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WEST ORANGE COUNTY WATER BOARD
SERVICE CONNECTION BILLING AGREEMENT
OC-9 AND OC-35
THIS AGREEMENT is made this 1°0'h day of Qecerniere , 1995, among
MUNICIPAL WATER DISTRICT OF ORANGE COUNTY ("MWDOC"), WEST
ORANGE COUNTY WATER BOARD ("WOCWB") , and the CITIES OF GARDEN
GROVE, SEAL BEACH, WESTMINSTER AND HUNTINGTON BEACH (individually,
"City" and collectively, "Cities").
RECITALS
WHEREAS, WOCWB currently takes delivery of water through two service
connections to the West Orange County Feeder of Metropolitan Water District of Southern
California ("Metropolitan") designated as OC-9 and OC-35 (the "Connections"), under
service connection agreements with MWDOC; and
WHEREAS, MWDOC currently invoices WOCWB for the water delivered through
OC-9 and OC-35, which WOCWB in turn delivers to its member agencies, namely, the
Cities; and
WHEREAS, WOCWB and the Cities have requested that MWDOC invoice each City
directly for water delivered through the Connections, in accordance with the meter readings
taken by WOCWB at each City's meter.
NOW, THEREFORE, in consideration of the mutual covenants of the parties, it is
hereby agreed as follows:
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1. DELIVERY OF WATER.
MWDOC will deliver from the Connections to WOCWB for delivery to the Cities as
MWDOC receives said water from Metropolitan such quantities of water and at such times as
WOCWB may request subject to the capacity of each Connection and subject to the policies
of Metropolitan and this Agreement. It is recognized that water through these Connections is
available to MWDOC only from Metropolitan and MWDOC's obligations hereunder are
subject to the ability of MWDOC to purchase such water from Metropolitan.
2. TITLE.
Delivery of said water to WOCWB and Cities shall occur as the water is discharged
from said Connections and, thereafter, such water shall be the property of WOCWB which
shall be solely responsible for it, subject to WOCWB's arrangements with the Cities.
3. PAYMENT FOR WATER.
Subject to the provisions of this Agreement, Cities will be responsible for payment to
MWDOC for all quantities of water delivered hereunder subject to the price, rates,
classification and conditions which MWDOC establishes from time to time for such water
according to the use to be made of such water. All deliveries at the Connections will be
metered by Metropolitan.
MWDOC will provide to WOCWB copies of the monthly Metropolitan invoice for the
water metered through the Connections. WOCWB will calculate and submit to MWDOC a
schedule showing the quantities of water to be billed to each of the Cities for the previous
monthly period. WOCWB shall be responsible for ensuring that the sum of the quantities of
water shown on the schedule submitted by WOCWB to each of the Cities shall equal the
amount shown on the Metropolitan invoice. MWDOC will directly invoice the Cities of
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Garden Grove, Huntington Beach, Seal Beach and Westminster individually, and each City
agrees to pay when due the monthly invoices for water usage by that City. Such invoices
will be due and payable within the time and according to the conditions established by
MWDOC from time to time. The parties agree that this Agreement is subject to the
applicable provisions of MWDOC's Ordinance No. 41 and MWDOC's Resolution
establishing water rates as amended from time to time.
In the event all or any portion of the charges for water delivered through the
Connections are delinquent MWDOC shall have the right to demand that WOCWB terminate
all water deliveries through those connections serving the City or Cities for which payment is
delinquent and WOCWB shall not restore deliveries until MWDOC confirms that all
delinquent payments, including such additional charges if any that are assessed pursuant to
the requirements of MWDOC's Ordinance No. 41, Section 6.2, are paid. In the event all or
any portion of charges delivered through the Connections are delinquent and WOCWB fails
or refuses to terminate water deliveries upon demand by MWDOC, MWDOC may terminate
this Agreement and exercise any and all remedies it has under its existing connection
agreements with WOCWB relative to the Connections ("Connection Agreements") and all
subsequent water deliveries will be billed pursuant to said Connection Agreements.
In the event of a dispute concerning any amount invoiced by MWDOC to the Cities,
each City agrees to pay the full amount of the disputed invoice when due and shall promptly
notify MWDOC and WOCWB of the disputed amount. Disputes shall be resolved in
accordance with Section 5 herein.
4. EQUIPMENT AND RIGHT-OF-WAY.
WOCWB agrees to install and maintain such flow control device or devices in
1638051nal 3
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connection with the Connections as required by Metropolitan and MWDOC. WOCWB and
Cities will furnish, operate and maintain their own lines for the distribution of any water
received from Metropolitan and MWDOC shall not be under any duty relative to WOCWB's
and the Cities' operations and maintenance of their distribution lines for water received from
Metropolitan as set forth in this Agreement nor shall MWDOC and Metropolitan be obligated
therefor in any way.
5. AMOUNT OF WATER DELIVERED.
If any question arises as to the amount of water delivered to WOCWB through the
Connections, then the WOCWB and MWDOC agree to meet and confer within a reasonable
time thereafter for the purpose of resolving such question, however, the decision of the
General Manager of MWDOC shall be final in determining the amount of water delivered to
WOCWB. If any question arises as to the apportionment of water usage between the Cities
served pursuant to this Agreement, then the question shall be resolved by WOCWB. Any
reapportionment of water usage and payments by the Cities shall be the responsibility of
WOCWB. The Cities each agree that they will look to WOCWB and not to MWDOC for
reimbursement of overcharges due to misapportionment of water use and the Cities shall pay
WOCWB for any underpayment due to misapportionment. In the event it is determined that
there have been any overcharges due to an error in reading the quantity of water delivered
through the Connections, then the Cities shall be entitled to look to MWDOC for
reimbursement.
6. RESPONSIBILITY FOR FACILITIES.
MWDOC is not the owner of any meter, vaults, facilities and equipment, nor is it
responsible in any way for any vaults, meter, facilities and equipment used in serving
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WOCWB or the Cities.
7. METROPOLITAN CONDITIONS.
WOCWB and Cities accept and agree to comply with each and all of the terms,
conditions and regulations of Metropolitan affecting water service as from time to time
amended.
8. WATER RATES.
MWDOC presently charges a water rate in excess of the price charged for water by
Metropolitan. If, in the opinion of MWDOC, it should become necessary to MWDOC to
include additional charges in the rates applicable to consumers in MWDOC's service area in
connection with the furnishing of any water, WOCWB and Cities shall promptly pay to
MWDOC all such charges assessed based on the method of determining the amount of said
charges as adopted by MWDOC.
Notwithstanding anything otherwise in this Agreement to the contrary, in the event
that MWDOC incurs expense with respect to the operation and maintenance of the
Connections WOCWB shall reimburse such expenses on presentation by MWDOC to
WOCWB of bills and appropriate documentation therefor.
9. REPAIRS.
The parties recognize that pursuant to the current policies of the Metropolitan
Agreement and the Metropolitan Water District Administrative Code, Metropolitan is
responsible for any subsequent maintenance, alteration, reconstruction or relocation of the
Connections, except such subsequent alteration, reconstruction or relocation of the
Connections not necessitated or required by Metropolitan which are requested by WOCWB
or MWDOC, which changes shall be handled as a new service connection.
16380mnv 5
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Although Metropolitan does not currently charge a connection fee on connections to
Metropolitan facilities, there is currently under consideration at Metropolitan the imposition
of a monthly connection maintenance fee on each connection to a Metropolitan facility which
fee would be based upon the size of the connection. If Metropolitan implements a monthly
connection maintenance fee or other charge applicable to the Connections, WOCWB and the
Cities understand and agree that such charges will be the responsibility of WOCWB and the
Cities in accordance with MWDOC policy for allocating such charges.
10. INDEMNITY.
Each City and WOCWB promises and agrees that they will, at all times, indemnify
and save harmless MWDOC and Metropolitan from and against all loss, cost, damage and
expense, including, but not limited to, reasonable engineers' and attorneys' fees, and from
and against any and all claims or demands on account of injury to persons or property, which
loss, cost, damage, expense, claims or demands may be incurred by MWDOC or
Metropolitan in any way growing out of a City's and/or WOCWB's operations, or a City's
or WOCWB's maintenance of that City's and/or WOCWB's facilities as set forth herein in
this Agreement , provided, however, that nothing herein shall require the Cities or WOCWB
to indemnify or save harmless MWDOC or Metropolitan from any loss, cost damage,
expense, claim or demand resulting from MWDOC's or Metropolitan's sole negligence or
where MWDOC or Metropolitan are liable without fault.
11. AUTHORITY.
The person executing this Agreement on behalf of each of the parties hereto
represents that he or she has been duly authorized by such party to execute this Agreement
and that this Agreement will be binding and enforceable against such party.
163eo�nv
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12. NOTICES.
Any notice, payment or instrument required or permitted by this Agreement to be
given to either party shall be deemed to have been received when personally delivered or
upon depositing the same in the United States Mail, registered, or certified, postage prepaid,
addressed to:
MWDOC: Municipal Water District of Orange County
P.O. Box 20895
Fountain Valley, CA 92728
WOCWB: West Orange County Water Board
1322 Bell Avenue, Suite 1-A
Tustin, CA 92680
CITIES: City of Garden Grove
11391 Acacia Parkway
Garden Grove, CA 92642
City of Huntington Beach
P.O. Box 190
Huntington Beach, CA 92648
City of Seal Beach
211 8 Street
Seal Beach, CA 90740
City of Westminster
8200 Westminster Boulevard
Westminster, CA 92683
13. SUCCESSORS AND ASSIGNS.
This Agreement shall be binding upon and inure to the benefit of the successors and
assigns of MWDOC, WOCWB and the Cities.
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14. WAIVER.
The failure or delay of any party to insist on compliance with any of the terms,
covenants or conditions of this Agreement by any other party, or to exercise any right or
remedy available herein, shall not be deemed a waiver of such terms, covenants or
conditions, nor shall any waiver or relinquishment of any right or power conferred by this
Agreement at any one time, or times, by a party be deemed or construed a waiver or
relinquishment of that right or power for all or any other times.
15. VALIDITY.
If any part of this Agreement is declared to be illegal or unenforceable or void for
any reason by a court of competent jurisdiction, the validity or enforceability of this
Agreement as a whole shall not be affected or impaired and the remainder and all other
provisions shall remain enforced to the fullest extent permitted by law.
16. EXECUTION AND COUNTERPARTS.
This Agreement may be executed in counterparts, each of which shall be deemed an
original.
17. APPLICABLE LAW.
The terms and provisions of this Agreement shall be construed in accordance with the
laws of the State of California.
18. HEADINGS.
The headings contained within this Agreement are for purposes of reference only and
shall not limit or define the meaning of the provisions hereof.
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19. ENTIRE AGREEMENT.
This Agreement is the entire agreement between the parties with respect to the subject
matter hereof and supersedes all prior and contemporaneous oral and written agreements and
discussions. This Agreement may be amended only by an agreement in writing.
20. TERMINATION.
This Agreement shall continue until terminated. This Agreement may be terminated
at any time by the mutual written consent of all parties hereto or by MWDOC pursuant to
Section 3 in the event that WOCWB fails to comply with a request to terminate service to a
City which is delinquent in payment of charges for water delivered through the Connections,
which termination shall be effective upon execution by all parties of a termination agreement
or ten (10) days after notice from MWDOC to all parties pursuant to Section 12. Upon
termination of this Agreement, subsequent water deliveries through the Connections will be
billed to WOCWB in accordance with the Connection Agreements previously executed
between MWDOC and WOCWB.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate as of the date and year first above written.
Approved as to form: MUNICIPAL WATER DISTRICT OF
ORANGE COUNTY
By: ' laPrer, )
anet Morn ' ngstar Its: General Manager
McCormic k, Kidman & Behrens
WEST ORANGE COUNTY WATER BOARD
By: ✓�vsri L aCJ
Its: President
'meow m 9
THE CITY OF GARDEN GROVE
By: gc te— ce/ ?ea
Its: Public Sery s Director
THE CITY OF HUNTINGTON BEACH
By:
Its:
THE CITY OF SEAL BEACH
By:
Its:
THE CITY OF WESTMINSTER
Bv:
Its:
I6330/ThiaI 10
• •
CITY OF HUNTINGTON BEACH THE CITY OF GARDEN GROVE
ATTEST:
.
By:
,z/, Iu:
City Clerk O 1
APPROVED AS TO FORM: THE CITY OF HUNTINGTON BEACH
City Attor,rtey - Huntington Beach (�
Its:
THE CITY OF SEAL BEACH
By:
Its:
THE CITY OF WESTMINSTER
By:
Its:
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• •
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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Date / Name and Title of•Ice e
121.- � ( o,'Jane Doe,Notary Public"or
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MAYBRICE L JOHNSON same in ttis/hcr/their authorized capacity(ies), and that by
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r is- WITNESS my hand and official seal.
MAYBRICE L JOHN50
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'� • ORANGE COUNTY �i. - - ,:,eti��ar. '
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0 1994 National Notary Association•8236 Hemet Ave..P.O.Box 7184•Canoga Park,CA 91309-7184 Prod.No.5907 Reorder:Cell Toll-Free 1-800.876-6827
THE CITY OF GARDEN GROVE
Bv:
Its:
THE CITY OF HUNTINGTON BEACH
By:
Its:
THE CITY OF SEAL BEACH
B
Its: Mayo
THE CITY OF WESTMINSTER
By:
Its:
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THE CITY OF GARDEN GROVE
By:
Its:
THE CITY OF HUNTINGTON BEACH
By:
Its:
THE CITY OF SEAL BEACH
By:
Its:
THE CITY OF WESTMINSTER
By: ti1/& V —IS
March 28, 1995 Its: Mayor
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