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AGR-6913 - CITY OF ANAHEIM - INTERCONNECTION MAINTENANCE AND WATER EXCHANGE AGREEMENTb) "Applicable Law" or "Applicable Laws" mean any and all applicable approvals, judicial decisions, statutes, constitutions, ordinances, codes, resolutions, regulations, rules, tariffs, administrative orders, certificates, orders, permits, or other applicable requirements of a local government agency, State of California, and the federal government, in effect during the Term. In case of Anaheim water supplies and water facilities, Applicable Law" or "Applicable Laws" shall also mean Anaheim ordinances, resolutions, regulations, policies, Anaheim Public Utilities Department Water Services Standard Specifications, Anaheim Public Utilities Department Administrative Procedures and Design Guidelines, and Anaheim Public Utilities Department Water Rates, Rules and Regulations. In case of Orange water supplies and water facilities, "Applicable Law" or "Applicable Laws" shall also mean Orange ordinances, resolutions, regulations, policies, Orange Water Division Standard Plans and Specifications, Orange Water Rates , and Orange Municipal Code, Chapter 13, "Public Utilities." c) "Business Day" or "Business Days" mean Monday through Friday, except holidays recognized by either Party. d) "City Manager" means the Orange City Manager. e) "Common Facility" or Coxnmon Facilities" are those common facility portions of an Interconnection as depicted in the Exhibits. Nothing in this Agreement shall be interpreted to address or resolve ownership interests in the Common Facilities. Exhibit A Interconnection and Exhibit C Interconnection do not have any Common Facilities. fl "Day" or"Days"mean calendar days unless otherwise indicated. g) "Emergency Situation" or "Emergency Situations" mean any condition which creating an immediate need for water supply which results from water contamination, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, pestilence, and other natural catastrophes, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, civil disturbance or disobedience. h) "Excess Water Recipient" means the Party who supplies less water than the other Party during the applicable twelve-month period described in Section 4 or such shorter period described in that section. i) "Excess Water Supplier" means the Party who supplies more water to the other Party, during the applicable twelve-month period described in Section 4 or such shorter period described in that section. j) "Exhibits" mean Exhibits A, B, C, D and E which are attached hereto and incorporated herein by reference. k) "Exhibit A Interconnection" means the Interconnection depicted in Exhibit "A" and also known as "Anaheim Interconnection No. 9", and "Reservoir 3 Interconnection". 2 1) "Exhibit B Interconnection" means the Interconnection depicted in Exhibit "B" and also known as "Anaheim Interconnection No. 16" and "Nohl Ranch Interconnection". m) "Exhibit C Interconnection" means the Interconnection depicted in Exhibit "C" and also known as the "Ardmore Interconnection", "Anaheim Interconnection No. 17", and "Mandeville Interconnection". n) "Exhibit D Interconnection" means the Interconnection depicted in Exhibit "D" and also known as "Anaheim Interconnection No. 18" and "Londerry Interconnection". o) "Exhibit E Interconnection" means the Interconnection depicted in Exhibit "E" and also known as "Anaheim Interconnection No. 20" and "Sky Gate Interconnection". p) "Force Majeure" means any occurrence that, in whole or in part, delays a Party's performance under this Agreement or causes a Party to be unable to perform its obligations, and is not within the control of that Party, including an act of God, flood, drought, earthquake, storm, fire, pestilence, lightning and other natural catastrophes, epidemic, war, riot, civil disturbance or disobedience, terrorism, sabotage, strike or labor dispute. q) "General Manager" means the Anaheim Public Utilities General Manger. r) "Interconriection" or "Interconnections" mean an assembly or assemblies consisting of pipes, valves, and meter(s) connecting two adjacent water systems to facilitate water delivery between the Anaheim Water System and Orange Water System, as indicated and depicted in the Exhibits. s) "Operating Representative" or "Operating Representatives" mean the person or persons that each Party designates in writing to act as their Operating Representative. The Operative Representatives are only authorized to perform those functions expressly set forth in this Agreement. t) "Point of Delivery" or "Points of Delivery" mean the point or points at which water from one Water System enters the other Water System as indicated and depicted in the Exhibits. u) "True-up Amount Deliveries" mean those water deliveries which are made by an Excess Water Recipient to an Excess Water Supplier during a True-up Period (as defined below) to fulfill the True-up Amount (as defined below). v) "Water System" means the infrastructure needed to provide and deliver water to customers within a Party's service area including,but not limited to, transmission and distribution mains. 3 2. TERM The term of this Agreement shall be Twenty-Five (25) years commencing upon the Effecrive Date of this Agreement, unless otherwise terminated in accordance with the provisions of this Agreement("Term"). 3. INTERCONNECTIONS a) Ownershin. Each Party's ownership of the Interconnections is indicated in Exhibits. b) Meter. The Parties shall install meters, if not already installed, at the Interconnections, where indicated in the Exhibits, capable of ineasuring water through the Interconnections. The number of ineters and measurement capabilities (i.e., whether a meter is capable of ineasuring flow in one or two directions) are indicated in the Exhibits, and if not so indicated or otherwise modified at a later date, the Parties may indicate the foregoing in a separate mutually agreeable document. Such installation and maintenance shall be performed in accordance with Applicable Law and the Parties shall share equally in any meter operation and maintenance costs, unless expressly stated herein or in the Exhibits. c) Interconnection Operation and Maintenance Outside of the Common Facilities. Each Party shall be fully responsible for the inspection, operation,maintenance, and associated cost and expense of their portion of the Interconnections to the extent of their ownership interest indicated in the Exhibits. The Operating Representatives shall jointly prepare and adopt schedule procedures for the operation and maintenance of the Interconnections. These scheduling procedures shall contain (i) contact information; and (ii) scheduling and communication protocols. This subsection (c) does not apply to the Common Facilities. d) Common Facilities Where One Party is Fullv Responsible for Operation and Maintenance. Anaheim shall be fully responsible for the inspection, operation, maintenance, and associated cost and expense of the Common Facilities of the Exhibit D Interconnection, and Orange shall be fully responsible for the inspection, operation, maintenance, and associated cost and expense of the Common Facilities of the Exhibit B Interconnection. The Operating Representatives shall jointly prepare and adopt schedule procedures for the operation and maintenance of the foregoing Common Facilities. The inspection, operation, and maintenance of these Common Facilities may include, but not be limited to, any of the following: (i) inspection; (ii) opening and closing of valves; (iii) maintenance, repair and replacement of valves, meters, pipes, or other equipment or materials and (iv)flushing of pipes for water quality purposes. e) Oneratin Procedures for the Jointly Maintained Common Facilities. For the Common Facilities of the Exhibit E Interconnection ("Jointly Maintained Common Facilities"), the Parties shall equally be responsible for the inspection, operation, maintenance, and associated cost and expense of the Jointly Maintained Common Facilities. The Operating Representatives shall jointly prepare and adopt operating procedures for the Jointly Maintained Common Facilities ("Operating Procedures"). These Operating Procedures shall 4 contain procedures, practices and protocols for the inspection, operation, and maintenance of the Jointly Maintained Common Facilities. These Operating Procedures shall be consistent with Applicable Law and this Agreement; furthermore, these Operating Procedures shall not amend, or have the force of amending,the terms of this Agreement. fl Jointiv Maintained Common Facilitv Operation and Maintenance. The Operating Representatives shall jointly designate in the Operating Procedures, or in a separate writing, which Party will perform the inspection, operation, and maintenance of a Jointly Maintained Common Facility and initially incur the labor and material costs. The inspection, operation, and maintenance of a Jointly Maintained Common Facility may include, but not be limited to, any of the following: (i) inspection; (ii) opening and closing of valves; (iii) maintenance, repair and replacement of valves, meters, pipes, or other equipment or materials and (iv) flushing of pipes for water quality purposes. To the extent possible, the inspection, operation, and maintenance work for the Jointly Maintained Common Facilities shall be equally distributed between the Parties. Prior to the performance of the any such work, the Operating Representatives shall jointly agree on a cost estimate for the labor and materials. For recurring inspection and maintenance work, the Operating Representatives may agree in advance to a cost estimate for such work. Every twelve (12) months, the Operating Representatives shall jointly calculate and determine the total costs of the inspection, operation, and maintenance of the Jointly Maintained Common Facilities for the preceding twelve-month period. These total costs shall be equally shared between the Parties and, in the event one Party has incurred more than its equal share in a given twelve-month period, that Party shall invoice the other Party within thirty(30) Days of the total cost determination of the Operative Representatives and such invoice shall be paid within thirty(30) Days of receipt of the invoice. 4. WATER EXCHANGE a) Pre-agreement Water Deliveries. The Parties have exchanged water over the years through some or all of the Interconnections. As of August 1, 2019, the Parties agree that Anaheim has supplied Orange more water through some or all of the Interconnection in an amount equal to 6.5 Acre Feet ("Pre-Agreement Excess Water Deliveries"). Upon the Effective Date, the Parties will continue their water deliveries, without interruption, to the Points of Delivery, including, that serving the Ardmore Tract; however, such Interconnection water exchanges shall thereafter be governed by the provisions below, except as expressly stated otherwise in this Ageement. In the case of the Ardmore Tract, Orange shall deliver water to Anaheim at the Point of Delivery for the Ardmore Interconnection in an amount as needed by Anaheim to serve the Ardmore Tract. b) Water Sup l Requests. If a Party requires water on a temporary basis in order to protect or restore water service to its customers, that Party ("Requester") may submit to the other Party ("Requestee") a written or electronic mail request ("Water Supply Request") for water setting forth (i) the reason for the request; (ii) the estimated amount of water needed; (iii) Point of Delivery for the water delivery; and (iv) the commencement date for water deliveries and projected end date. T'he commencement date which is included in the Water Supply Request may include periods prior to the Requestee's approval. The Requestee shall review the request and respond to Requester within Thirty (30) Business Days of the 5 request, except in the case of Emergency Situations. The Requestee shall supply the requested water in accordance with the Water Supply Request, with any revisions acceptable to Requester in writing, if the Requestee determines, in their sole discretion, (i) the water is available for the requested time period; (ii) compliance with the Water Supply Request will not have an adverse economic impact; and (iii) compliance with the Water Supply Request will not result in the impairment of or jeopardize the supplying Party's system, its customers, or its commitment to third parties. Notwithstanding the foregoing, Anaheim shall not be required to submit a Water Supply Request for the Ardmore Interconnection. c) Emer encv Suppl quest. If a Party requires water in order to protect or restore water service to its customers in an Emergency Situation, that Party ("Emergency Requester") may submit to the other Party ("Emergency Requestee") by electroriic mail or telephone notice ("Emergency Supply Request") to the email addresses or numbers in Section 11 herein a request for water setting forth (i) the reason for the request; (ii) the estimated amount of water needed; (c) Point of Delivery for the water delivery; and (iii) the commencement date for water deliveries and projected end date, if known. The Emergency Requestee shall immediately review the request and respond to the Emergency Requester unless Emergency Requestee is unable to respond to the Emergency Situation. The Emergency Requestee shall supply the requested water in accordance with the Emergency Supply Request, with any revisions acceptable to Emergency Requester in writing, if the Emergency Requestee is not prevented from doing so by the Emergency Request and determines, in their sole discretion, (i) the water is available for the requested time period; (ii) compliance with the Emergency Supply Request will not have an adverse economic impact; and (iii) compliance with the Emergency Supply Request will not result in the impairment of or jeopardize the supplying Party's system, its customers, or its commitment to third parties. Any water deliveries which occur on account of an Emergency Supply Request shall not extend beyond thirty (30) Days unless the Parties mutually agree in writing to extend the deliveries. d) Meter Readin. If applicable, the Parties shall take and record readings of the meters on Interconnections on a monthly basis ("Monthly Meter Reading")to determine the volume of water deliveries and report the readings to each other for review and approval by the respective Operating Representatives. For periods between January 1, 2019 and the Effective Date, the Parties have taken and recorded readings of the meters on Interconnections on a monthly basis ("Interim Monthly Meter Readings") to determine the volume of water deliveries. The Interim Monthly Meter Readings shall be reviewed and approved by the respective Operating Representatives. e) Cumulative Readings and Water Exchange True-u. At the end of every twelve-month period during the Term, the Parties will compare the Monthly Meter Readings for that period. If water was transferred between the Parties during this period, the Parties will determine whether one Party supplied more water than the other Party, excluding from that determination any water delivered as a True-up Amount Delivery by an Excess Water Recipient. For the first twelve-month period, the Parties shall also include Pre- Agreement Excess Water Deliveries and the Interim Monthly Meter Readings to determine whether one Party supplied more water than the other Party. In the event one Party supplied more water than the other Party, the Excess Water Recipient shall deliver to the Excess Water 6 Supplier, within twelve (12) months from the end of the applicable twelve-month period True-up Period"), a quantity of water equal to the difference between the amount of water supplied by the Excess Water Supplier and Excess Water Recipient ("True-up Amount"). During the True-up Period, the Excess Water Recipient shall notify in writing the Excess Water Supplier in advance of any water deliveries which are intended to fulfill the True- Amount.obligation. This notice shall include the time of the delivery and the amount which shall later be confirmed in a Monthly Meter Reading. fl Additional Financial True-uu. If an Excess Water Recipient fails to deliver to the Excess Water Supplier the True-up Amount during the applicable True-up Period, the Excess Water Supplier shall send an invoice ("Deficiency Invoice") to the Excess Water Recipient which sets forth the amount of the water deficiency and amount owed. The invoice shall be addressed and delivered in accordance with Section 1 l. The amount of the Deficiency Invoice shall be calculated by taking the difference between the True-up Amount and the True-up Amount Deliveries and multiplying that difference by the Tier 1 - Full Service Treated Volumetric Cost ($/AF) rate of the Metropolitan Water District of Southern California ("MWD") or successor rate in effect on the last Day of the applicable True-up Period. In the event the MWD Tier 1 - Full Service Treated Volumetric Cost ($/AF) or successor rate does not exist any time after the Effective Date, the Parties will mutually agree in writing to an equivalent MWD rate. The amount of the Deficiency Invoice shall be paid within sixty(60) Days of the Excess Water Recipient's receipt of the invoice. Notwithstanding the foregoing, in lieu of financial compensation or in combination therewith, if the Excess Water Supplier is an Excess Water Recipient in the immediately following twelve-month period, the Excess Water Supplier may offset its water deficiencies for that immediately following twelve-month period, in whole or in part, by the difference between the True-up Amount and the True-up Amount Deliveries. g) Final True-un. If the Agreement terminates or expires, the Parties will compare the Monthly Meter Readings from the last True-Period to the last Day of the Term Final Water Delivery Period"). If water was transferred between the Parties during the Final Water Delivery Period, the Parties will determine whether one Party supplied more water than the other Party, excluding from that determination any water delivered as a True-up Amount by an Excess Water Recipient. In the event the Parties so determine, the Excess Water Supplier shall send an invoice ("Final Deficiency Invoice") to the Excess Water Recipient which sets forth the amount of the deficiency ("Final Water Deficiency Amount") and the amount owed. The invoice shall be addressed and delivered in accordance with Section 11. The amount of the Final Deficiency Invoice shall be calculated by multiplying the Final Water Deficiency Amount by the MWD Tier 1 - Full Service Treated Volumetric Cost ($/AF) rate or successor rate in effect on the last Day of the applicable True-up Period. In the event the MWD Tier 1 - Full Service Treated Volumetric Cost ($/AF) or successor rate does not exists any time after the Effective Date, the Parties will mutually agree in writing to an equivalent MWD rate. The amount of the Deficiency Invoice shall be paid within sixty (60) Days of the Excess Water Recipient's receipt of the invoice. This section shall survive the termination or expiration of this Agreement. h) Disnute. In the event a portion of any invoice is disputed due to incorrect delivery volume, the Parties agree that the entire invoice, including the disputed 7 amount shall be paid when due. Within thirty (30) Days of the payment of the invoice, the Parties shall informally meet and confer to resolve the payment dispute prior to invoking Section 6. If the Parties resolve the payment dispute and determine that the Excess Water Recipient was overcharged, the amount of overpayment shall be refunded within thirty (30) Days of the deternunation with interest accrued at the rate of one percent (1%) per month, computed from the date of payment to the date of refund. i) Water Oualitx. For any water deliveries covered by this Agreement, the Parties shall only supply each other potable water which meets or exceeds the water quality standards of Applicable Law. 5. AUDIT Either Party may request an audit of the other Party's records related to invoices prepared pursuant to this Agreement and to designate a representative(s) to examine any cost, payment, claim or any other records or procedures related to this Agreement. Any such audit(s) would be done at reasonable times with the full cooperation of the other Party. The Party, who requests the audit, shall be solely responsible for the costs of the audit. The right to audit shall be extended to three (3) years beyond the Term, or longer if required by law. The Parties agree to retain all necessary records/documentation for the entire length of this audit period. Any required adjustments and/or payments resulting from the audit will be made within thirty (30) Days of written notification to the responsible Party. This section shall survive the termination or expiration of this Agreement. 6. DISPUTE RESOLUTION. The Parties agree to make a diligent, good-faith attempt to resolve any claim, controversy or dispute arising out of this Agreement("Disputes"). Authorized representative shall be selected by each party to resolve Disputes. If the authorized representatives of the Parties are unable to resolve a Dispute arising within thirty (30) Days after notice from one Party to the other, such Dispute will be submitted promptly to the senior executive officers of the Parties, who will meet, in person or by telephone, not later than ten (10) Days after the date such Dispute was submitted to them. In the event that the officers cannot resolve the Dispute within ten (10) Business Days after the matter is submitted to them, the Parties shall promptly submit the Dispute to mediation. Each Party shall bear its own costs of inediation. If inediation does not result in settlement within forty-five (45) Business Days after the matter is submitted to mediation, either Party may file legal action for a court determination of the Dispute. 7. ADMINISTRATION. a) General Mana er. Except as expressly provided in this Agreement, the General Manager is authorized on behalf of Anaheim to: (a) terminate this Agreement, (b) issue written notices, invoices, and other documents, and (c) approve, reject, consent, deny, elect or other make determinations when Anaheim is authorized to take such actions under this Agreement including issuing, approving, or denying Water Supply Requests or Emergency Supply Requests. The General Manager may designate any Anaheim staff 8 member or members to perform any of the foregoing, except for termination of this Agreement. The General Manager is not authorized to amend the terms of this Agreement. b) Citv Mana er. Except as expressly provided in this Agreement, the City Manager is authorized on behalf of Orange to: (a) amend or terminate tlus Agreement, (b) issue written notices, invoices, and other documents, and (c) approve, reject, consent, deny, elect or other make deternunations when Orange is authorized to take such actions under this Agreement including issuing, approving, or denying Water Supply Requests or Emergency Supply Requests. c) Operating Representative. Each Party shall have an Operating Representative and an Alternate Operating Representative which they shall designate and, at the r discretion, change at any time with written notice to the other Party. Each Operating Representative shall jointly and in cooperation with the other Operating Representative (i) establish operating procedures for the Common Facilities and scheduling procedures for the Interconnections; (ii) coordinate the inspection, operation, and maintenance of the Common Faculties; (iii) perform, or cause the performance of, the inspection, operation, and maintenance of the Common Faculties; (iv) track time and costs associated with the inspection, operation and maintenance of the Jointly Maintained Common Facilities and invoice the other Party, as needed; (v) establish a schedule for annual inspection of the Interconnections and participate in annual inspections; and (vi) perform such other actions expressly set forth in this Agreement. 8. TERMINATION Either Party may terminate this Agreement with at least three(3) years written notice to the other Party. 9. INDEMNIFICATION a) Anaheim hereto agrees to indemnify, defend and hold harmless Orange, its officials, officers, employees, agents, and representatives from and against any and all claims, demands and actions arising from its performance of this Agreement, except those claims, demands and actions resulting from the sole negligence or willful misconduct of the Orange. b) Orange hereto agrees to indemnify, defend and hold harmless Anaheim, its officials, officers, employees, agents, and representatives from and against any and all claims, demands and actions arising from its performance of this Agreement, except those claims, demands and actions resulting from the sole negligence or willful misconduct of the Anaheim. 10. SUCCESSORS AND ASSIGNS This Agreement is binding on and shall inure to the benefit of the Parties and their respective heirs, successors (including, successor owners),permitted assigns and representatives. 9 11. NOTICES Any and all notices required by this Agreement will be in writing, addressed as provided below or to such other addresses as the Parties may respectively designate by written notice to the other. Notice will be sufficient if given by U.S. first class mail and facsimile or by overnight courier. When mailed by U.S. first class mail with postage pre-paid, notice will be deemed delivered three (3) Business Days after deposit in the U.S. mail. When delivered by overnight delivery by a nationally recognized overnight courier, notice will be deemed delivered one Business Day after deposit with that courier. When delivered by facsimile,notice will be deemed delivered on the Business Day delivered, if confirmed. If to ANAHEIM:ANAHEIM Secretary/City Clerk City of Anaheim 200 S. Anaheim Boulevard, 2nd Floor Anaheim, California 92805 FAX No. (714) 765-4105 With copies to: Public Utilities General Manager City of Anaheim 201 S. Anaheim Blvd., Suite 1101 Anaheim, CA 92805 FAX No. (714) 765-4138 Water Engineering City of Anaheim 201 S. Anaheim Blvd., Suite 601 Anaheim, CA 92805 If to ORANGE: Public Works Director City of Orange 300 E. Chapman Ave. Orange, CA 92866 Faa No. (714) 744-5573 With copies to: Water Manager City of Orange 189 S. Water Street Orange, CA 92866 Fax No. (714) 744-2973 Any Party,by written notice to the other Party,may designate different or additional person(s) or different addresses. 10 For Water Supply Request/Emergency Supply Request only: If to ANAHEIM: Telephone: 714-765-4650 Email: WaterOperations@anaheim.net If to ORANGE Telephone: 714-538-1961 Email: Plantop@cityoforange.org Any Party, by written notice to the other Party, may designate different or additional person(s), telephone numbers or email addresses. 12. FORCE MAJEURE If a Party, because of Force Majeure, is rendered wholly or partly unable to perform its obligations when due under this Agreement, that Party (the "Claiming Party"), will be excused from whatever performance is affected by the Force Majeure to the extent so affected, provided, the Claiming Party must, within fourteen (14) Days after the initial occurrence of the claimed Force Majeure, give the other Party written notice describing the particulars of the occurrence. The suspension of the Claiming Party's performance due to Force Majeure will be of no greater scope and of no longer duration than is required by the Force Majeure. When the Claiming Party is able to resume performance of its obligations under this Agreement, the Claiming Party shall give the other Party prompt written notice to that effect. Either Party may terminate this Agreement on written notice, which will be effective five (5) Business Days after such Notice is provided, if an event of Force Majeure extends for more than three hundred sixty-five (365) cumulative Days. 13. WAIVER A waiver by either Party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein,whether of the same or a different character. 14. INTEGRATED CONTRACT This Agreement and the Exhibits hereto contain the entire agreement of the.Parties with respect to the matters covered hereby, and no agreement, statement or promise made by either any Party which is not contained herein, shall be valid or binding. No prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. 15. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Exhibits, or any other attachments attached hereto, the terms of this Agreement shall govern. 11 16. INTERPRETATION Each Party acknowledges that it has had the benefit of advice of competent legal counsel with respect to its decision to enter this Agreement. The provisions of this Agreement shall be interpreted to give effect to their fair meaning and shall be construed as prepared by both Parties. 17. REPRESENTATION Each of the Parties expressly acknowledges and represents that it has been represented by counsel in the negotiations culminating in this Agreement, and that it has read this Agreement, reviewed the same with counsel, and fully understands the meaning and effect of each and every provision of this Agreement. 18. AMENDMENTS This Agreement may be modified or amended only by a written document executed by all of the Parties. 19. SEVERABILITY If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of its terms and provisions to persons and circumstances other than those to which it has been held invalid or unenforceable shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 20. REMEDIES CUMULATIVE The remedies given to the Parities herein shall be cumulative and are given without impairing any other rights given the Parties by statute or law now existing or hereafter enacted and tlie exercise on any one (1) remedy by any Party shall not exclude the exercise of any other remedy. 21. NO TI3IRD PARTY BENEFICIARIES The Parties intend that neither rights nor remedies be granted to any third party as a beneficiary of this Agreement or of any covenant, duty, obligation or undertaking established herein. 22. CONTROLLING LAW AND VENUE The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 12 23. AUTHORITY Each individual executing this Agreement, on behalf of a corporation, nonprofit corporation, partnership or other entity or organization, represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of such entity or organization and that this Agreement is binding upon the same in accordance with its terms. SIGNATURES ON FOLLOWING PAGE] 13 i i IN WIT'NESS WHEREOF, the PaRies hereto have caused this Agreement to be executed Ionthedateshereinafterrespectivelyse[ fodh. CITY OF ORANGE, a municipal CITY OF ANAHEIM a municipal corporation corporation I By: By:j Ricl to,City Manager Dukku Lee, Public Utilities General Manager Date: /2 .r Date: Z0/7.17. ATTES . APPROVED AS TO FORM: B • BY.Theresa Bas , City Clerk Mary Binn ig, Senior Ass' ta t Ciry APPROVED AS TO FORM: Attomey ROBERT FABELA, CIT'P T ORNEY By. Daniel A. Ballin, Deputy City Attomey I i I 14 i CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION 1/ s-___ N`f Pl E NOH(RqNCN RD. I Cf o/ nahetmact , ga y MAN CITY F AN HEIMJ TANK CITY OF ANAHEIM/ CITY OF ORANGE CITY OF ORANGE INTERCONNECTION TANK SEE DETAIL BELOW VICINITY MAP LOCATION MAPN.T.S N.T.S 12" CIP I I 14" DIP II P/I II 12" DIP I I 10" I STEEL PIPE 4 I I 2 3 CITI' OF ANAHEIM CITY OF ORANGE 75 MG TANK 1.0 MG TANK I 5 3• 2 POINT OF DELIVERY I I 4 5 CITY OF ORANGE CITY OF ANAHEIM OWNERSHIP OWNERSHIP SYMBOL ITEMS INTERCONNECTION ELEVATION = 718+/-lO 4" BRASS NST THREADED CAP CITY OF ANAHEIM HGL = 735 O2 4"x4" BRASS NST THREADED NIPPLE CITY OF ORANGE HGL = 736 O3 4" BRASS FIANGE x NST REFERENCE DRAWING O4 10"x4" DI LONG ECCENTRIC REDUCER CITY OF ANAHEIM PLAN N0. W-3161 CITY OF ORANGE PLAN N0. W-478 O5 10" CL 150 RW GATE VALVE W/ HANDWHEEL NOTE: REQUIRES INSTALLATION OF 4" TEMP.ORARY HOSE AND MEfER TO OPERATE. INTERCONNECTION DETAIL N.T.S EXHIBIT A CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION AMAHEIM INTERCONNECTION NO.9/RESERVOIR 3 INTERCONNECTION) y y pJfN x t----N GN r,r o r Z CITY O HEIM/ E. N HL RANC K CITY OF QANGE A INTERCO N CTION I `E. NOHI RANCH RD. B IP I o City of Oran 6" CIP Q s City of Anaheim) CITY OF ANAHEIM 6" CIP 3 f CITY OF ORANG City of Orange)INTERCONNECTI SEE DETAIL BELO VICINITY MAP LOCATION MAPN.T.S N.T.S CITY OF ANAHEIM COMMON FACILIN CITY OF ORANGE OWNERSHIP OWNERSHIP POINT OF DELIVERY 2 5 5 O o 6" CIP 4 2 6 2 7 4 2 4 6" CIP (CITY OF ORANGE OWNERSHIP) INTERCONNECTION VAULT PROPOSED IMPROVEMENTS) SYMBOL ITEMS lO 6" MJ SOLID SLEEVE O2 6" DI SPOOL INTERCONNECTION ELEVATION = 470+/— O 6 GATE VALVE (FLG x FLG) CIN OF ANAHEIM HGL = 625 CITY OF ORANGE HGL = 600 5 6" MJ x FLG ADAPTER 6 6" 2—WAY FLOW METER REFERENCE DRAWING (EXISTING FACILITY CIN OF ANAHEIM PLAN N0. W-1687 O7 2" BLOW—OFF CITY OF ORANGE PLAN N0. W-649 INTERCONNECTION DETAIL N.T.S ExHiBir s CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION ANAHEIM INTERCONNECTION NO. 16/NOHL RANCH INTERCONNECTION) p a° '' 1 ovy` ao`' a y• y` N oe', p o o e a e pc 9 e F, o p<` 0e c 0 1 to P \ o IM/ fj11e P• I ORAT}GE CITY OF ANA EIMIl _ R O 1NECTION CIIY OF 0 AN E s I I (-`L-'' INTERCONN N VICINITY MAP SEE DETAIL BELOW N.T.s LOCATION MAP N.T.S G O p, LVE 1 4 169 of A heim NORM L CLOSE o ATER ERVED P BY Ci of rang y° 0 % ALVE 7/1 City Anala m) re . o Q to 9g i 4" PIP (City of An heim) G; 'ot 4, y 2" MET R ( ity of ra e)—P01, T F IVER t 8" P'IPE ( ity INTERCONNECTION ELEVATION = 693+/— CITY OF ANAHEIM HGL = 750 CITY OF ORANGE HGL = 900 INTERCONNECTION DETAIL N.T.S EXHIBIT C CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION ARDMORE INTERCONNECTION ANAHEIM INTERCONNECTION NO. 17/MANDEVILLE INTERCONNECTION) CIN/QF ANAkIE-I CITX-OF OR E s INTEi CONNEC I A' daVe' N S der p``o qe Ci/y o 4 o o O y f 1 40p o Q ae j--.-C CIN OF ANAHEIM/ CITY OF ORANGE VICINITY MAP INTERCONNECTION N.T.S SEE DETAIL BELOW LOCATION MAP N.T.S CITY OF ORANGE COMMON FACILITY CITY OF ANAHEIM OWNERSHIP OWNERSHIP VENTILATION PIPING INTERCONNECTION VAULT 2 12' DIP 1 2 8 6 g O 6 7 10 3 4 12" DIP 12' PLUG VALVE POINT OF DELIVERY 4 5 4" BLOW-OFF PIPING SYMBOL ITEMS SYMBOL ITEMS lO 12" DI ADAPTER (MJ x FLG) O8 8" CLA-VAL PRESSURE REDUCING VALVE, 2O 12" x 8" DI REDUCER ANGLE PATTERN O9 8" 2-WAY FLOW MEfER 3 4" GATE VALVE 10 8" 90' BEND (FLG x MJ), 8" DI SPOOL 4 4" DIP PE x FLG), AND 8" 90' BEND (FLG x FLG 5 4" BLOW OFF CONNECTION O 8" GATE VALVE INTERCONNECTION ELEVATION = 760+/- 7 8" 90' BENDS (FLG x FLG) AND 4" DIP CITY OF ANAHEIM HGL = 900 CIN OF ORANGE HGL = 900 REFERENCE DRAWING CI1Y OF ANAHEIM PLAN N0. W-3093 INTERCONNECTION DETAIL N.T.S EXHIBIT D CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION ANAHEIM INTERCONNECTION NO. 18/LONDERRY INTERCONNECTION) n If J.:- ./ olA I pbo\c y o o ohelT \ -- o,X,wwjck Cit/ f Ana eim) p d . \O Dy \\ \\\\ \` ` // wy- C,.- N CITY OF ANAHEIM/ y, ,CIN OF ORANGE yo, B s• i 1 INTERCONNECTION \ ,_j <. o 'a/ SEE DETAIL BELOW 1 Pv S G B o yy----.. CITY OF ANAHEIM/ \ r S 9 o CITY OF ORANGE INTERCONNECTION fy 8" (City of Orange). \a • i,' o\ a VICINITY MAP LOCATION MAP N.T.S N.T.S CIN OF ORANGE COMMON FACILITY CITY OF ANAHEIM OWNERSHIP OWNERSHIP ORANGE OWNERSHIP POINT OF DELIVERY INTERCONNECTION VAULT 34 ORANGE 4 0 2 5 4 5 1 4 5 2 1 0 5 ANAHEIM 5 3 5 6" DIP 6" DIP CITY oF U POINT OF DELIVERY ANAHEIM CITY OF ORANGE ANAHEIM OWNERSHIP SYMBOL ITEMS 1 6" DI SPOOL INTERCONNECTION ELEVATION = 885+/— 2 6" GATE VALVE CITY OF ANAHEIM HGL = 1120 CITY OF ORANGE HGL = 1100 O3 6" TURBINE METER O4 6" CLA—VAL PRESSURE REDUCING VALVE REFERENCE DRAWING CITY OF ANAHEIM PLAN N0. W-2957 O5 6" VICTAULIC COUPLING INTERCONNECTION DETAIL N.T.S EXHIBIT E CITY OF ANAHEIM/CITY OF ORANGE INTERCONNECTION ANAHEIM INTERCONNECTION NO.20/SKY GATE INTERCONNECTION)