 25,000 General Funds $ Capital Reserves Other Fund $ Rates . $ Assessments $ (LID, RID, ULID) $ -- Special Levies $ Federal Loan(s) from: (identify all) $ $ State Loan(s) from: (identify all) $ $ Other: identify sources) $ TOTAL LOCAL REVENUE $ 25,000 C. PUBLIC WORKS TRUST FUND LOAN $ 197,000 C:\My Documents\TRACYTON WATER SYSTEM UPGRADE\Scope of Work 1999 Pre-Construction Loan.dot Scope of Work Page 3 PW-99-691-PRE-114 Calculatin~ Local Percentage: (Note: Please exclude any expansion/growth costs and funding before calculating the local percentage.) Calculate as follows: Total Local Revenue PWTF Loan + Total Local Revenue = Local Loan Percentage 10% The local conwibution must be at least: Ten percent (10%) for a loan interest rate of 3% Twenty percent (20%) for a loan interest rate of 2% Thirty percent (30%) for a loan interest rate of 1% C:\My Documents\TRACYTON WATER SYSTEM UPGRADE~Scope of Work 1999 Pre-Construction Loan.dot Public Works Trust Fund ATTACHMENT I1: ATTORNEY'S CERTIFICATION l, E,L~ ..~J ~ ~-L~ & ~ , hereby certify: I am an attorney ~ I~w ~dmi~ed ~o pm~ioe in the 8~te of W~shing~on ~nd lhe dul~ ~ppoinJed (the LOCAL GOVERNMENt; and I have also examined any and all do.merits and reco~s which are pedinent to the loan agreement, including the appli~tion ~ue~ing this finandal a~i~nce. Based on the foregoing, it is my opinion that: 1. The LOCAL GOVERNMENT is a public body, properly con~ituted and operating under the . la~ of the State of Washin~on, empowered to receive and expend federal, mate and 1o~1 funds, to ~ntram with the State of Washin~on, and to receive and expend the funds involved to accomplish the objemives set fo~h in their appli~tion. 2. The LOCAL GOVERNMENT is empowered to ac~pt the Public Wo~ Tm~ Fund financial a~i~ance and to provide for repayment of the lean as set fo~h in the loan agreement. 3. There is cu~ently no litigation in e~mence seeking to enjoin the commencement or completion of the abov~es~ public facilities proje~ or to enjoin the LOCAL GOVERNMENT from repaying the Public wo~ Tm~ Fund loan e~ended by the . DEPARTMENT ~th respem to such pmjem. The LOCAL GO~RNMENT is not a pady to litigation which will materially affe~ ~ ability to repay such loan on the te~s contained in the loan agreement. 4. A~um~ion of this obligation would not exceed ~at~o~ and admini~rative ~le debt limitations appli~ble to the LOCAL GOVERNMENT. Signature of AEomey Date Name PUBLIC WORKS TRUST FUND Pre-Construction Program ATTACHMENT 1: SCOPE OF WORK PW-99-691-PI~E-114 Tracvton Water District (Jurisdiction) Tracvton Water System Upgrade (Project Title) 1. Provide a clear description of the project to be financed in part by a Public Works Trust Fund loan. (Attach additional sheets if necessary): The Scope of Work for this application is to provide design and bidding sen, ices for the Tracyton Water System Upgrade improvements as identified in the "Capital Improvement Plan" (Chapter 8) of the Tracyton Water District Interim Water Plan (June 1998). The proposed improvements generally include an additional connection to the Bremertun water system; an upgrade of the existing Fairgrounds Road pressure reducing valve (PRV) connection to the Bremerton water system; replacement of substandard water distribution mains and the addition of new water mains to connect and loop system dead ends totaling approximately 22,200 feet of 8 inch main and 11,700 feet of 12 inch main constructed in the system. The term of this loan will be five years. If the local government prefers the term of its loan to be less than five years, the preferred loan term should be indicated: N/A years. Signed: Gary Kee~)a'n, Commissioner Date: January 12, 1999 Telephone: (360) 373-3060 JAN 1 2000 C:tuMy Documents\TRACYTON WATER SYSTEM UPGRADE'Scope of Work 1999 Pre-Construction Loan.dot Scope of Work Page Two PW-99-691-PRE- 114 Estimated Project Costs: Repair or Expansion Total Replacement or Growth Preliminary Engineering $ completed $ $ Design Engineering $ 180,000 $ 0 $ 180,000 Bid-document Preparation $ 5,000 $ 0 $ 5,000 Land/R-O-W Acquisition $ $ $ Env/ronmental Studies $ $ $ Sales or Use Taxes $ $ $ Contingency ( %) $ 37,000 $ 0 $ 37,000 TOTAL ESTIMATED COSTS $ 222,000 $ 0 $ 222,000 Anticipated Fund Sources: A. Federal Grants $ 0 State Grants $ 0 B. Locally Generated Revenue $ 25,000 General Funds $ Capital Reserves $ Other Fund $ Rates Assessments $ (LID, RID, ULID) $ Special Levies Federal Loan(s) fi-om: (identify all) $ $ State Loan(s) from: (identify all) $ Other: identify sources) $ $ TOTAL LOCAL REVENUE $ 25,000 C. PUBLIC WORKS TRUST FUND LOAN $ 197,000 C:\My Documents\TRACYTON WATER SYSTEM UPGRADE\Scope of Work 1999 Pre-Construction Loan.dot Scope of Work Page 3 PW-99-691-PRE- 114 Calculatin~ Local Percentage: (Note: Please exclude any expansion/growth costs and funding before calculating the local percentage.) Calculate as follows: Total Local Revenue PWTF Loan + Total Local Revenue = Local Loan Percentage 10% The local con~bution must be at least: Ten percent (10%) for a loan interest rate of 3% Twenty percent (20%) for a loan interest rate of 2% Thirty percent (30%) for a loan interest rate of 1% C:\My Documents\TRACYTON WATER SYSTEM UPGRADE\Scope of Work 1999 Pre-Construction Loan.dot AMENDM~ENT NUMBER 1 PUBLIC WORKS TRUST FUND LOAN AGREEMENT NUMBER PW-99-691-PRE-114 BETWEEN THE DEPARTMENT OF COMMUNITY, TRADE AND ECONOMIC DEVELOPMENT AND TRACYTON WATER DISTRICT Thc purpose of this amendment is to extend the term of Public Works Trust Fund Loan Agreement Number PW-99-691 -PRE-114 from five years to twenty years. This amendment is being entered into based on Pre-Construction program policy adopted by the Public Works Board at its February 3, 1998 meeting, The Washington State Department of Community, Trade and Economic Development 0xereinaf~er referred to as the DEPARTS) and Tracyton Water Dislxict (hereinafter referred to as the LOCAL 114 as desoribed below. Section 4.01 Rate and Term is amended to read as follows: The DEPARTMENT, using funds appropriated from the Public Works Assistance Account, shall loan the LOCAL GOVEKNMENT a sum not to exceed $197,000.00. The imerest rote shall be three percent (3%) per annum on the outstanding principal balance. The term of the Ioan shall not exceed twenty years, with the final payment due July I, 2019. A copy o~' this amendment, consisting of one (1) page shall be attached to and incorporated into the original agreement between the DEPARTMENT and the LOCAL GOVERNMENT. Any reference in such agreement to the "agreement" shall mean "agreement as amended." All other items and conditions of the original loan agreement or prior amendments shall remain in full force and effect. IN WI'I2XIESS THEKEOF, thc DEPARTMENT and the LOCAL GOVERNMENT have executed this amendment as of the date and year last written below. DEPARTMENT OF COMMITNITY, TRADE LOG~L'~OV~RNMENT Steve Wells Director, Local Gove~)ment Division ~(~.'~/~ Title Title APPROVED AS TO FORM ONLY I0t~ Day of May, 2000 Attorney General By: Sigaature on File JUL O ~ ~001 Assistant Attorney General Jeanne/~. Cushman ('Print Name) fP'.~ °'Y~°$..F.'a'B°ard AMORTIZATION SCHEDULE i!{, ' ',~ ~'~_o~,Comm. unity, T~de and Economic Development ' 09/25a002 lth~W, State G2 ~8504-8319 .~:~ ~ PW-99-691-P~-114 T~C~ON WATER SYSTEM UPG~E ~nts ~e due on th~ Ist o~u~y, of th~ veers show~ 20 YE~ INTE~ST P~NCIPAL pA~NT B~C~ 2.OO% 2000 $0.00 ~0.00 $0.00 $0.00 2001 2002 2003 $~268.52 $9,907.40 $1~275.~ $168,425.81 2004 2006 $2,77~.07 $9~907.40 $12~681.47 $~ 38,703.61 2007' $~S75.92 $?,907.40 . $12,48~.32 $128,796.22 2008 '~ $2,377.78 $9,907.40 $12~285.18 $118,8~8.81 2009 $2~ 179.6~ $9,907.40 $ i 2~087.03 ... $108,981.41 2010 $1,981.48 $9~907.40 .$11 888.88 $99,074,01 2011 $1,783.34 $9~907.40 $11,690.74 $89,166.6 2012 $1~585. 2013'" $1,3~J~03 $9,907,40 $11,294.43 $69~ 2914 $1,188.89 _. $9,907.40 Sl 1,096.29 $59~.40 2015 $990.74 $9~907.40 $ i 0,898.14 $49~537.01 ...... 2016. $792.60' $9~907.40 $10,700.00 $39,629.60 2017 $594.45 _ $9,907.40 _~ $10 50~.85 .$29,722.~ 2018 $396.29 $9~907.40 $10,303.69 $19,81~.80 ' sg,90 .n $3~,~.~6 $186,109.53 $2~3,771.59 Original interest ~te was 3.00% until Janua~ 2002. D~gV ,, $~47,750.00 TOT~ $186,109.'S3 Loan caiculatious are based on a 360-day year of twelve 30-day months. .-: ,::~;;~i", :: . DRINKING wATER STATE REVOLVING FUND ']: LOAN AGREEMENT 00'65120-033 TRACYTON WATER DISTRICT ~PART I: ENTIRE AGREEMENT This agreement, and incorporated attachments, contains all terms and conditions agreed to by the PUBLIC WORKS BOARD and the BORROWER, and no other statements or representations written or oral, shall be deemed a part there0£ This contract consists of nine pages and five attachments. ATTACHMENT I: SCOPE OF WOKK, consists of a description of local project act vities, certification of the project's useful life, and identification of estimated project costs and fi-md sources and is, by this reference, incorporated into this agreement as fl~ongh set forth fully herein. In addition, ATTACHMENT II: ATTORNEY'S CERTIFICATION, ATTACHMENT III: FEDERAL AND STATE REQUIREMENTS, ATTACHMENT IV: SMALL AND DISADVANTAGED BUSINESS UTILIZATION REQUIREMENTS, and ATTACHMENT V: CERTIFICATION REGA1U)ING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS, are by this reference incorpoxated into this agreemenL The PUBLIC WORKS BOAI~D and the BORROWER have executed this agreement as of the date and year last written below. DEPARTMENT OF COMMUNITY, BORROWER Steve Wells l~ame ~ '-- APPROVED AS TO FORM ONLY t_0t~h Day of April, 2001 Christine O. Gregode Attorney General By Jerome A. Cushman Assistant Attorney General Federal Taxpayer Identification Number Page 1 Exhibit F SRF Lo~n Agreemem Municipal Sy~lem~ . PART H: INTRODUCTION This loan agreement is made and entered into by and between the PUBLIC WORKS BOARD, (or its successor), a department oft. he state of Washington, and Tracyton Water District (referred to as the "BORROWER"). Acting under the authority of RCW 70. I 19A. 170 and 43.155.040, the BOARD has selected the BORROWER Io receive a Drinking Water State Revolving Fund loan for an approved lxo~ect. The BORROWER will be a sub- recipient of funds provided by the United States Environmental Protection Agency, CFDA Number 66.468, Title: Safe Drinking Water State Revolving Fund, award year: 2000. PART III: PURPOSE The BOARD and the BORROWER have entered into this agreement to undertake a local project which furthers the goals and objectives of the Washington State Dnnking Water State Revolving Loan Fund Program. The project will be undertaken by thc BORROWER and will include the activities described in ATTACHMENT I: SCOPE OF WORK. The assisted project must be under'taken in accordance with PART IV: TERMS AND CONDITIONS and all applicable federal, state and local laws and m-dinances, including but not limited to those specifically enumerated in ATTACHMENT IlL PART IV: TERMS AND CONDITIONS The parties to this agrem~aent agree as tbllows: 401 Rate and Term of Loan The BOARD, using funds received from the Drinking Water Assistance Account, shall loan the BORROWER a sum not to exceed Three Million Eight Thousand Four Hundred Ninety Dollars ($3,008,490) The interest rate shall be Two and One Hail' Percent (2.5%) per annum on the outstanding pnncipal balance. The tem~ of the loan shall not exceed Twenty (20) years, with the final payment due October 1, 2021. 4.0_2__,Disbursement of Loan Proceeds and Required Documentation Warrants shall be issued to the BORROWER for payment of allowable expenses incurred by' the BORROWER while undertaking and administering approved project activities in accordance with ATTACHMENT I: SCOPE OF WORK. The total Drinking Water State Revolving Fund Loan shall not exceed One Hundred Percent (100%) of the eligible actual project costs The loan fimds will be disbursed to the BORROWER as follows: The disbursement of loan proceeds shall be imtiated by the BORROWER on a Washington State Invoice Voucher foi~n. All expenses must have been incurred by the BOP.ROWER at the time of voucher submittal. Disbursement requests must be supported by bills or receipts as evidence that costs have been incurred. Expenses incurred after February 13, 2001, are eligible for reimbursement. A loan fee will be assessed in the following manner: Page 2 SRF Loan Agreement The fir,St reqUe~.t for reimbursement shall include an amount equal to 2% of the initial loan amount. This entire amount ig non-refundable, regardless of' the actual final Ioan amount. If the total loan amount is increased through an amendment, an additional loan fee equal to 2% of the additional loan amount will be assessed afl contract close-out. In no case shall loan funds be disbursed for construction activities until the following conditions'have been met: The BORROWER issues a Notice to Proceed which follows the £omaal award ora construction contract; · The BORROWER has completed the State Environmental Review Process; · Thc Washington State Department of Health (DOH) has approved a project report and related construction documents for all applicable activities &scribed in ATTACHMENT ~[: SCOPE OF WORK. · The project includes imtallation of source meters, if applicable, per WAC 246-290 At the time of project completion, a Close-out report (refer to section 4.10 for Close-out Report) shall be submitted to the BOARD by the BORROWER certifying total actual project costs. The Close-out Report shall include a copy of the Certification of Constmctiou Form fi-om the Washington State Deparh~nent of Health. The final Drinking Water State Revolving Fund loan disbursement for project activities shall not bring the total loan in excess of One Hundred Pement (100%) of the eligible project costs. The Close-out Report shall serve as a contract AMENDMENT for determining the final loan amount 4.03 Time of F_erformance The BORROWER shall begin the activities identified within ATTACRMENT I: SCOPE OF WORK no later than ninety (90) days after loan agreement execution, and reach project completion no later than thirty-six (36) moBths aftcr the date of agreement execution. Failure to perform within the time ~-anle described in the preceding paragraph may consti~te default of this agreement and require the immediate repayment o£ any loan funds disbursed. In the event of extenuating circumstances, the BO[LROWER may request, m whting, that the BOARD extend the deadline ~or project completion. The BOARD may, by a two-thirds vote, extend the time of completion. Thc term of this agreement shall be ~br the entire t~mn of' the loan, irre~pectxve of actual project completion, nnless terminated sooner as provided herein. 4.04 Historical a~*d Cultural Artifacts The BORROWER agxees that ifhistor/cal or cultural artifacts are discovered during construction, the BORROWER shall immediately stop construction and notify the local historical preservation officer and the state's historical preservation officer at the Washington State Office of Archeology and Historic Preservation. The BORROWER shall reqmre this provision to be centained m all'contracts for work or services related to ATTACHMENT 1: SCOPE OF WORK. 4 05 Repayment The first loan repayment under this agreement is due October 1, 2002, and subsequent installments are due on October 1 of each year during thc term of the loan. The first repayment under this agreement shall consist of Page 3 SRF Lo~n Agreement Municipal S~te.ms intmTest only at the rate of Two and One Half Percent (2.5%) per annum; calculated on a 360-day year of twelve 30-day months, applied to funds received. Interest will b~gin to accrue from the date each warrant is issued. ' Subsequent repayments shall consist of the principal due divided by the loan term remaining plus interest on . unpaid balance of the loan. The final payment shall be an amount sufficient to bnng the loan balance to zero. The BORROWER has the right to repay the unpaid balance of the loan in full at any time, and the right to repay at a faster rate than is provided in this agreement, provided that any such payment must equal or exceed the principal amount non"nally due on an annnal basis. The BORROWER will repay the loan in accordance with the preceding conditions through the use of a check, money order, or equivalent means made payable to the Depmtment of Community, Trade and Economic Development, or its successor, and sent to: Department of Community, Trade and Economic Development Administrative Services Divisiolv'l:iscal Unit 906 Columbia Street SW PO. Box 48300 Olympia, Washiogton 98504-8300 4~06 Repayment Acc0_tm~t The BORROWER shall repay the Ioan solely fi-om utility revenues~ general obligation ,r/~venues~ or a._. combination thereof 'the ame of the fund, account, or sub-account shall be ~ ~ /--- o,-~ff P/~ o-~,~/o 4.07 Default in Rep_.a×¢_~e~n_t Loan repayments shall be made on the loan in accoi'dance with Sectiou 4.05 of this agreement. A payment received within thirty (30) days of the due date shall be dcclmed delinqueut. Delinquent payments shall be assessed a daily pena!ty beginning on thc fim-ty~first (31) day past the due date The penalty will be assessed on the entire payment amount The penalty will be twelvc pcrcent (12%) per annum calculated on a 360-day year. Upon default ill the payment ofm*y annual installmcnt, the BOARD may declare the entire remaining balance of the loan, together with interest accrued, ifnmediatcly due and payable. Fa/lure to exercise its optioa with respect to any such repayment in defantt shaIl not constitute a waiver by the BOARD to exercise such option for any succeeding installment payment which may then be in default. The BORROWER shall pay the costs and reasonable legal fees incurred by the BOAILD in any action undertaken to enforce its rights under this section. Page 4 SRF Lo~n Agreement Municipal Syst~n~ Th;'BoRROwER must select one of the following options for securing repayment oftlae loan. Please initi~ the appropriate option. 1. General Obligation: This loan is a general oblfgation of the BORROWER. 2. Revenue Obligation: This option may be used only if the entire project is a domestic water project This loan is a revenue obligation of the BORROWER payable solely from the net revenue of the utility system indicated below. Payments shall be made from the net revenue of the utility after the payment of the phn~ipal and ~terest on any revenue bonds, notes, warrants or other obligations of the utility having a lien on that net revenue. As used here, "net revenue" means gross revenue minus expenses of maintenance ~hd operations. The BOARD grants the BORROWER ~;he right to issue future bonds and notes that constitute a lien and charge on net revenue superior to the lien and charge of this loan agreement. If selecting the revenue obligation, please choose and initial one of the following utility systems: _ ~2~ Water Combined Water Utility (Water/Sewer; Water/Sewer/Irrigation; etc.) OR 3. Local Improvement District: This loan is payable from special assessments collected from a Local Improvement District, Local Utility District or any other similar special assessment district created for the purpose of making the improvements financed by this loan. The name of the special assessment district is Nothing in this section shall absolve the BORROWER of its obligation to make loan repayments when due, and to adjust rates, fees, or surcharges, ifnecessm% to meet its obligations under this agreement 4.09 Project Completion The BOARD will require and notify the BORROWER to initiate a Close-out Report when the activities identified in ATTACI4MENT I: SCOPE OF WORK are completed. In the report, the BORROWER will provide the fullowing information to the BOARD: 1. A description of the actual work performed, .in addition to a certified statement of the actual dollar amounts spent, from ail fund souwes, in completing the project as described 2. Certification that all costs associated with the project have been incurred. Costs are incurred when goods and services are received and/or contract work is performed Page 5 3. Copy of Cc-~ification of Construction Form fi.om the Washington State Department of Health. 4.10 Final Draw and Close-out gequirements At the time of project completion, the BORROWER shall submit a Close-out Repmt to the BOARD. The Close-out Report shall serve as a contract amendment for determining the final loan amount. The BOARD shall provide the Close-out Report form to the BORROWER. 4,11 Recordkeeping and Access to Records The BOARD, fire BOARD's agents, and duly authorized officials of the State and Federal governments shall have full access and the right to e×amine, copy, excerpt, or t~'anscribe any pertinent documents, papers, records, and books of the BORROWER and of persons, firms, or organizations with which the BORROWER may contract, involving trans~cfions related to this project and this agreement. The BORROW'ER agrees to retain flmse records for a period of six yem~ from the date that the debt was retired, 4.I2 Reports The BORROWER, at such times and on such forms as the BOARD may require, shall furnish the BOARD with such periodic reports as it may request pertaining to the activities undertaken pursuant to this agreement including, but not limited to, qum~erly progress reports, MWBE status, the Close-out Report, and any other matters covered by this agreement. Failure to Iile periodic reports as requested may result m tm'ruination of this agreement a~ per Section 4.16. 4 13 Indemnification It is understood and agreed that this Agreement is solely for the benefit of the parties to the Agreement and g/yes no right to any other party. The BOI>,.i~.OWER agrees that the BOAI~i) is acting only as lender and is ~l'ot directing or controlling its business as a manager, pat~mer, owner, principal, or any other capacity. It is m~derstood and agreed that no joint venture or partnership is formed as a result or'this Agreement. Each party hereto agrees to be responsible and assume liability tbr its own negligent acts or omissions, or those of its officers, agents, or employees to the fullest allowed requircd by law, and agrees to save, iudemntfy, defend and hold the other parties harmless t¥om any such liability. In the case ofnegligence of more than one party, any damages allowed shall be levied in propot.tion to the percentage of negligence attributable to each party; and each party shall have the right to seek contribution from each of the other parties in proportion to the percentage o£negligence attributed to each of the other parties. 4.14 Amendments, Modifications, and Waivers The BORROWER may request an amendment of this agreement for the purpose of modifying the SCOPE OF WORK or for extending the time of per~brmance as provided for in Section 4.03. No modification or amendment resulting in an extension of time shall take effect t.mti! a request m writing has been received and approved by the BOARD in accordance'with Section 4.03. No amendment or modification shall take effect until approved in writing by both the BOARD and the BORROWER and attached hereto. No conditions or provisions of this agreement may be waived unless approved by the BOARD in writing. Page 6 SRF Loan Agreement 4.15 Tc'rr~ination for Cause ' If the BORROWER fails to comply with the terms of this agreement, or fails to use the loan proceeds only for those activities identified in ATTACHMENT I: SCOPE OF WORK, the BOARD may terminate the agreement in whole or in part at any time. The BOARD shall promptly notify the BORROWER_ in writing of its determination to terminate, the reason for such temlination, and the effective date of the termination. Upon termination of the loan agreement, the BOA!rLD may declare the entire remaining balanc~ of tile loan, together with any interest accrued, immediately dtte and payable 4.~16 TeIyniBatign for Convenience The BOARD may terminate this agreement in the event that fedoral or state fufids are no longer available to the BOARD, or are not allocated for the purpose of meeting the BOARD'S obligations under this agreement. Term{nation will be effcctive when the BOARD sends written 2otice of termination to the BOP.ROWER. 4.17 Govemina Law ancl Venne This agreement shall be con.~trued and cnfomcd in accordance with, and the validity and performanc~ hereof shall be governed by, the laws of the state, of Washington. 'Venue of any suit between tile pm'ties arising out of this agreement shall be the Superior Corn1 of Thurston County, Washington. The prevailing paay is entitled to recover costs in accordance with Washington btat~ Law (Chapter 4 84 It. CW). 4 1~8 Stzverability If any provisiml tinder this ageeement or its application to auy person or circumstances is held invalid by any col.ut of rightful jurisdiction, this invalidity does not affect other provisions of the agrecmer~t which can bc g~ven effect without the invalid provision. 4.19 Audit Atldil's ofth~ BORROWER'S project activities may bc conducted by the Office of the Sta1~ At~ditor Audit costs are eligible project costs The BORROWJgl~. shall maintain its records and accounts so as to facilitate the aud{t requircments of the Department of Community, Trade and Economic Development, or its successor. The BORROWER is responsible for any audit gxcephons il~cmTed by its own organization Tile BOARD reserves the right to recover fi'om the BORROWER all disallowed costs resulting from the audit BORROWERS expellding $300,000 or more in any fiscal year in Federal funds from all sources, direct and indirect, are required to haw an audit conducted in accordance with Office of Management and Budget (OMB) Revised Circula~ A-133 "Audits of Institutions of Higher Education and Other Non-Profit Institutions." BORROWERS expending less than $300,000 or more inany fiscal year ill federal funds from all sources, indi~ct and direct, may have audits conducted by the Oihce of State Auditor (OSA) on the nomlal cycle used by OSA Page 7 4~20 P~oject MonfforinR~nd Inspec~i°-Dn The BOARD and the Washington State Department of Health reserve the right to enter the premises during business hours to momtor project activities throughout the contract period to assess progress, review expenditures and documentation, to review files, and to inspect the system throughout the period of the Agreement. 4.21 Proiect Signs If the BORROW'ER displays, during the period covered by this agreement, signs or markers identifying those agencies participating financially in the approved project, the sign or marker must identify the Washington State Public Works Board Drinking Water State Revolving Fund, and the Washington State Department of Health, as participants in the project. 422 Utilization of Minority and Women Business Enterprises (MWBE) As mandated by the U.S. Environmental Protection Agency, The BORROWER is required to follow the steps identified in ATTACHMENT IV: SMALL AND DISADVANTAGED BUSINESS UTILIZ. ATION REQUIREMENTS. The BORROWER is required to furnish the BOARD with such periodic reporls as it may request pertaining to the utilization of disadvantaged businesses. The goals for the utilization of disadvantaged businesses are stated below. Consn etion ] ?_o_/o. ] 6o/o Supplies ] 10% IvlBE ~ 6% WBE Equipment 1]~_°./? MBE [ 6% WBE ~-~urchased Services ~fi; MBE 6~ WB'-~ 4 23 Utilization of Small Business in l~.ural Areas (SBR.A_). The BORROWER is required to fbllow tile steps identified in ATTACHMENT IV: SMALL AND DISADVANTAGED BUSINESS UTILIZATION REQUIREMENTS. The "Fair Share" percentage for SBRAs is 4 24 .Nondiscrimination Provision Dunng the performance of this contract, the BORROWER shall comply with all federal and state nondiscrimination laws, including, but not lin'fited to Chapter 49.60 RCW, Washington's Law Against Discrimination, and 42 U.S.C. 12101 et seq, the Americans with Disabilities Act (ADA). ][n the eyelet of the BORROWER'S noncompliance or refusal to comply with any applicable nondiscrimination law, regnlation, or policy, this contract may be rescinded, canceled, or temainated in whole or in part, and the BORROWER may be declared ineligible for further contracts with the BOARD. The BORROWER shall, however, be givetx a reasonable time m which to cure this noncompliance· 425 Transfer of Ownership During the term of this loan, any change in ownership of the water system(s) improved with funds received by the BORROWER under this loan agreement must be approved in writing by the BOARD As a condition of approval, the BOAILD rcsmwes the fight to dema~ad payment in full of the outstanding principal balance of the loan. Page 8 SR.F Loan Ag~eernent PART V: SPECIAL ASSURANCES The BORROWER assures compliance with all applicable federal, state and local laws, requirements, and ordinances as they pertain to the design, implementation, and administration of the approved project. Of' particular importance are the following: _5.01 Bidding Requirements The BORROWER shall comply with the provisions of RCW 43.155 060 regarding competitive bidding requirements for projects assisted in whole or in part with money from the Drinking Water State Revolving Fund program_ 5.0~2 Eligible Proiect ~2osts The BORROWER assures compliance with WAC 399-30-030(3) which identifies eligible costs for projects assisted with this loan. ~ c-,t ~"l'ct e..b~ ¢cl 5.03 Prevailing~Wa ge_ The BORROWER assures compliance with thc prevailing wage laws of the Washington State Public Works Act, Chapter 39.12 RCW. 5.04 Federal and State Requ rcments The BORROWER assures compliance with ail appiicab]e Federal aud Sram rcqmrements, including but not limited to those listed in Attachment III and IV. 5.05 Suspension and Debam~e ~t The BO[~q. OWER certifies it is uot presently suspended or debarred frorn receiving federal ~nds The BOI[~ROWER has satisfactorily completed the EPA Certilication contaiued iii Attachment V: Certification Regarding Debam~ent, Suspension, a~cl Other Responsibility Matters. The BORROWER shall reqoire'all contractors and subcontractors receiving contracts of $100,000 or more for work listed in Attachment I; Scope of Work, to certify that the federal governnrent has not suspended or debarred them kom receiving federal filnds. Suspension and debarment certification forms shall be provided by the BOARD. The BORROWER agq'ees to keep debamaent and suspension documentation on file in project records. 5.06 No Waiver Waiver of any covenant, term, or condit!on of this Aga-eement by, any pa ~:y shall not be deemed a waiver of any subsequent breach of the same covenant, teml, ot coudition. No waiver of any defhult or breach by any party shall be implied from any failure to take action upon such default or breach, if the default of breach persists or repeals. Page 9 SRF Lo~n Agreement Municipal Systems DRINKING WATER STATE REVOLVING FUND ATTACHMENT h SCOPE OF WORK LOAN NUMBER 00-65120-033 TRACYTON WATER DISTRICT (Recipient) WATER DISTRICT UPGRADE (CONNECTION TO BREMERTON) (Project Title) 1. Provide a clear description of the project to be financed in part by a Drinking Water State Revolving Fund loan. (Attach additional sheets if necessary): The Project invol,~es the installahon of ~tpproximately 29 000 lineal feet of ductile iron water pipe, 2 pressure reducing valve vaults, 50 fire hydrants, 13 connechons to the existing water system, 6 air vacuum release assemblies, 4 blow-off assembhes, 289 service connections and all surface restoration. 2. The term of this loan w!ll be based on an engineer's certification of the expected usefu! Fife of the improvements, as stated below, or 20 years, whichever is less If the recipient prefi~rs the term of its loan to be less than either 20 years or the useful life of the improvements, the preferred loan term should be indicated: 20 . years. 3. I, Thomas E. Knuckey ., [ censed engineer, certify that the average expected useful life for the improvements described a]uove is 20 . years. Signed: ,~2¢~ Date: . ~j- ..... L ~v;.., Telephone: .... (360) 478-7976 .. ' ' "; .... ~,PR'i 6'2001 ScoP~ o¥-W~rk; DWSRF Loan Agreement Number 00-65120-033 page Two Est mated Project Costs: 'F PreiiminapJ Engineering $ · Completed Design Engineering $ 220,000 ~.~" Bid Document Preparation $ Land/Right-Of*Way Acquisition $ Sales or Use Taxes $ Other Fees $ Construction Inspection $ 72,000 'fCc' Start-up Costs' Relocation Costs $ FinanciNg Costs $ Audit Costs $ .~, .., ~..~ Construction $ 2,657,500 Contingency ( , . %) $ Other (Specify) $ Other (Specify) $ TOTAL ESTIMATED PROJECT COSTS $ 2,949,500 Anticipated Fundinq Sources' A Federal Grants $ State Grants $ B Locally Generated Revenue Capital Reserves $ Water Rates Assessments (LID, RID, ULID) $ Special Levies $ Federal Loan(s) from: (identify all) $ $ State Loan(s) from: (identify all) -- $ $ Other: (identify sources) $ $ TOTAL ANTICIPATED FUNDING $ $ SOURCES 2,949,500 DWSRF Loan C. DWSRF CONSTRUCTION LOAN (for proJect costs) $ 2,949,500 DWSRF LOAN FEE (2% of construction loan) $ 58,990 TOTAL DWSRF LOAN $ 3,008~_490 ............................................................ P .,1: Drinking Water State Revolving Fund ATTACHMENT I1: ATTORNEY'S CERTIFICATION I am an attorney at law admiited to practice in the State of Washington and the duly appointed D, (the BORROWER); and I have also examined any and all documents and records which are pertinent to the loan agreement, including the application requesting this financial assistance. Based on the foregoing, it is my opinion that: 1 The BORROWER is a public body, properly constituted and operating under the laws of the State of Washington. empowered to receive and expend federal, state and local funds, to contract with the State of Washington, and to receive and expend the funds involved to accomplish the objectives set forth in their application 2 The BORROWER is empowered to accept the Drinking Water State Revolving Fund financial assistance and to provide for repayment of the loan as set forth in the loan agreement. 3 There is currently no litigation in existence seeking to enjoin the commencement or completion of the above-described public facilities project or to enjoin the BORROWER from repaying the Drinking Water State Revolving Fund loan extended by the DEPARTMENT with respect to such project. The BORROWER is not a party to litigation which will materiatly affect its ability to repay such t0an on the terms contained in the loan agreement. 4. Assumption of this obligation would not exceed statutory and administrative rule debt ~ons~ the BORROWER. Signature of Attorney Date Name Address Attachment 1II Federal and State Requirements I) Environmental ,~,ulhoriik's a) Archeological ~llld l lis~u,'ic DCSCl'Vatio~l :Xcl oI: 1974. I'ublic l.axv 86-523 as all~cllctctl b) Clean Air Act. l'Llbhc I:m 84-159 ;ts amc~adcd d) })ldangcrcd Species Act. J'uhlic I ax~ 93-205 a~ amcndcd c) Eavirtmmenh~l .htsticc, Excculivc ():(it:r 1289X I) I':]oodplain Managcmcut. I~xccutixc Order 1193,1 i~s :m]cudcd [x~ J~xccutivc Orclcr 12t43 h) ['art~lland l~;otccho~ l~t)licy Act. I'ublic I.aw 97-98 2} Eco.(mfic and Miscellaneous :~ulh.rilie~ 3) Social Policy Authm'ilies a) Age I)iscr,ninah.u Act of 1975. I'uidic I.axv 94-135 92-500 (Iht (']c;II~ ~Valcr zNcl) Orticrs 119 I-1 ;md I ~, 250) c) t{tlual l{mt)luSmcnt ()pporlu:~ty. I'~xcctll~c ():der 112.16 I) Womcu's and Mi~lority business }~ulcip:ise, I!.xccutwc orttCl'5 11625, 12138 aJ~d 12432 Section 129 of thc Small }tusuacss Admil~islratton Rcattlll{mAati<)n and Amcndmeat Act ot' 1988. l>ubllc r.aw 100 590 Page Attachment 111 4) State Laws a) Chapter 36.70A RC\V. Growth MaI~agument Act b) Chaptcr 39.80 RCW, Contracts tbr Architectural and F. nginecrmg Services Chapter 39.12 R('W, ~Vashmgton State Public Works Acl d) ('haptcr 43.20 RCW. State I]oard of lleallh c) ("hapter43 70 14('W, rMxu'tmcntolllcalth ('hap~cr 70.116 RCW, I'ublic Water Systems (:oordination Acl nf 1977 g) ('baplcr 70.119 R('W. Public Water Supply ( )poi'illin)IlS i) ("hul~tc~ 2.16-2t)0 KVA('. ('haptc~' 246-201 WA( k) Chaplc~ 24(~-292 W X(.', Watct'~x re'ks Ope['nlol (;crlificatlon Rcgulallons l) (.'haplcr 2-[6-293 WA(', Water Sy.lcms Coo[dinatim~ Act ('i~apt,:r 2,16-291 XVAC. l)~i~king ~Va',cr Opct :tting Pc~ mits .) ('haptcr 24fi-295 WAr'. Nalcl[ilc SyMcm Management Agcl~cs q) 'lille 40 Part 141 ('ode ol'}:cdcral Page 2 ...... Attachment IV SMALL AND DISADVANTAGED BUSINESS UTILIZATION REQUIREMENTS Affirmative steps shall include: I. Placing qualified small and minority businesses and women's business enterprises on solicitation lists~; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to pemuit maximum participation by small axed minority business, and women's business enterprises; 4 Establishing delivery schedules, ~vhere the requirement permits, which encourage partlcipatioa by small and minority business, and women's business enterprises; 5. Using the scrvices a0.d assistance of the Small Business Administration, and the Minority Business Development Agcncy of the Department of Commerce; and 6. Requiring the prime contractor, if subcontracts are to be let, to take thc 5 affirmative steps listed above. i Qualified Women and Minority business enterprises may be found on the Lntemet at www.omwbe.wa.flov or by contacting the Washington State Office of Minority and Women's Enterprises at 360-704-1181. l:\ContractingkSRF\SR.F LA AttachmcntsXDWSKP Attach IV.doc ATTACHMENT V LJnllod 5t~e~ Env~onment~ ProtmY~on · - ' Certification Regardina Debarment, Suspension, and Other Res~onstbi i~ Maffers 7he prospective participant certifies to the b~st of its know~edge and belief that It and ~ts principals: (a) Are not presently debarred, suspeode~l proposed for debarment, declared Ineligible, or voluntarily excluded from covered transactions by any Federal department or agency;, (b) Have not within a three year period preceding this proposed been convicted o! ~ had a civ[I.judger~ent rendered against them .for Commission of fraud or a cdmTna{ off~nsa In coonectlon with obtaining, attempting t~ obtain, or pedormlng a public (F~feraJ, St~.te, or ace) transaction or contraCt under a public transaction; violation of Federal or St~.te antitrust statutes Or commTsslon of embezzlement, theft, t'orgery, bribery..falsification or destruction of records, ma~ing false statement~, .or receiving stolen property; ' (c) Are not presently indiCted for or ctherw[se criminally or civilly ch~.rged by a government ent~ (Fede~l, State, or local) with commission of arty of the offenses enumerated In paragraph (1)(b) o[ this certif[Catlon; and · ' (d) Have not within a three-year period preceding this appiicatiDn/proposa had one or more public transactions (Federal, State, or Idcal} terminat:ed for cause or d~[auit, I understand that a false statement on this certification may be grounds for rejection of this proposal or termination of the award. In addition, under 18 USC Sec. 11301, a false statement may result n a fine of up to $10,000 or imprisonment for up to 5 years, or both. GARY KEENAN, COMMISSIONER [~ ! 8m unable to certify to the above statements. My explanation i~ a~ched ~ Prlnted an Recycl&.d p;~per EXHIBIT G [Legal Description of Watershed Property] The Southwest Quarter of the Northwest Quarter of Section 2, Township 24 North, Range 1 East, W.M. in Kitsap County, Washington; except the following deschbed property: beginning at the Northwest comer of said Section; thence South 2° 57' 05" West, 2,778.15 feet to the West Quarter Comer of said Section; thence North 89° 58' 24" East, 560 feet; thence North 2° 57' 05" East, 400 feet to the Point of Beginning; thence continuing North 2° 57' 05" East, 220 feet; thence South 89° 58' 24" West, 220 feet; thence South 2° 57' 05" West, 220 feet; thence East to the Point of Beginning. Together with and Subject to easements. Situate in Kitsap County, Washington. Also known as Kitsap County Assessor's Tax Parcel No. 022401-2-003-2008. Exhibit G EXHIBIT H [Assets to be retained by the Tracyton Water District] 1) The District's Community Hall identified as follows; Ad&ess: 4990 Tracyton Blvd., Tracyton, Wa. Tax Parcel Number: 4474-014-015-0003. Legal Description: Lot 15, Block 14, First addition to Tracyton, according to Volume 1 of Plats, page 37, records of Kitsap County, Washington. 2) Street lighting system in the franchise area. 3) Tail insurance policy as evidenced by the attachment to this exhibit and identified as Exhibit H- 1. 4) Cash and financial accounts as follows: All Tracyton Water District ("District") cash and other financial accounts currently of record to assist in the dissolution of the District; provided, however, that upon the official dissolution date of the District, or as soon as practical thereafter, the cash and balance of funds remaining in all of said District accounts shall be conveyed to the City of Bremerton and become its sole property. 5) Other property as follows: the Districts Compaq computer and printer, the District's 4- drawer filing cabinet, and the District's records which property will be conveyed to the Port of Tracyton at a subsequent per the District's prior agreement with the port. Exhibi! H EXHIBIT I Return Address: City Clerk City of Bremerton 239 Fourth Street Bremerton, WA 98337 AUDITOR/RECORDER'S INDEXING FORM Document Title(s): 1. Statutory Warranty Deed Reference Number(s) of Documents assigned or released: Grantor(s): 1. Tracyton Water District [] Additional names on page of document. Grantee(s): 1. CityofBremerton [] Additional names on page of document. Legal Description: SW *A NW Y~ S2 T24N R1E Additional legal is on 2 of document. Assessor's Property Tax Parcel/Account Number: 022401-2-003-2008 STATUTORY WARRANTY DEED Tracyton Water District, ("Grantor"), a corporation, for and in consideration of mutual benefits derived and/or other valuable consideration receipt of which is hereby acknowledged by Grantor, conveys and warrants to the City of Bremerton, a Washington municipal corporation ("Grantee"), the following described real property situated in Kitsap County, State of Washington. The Southwest Quarter of the Northwest Quarter of Section 2, Township 24 North, Range 1 East, W.M. in Kitsap County, Washington; except the following described property: beginning at the Northwest comer of said Section; thence South 2° 57' 05" West, 2,778.15 feet to the West Quarter Comer of said Section; thence North 89° 58' 24" East, 560 feet; thence North 2° 57' 05" East, 400 feet to the Point of Beginning; thence continuing North 2° 57' 05" East, 220 feet; thence South 89° 58' 24" West, Exhibit I 220 feet; thence South 2° 57' 05" West, 220 feet; thence East to the Point of Beginning. Together with and Subject to easements. Subject to covenants, conditions, restrictions, reservations of rights, and easements of record, if any, affecting title, including those shown on any recorded plat or survey. DATED this day of ., 2003. GRANTOR: TRACYTON WATER DISTRICT By: Its: STATE OF WASHINGTON ) COUNTY OF KITSAP ) On this __ day of ., 2003, before me a Notary Public in and for the State of Washington, personally appeared ., to me known to be the of Tracyton Water District, a corporation, that executed the foregoing instrument, and acknowledged it to be the free and voluntary act of said corporation, for the uses and purposes mentioned in this instrument, and on oath stated that he was authorized to execute said instrument. -Notary Seal Must Appear Within This Box- IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first above written. NOTARY PUBLIC, in and for the State of Washington, residing at My appointment expires APPROVED AS TO FORM: ROGER A. LUBOVICH, City Attorney Exhibit 'J' TRACYTON WATER DISTRICT Tracyton Water District Legend Tr~:y~o. wat.r District 1 inch equals 1,600 feet T.x Lo~s Exhibit J Return Address: Attn: City Clerk City of Bremerton 239 Fourth Street Bremerton, WA 98337 AUDITOR/RECORDER'S INDEXING FORM Document Title(s): I. Memorandum of Interlocal Agreement Reference Number(s) of Docmnents assigned or released: Grantur(s): 1. Tracyton Water District [] Additional names on page of document. Grantee(s): 1. City of Bremerton [] Additional names on page of document. Legal Description: N/A (abbreviated) [] Additional legal is on page of document. Assessor's ProperW Tax Parcel/Account Number: N/A MEMORANDUM OF INTERLOCAL AGREEMENT This Memorandum of Interlocal Agreement is entered into on the date fully executed below, by and between the City of Bremerton, a Washington municipal corporation (hereinafter referred to as "City") and Tracyton Water District (hereinafter referred to as "District"). Pursuant to RCW 35.13A.070, Chapter 39.33 RCW, the Intergovernmental Disposition of Property Act, and Chapter 39.34 RCW, the Interlocal Cooperation Act, the District and City entered into an agreement entitled "Interlocal Agreement Between the City of Bremerton and Tracyton Water District for Assumption of Rights, Powers, Duties, Obligations and Transfer of Assets of Water District" on ., 2003, to convey and deed to the City all of the District's interest in assets including title to certain real property and Facilities and assets of the District as set forth in said agreement and the City agreed to assume all rights, duties, powers and obligations of the District, including loan obligations. MEMORANDUM OF INTERLOCAL AGREEMENT - I Exhibit K IN WITNESS WHEREOF, the parties have executed this Memorandum of Interlocal Agreement. CITY OF BREMERTON TRACYTON WATER DISTRICT By:. By: Print Name: Cary Bozeman Print Name: Its: Mayor Its: DATE: DATE: STATE OF WASHINGTON SS. COUNTY OF KITSAP I hereby certify that I know or have satisfactory evidence that Cary Bozeman is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he is authorized to execute the instrument on behalf of the City of Bremerton as its Mayor, and such execution to be the free and voluntary act of such party for the uses and purposes mentioned in the foregoing instrument. -Notary Seal Must Appear Within This Box- 1N WITNESS WHEREOF, I have hereunto set my hand and official seal this __ day of ,2002. NOTARY PUBLIC, in and for the State of Washington, residing at My appointment expires MEMORANDUM OF INTERLOCAL AGREEMENT - 2 STATE OF WASHINGTON SS. COUNTY OF K1TSAP I hereby certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she is authorized to execute the instrument on behalf of the Tracyton Water District as its , and such execution to be the free and voluntary act of such party for the uses and purposes mentioned in the foregoing instrument. -Notary Seal Must Appear Within This Box- IN WITNESS WHEREOF, I have hereunto set my hand and official seal this day of ,2002. NOTARY PUBLIC, in and for the State of Washington, residing at My appointment expires APPROVED AS TO FORM: ROGER A. LUBOVICH, City Attorney R:~LEGALXFiles\Current Active Files\Tracyton Water DistrictWlemorandum of Agreement.doc MEMORANDUM OF INTERLOCAL AGREEMENT - 3 LAND TITLE COMPANY LEADERSHIP · TRUST · COMMITMENT Agent for Chicago Title Insurance Company rnTitle / Recording Dept. April 27, 2004 9657 Levin Road NW #100 · P.O. Box 2737 · Silverdale, WA 98383 360.692.2233 Fax 360.692.2244 CITY OF BREMERTON 4TH STREET BREMERTON ATTN: THELMA SWEM/RE: TRACYTON WATER DISTRICT regards to the following transaction: APR 29 200 Seller Name: TRACYTON WATER DISTRICT Buyer Name: CITY OF BREMERTON Ci~ Of Bremedon Our File No.: E-166989 Ci~ property Address: Please call us if you have any questions regarding this policy. For your convenience please use our "800" number. (800) 950-4321. Thank you for allowing Land Title Company to serve you. We appreciate your business! S~Kely, L~e Company of Kitsap County Silverdale Title Office KEEP THIS POLICY IN A SAFE PLACE For fast service on future sales or loans on this property present this letter to your realtor or lender. Thank you, Land Title 801 6th S~eet 9657 Levin Rd. NW, Ste. 110 19301 8m Ave. NE, Ste. D 1140 Bethel Ave., Ste. 202 Bremerton, WA 98337 Silverdale, WA 98383 Poulsbo, WA 98370 Poa Orchard, WA 98366 360.377.9500. Fax 360.377.9501 360.692.4033 · Fax 360.692.8669 360.779.7172 · Fax 360.779.1004 360.876.0450 · Fax 360.876.0574 AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY (10-17-92) Policy No. 72106- CHICAGO TITLE INSURANCE COMPANY SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, CHICAGO TITLE iNSURANCE COMPANY, a Missouri corporation, herein called the Company, insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated ~erein; 2. Any defect in or lien or encumbrance on the title; 3. Unmarketability of the title; 4. Lack of a right of access to and from the land. The Company will also pay the costs, attorneys' fees and expenses incurred in defense of the title, as insured, but only to the extent provided in the Conditions and Stipulations. In Witness Whereof, CHICAGO TITLE INSURANCE COMPANY has caused this policy to be signed and sealed as of Date of Policy shown in Schedule A, the policy to become valid when countersigned by an authorized signatory. LAND 'l ITLE OF KY[SAP C~.)! :N'IY CHICA~ TITLE INSURANCE COMPANY EO. Box 273? (300) 092-2233 ~ST