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08/14/2007 - Packet TIGARD WATER DISTRICT BOARD OF COMMISSIONERS SPECIAL MEETING Serving the Unincorporated Area Monday August 14, 2007 7:00 PM Tigard Water Building Auditorium 8777 SW Burnham Street Tigard, Oregon Questions? Please contact the City of Tigard at 503.639.4171 I.1111d1 •100*111 . I I IEMIINN TIGARD WATER DISTRICT BOARD of COMMISSIONERS SPECIAL MEETING Serving the Unincorporated Area Tigard Water Building Auditorium 8777 SW Burnham Street Tigard, Oregon AGENDA Tuesday, August 14, 2007, 7:00 p.m. 1. Call to Order 2. Public Comments 3. Consider engaging additional legal counsel 4. Staff Support-Transition Plan 5. Non Agenda Items 6. Recess Regular Meeting and Convene Executive Session 7. Reconvene Regular Meeting and Consider Matters From Executive Session, if any 8. Adjournment Executive Session: The Tigard WaterDistrict Board will go into Executive Session to discuss real property negotiations, exempt public records, and consultation with legal counsel on pending litigation wider ORS 192.660(2)(e), (i and(h). All discussions are confidential and those present may disclose nothing from the Session. Representatives of the news media are allowed to attend Executive Sessions, as provided by ORS 192.660(4), but must not disclose any information discussed No Executive Session may be held for the purpose of taking any final action or making any final decision. Executive Sessions are closed to the public. Questions? Please contact the City of Tigard at 503.639.4171 I IMILIMP I ■ Sign-in Sheet for Tigard Water District Special Meeting August 14, 2007 Name-Please Print Name-Please Print s .ead)clUL rY10 C _ 1 Tigard Water'District'Board Mambers 200.7 Name Address Phone Number ; posilrion F Term E'cp►iretion Julie Russell 12662 SW Terraview Drive (503) 603-9152 (home) #1 June 30, 2009 Tigard, OR 97224 (503) 312-9163 (cell) (2-yr. term) jarusse1159@comcast.net Bert Cornick 14640 SW 141st Avenue (503) 590-6402 (home) #2 June 30, 2009 Tigard, OR 97224 (503) 524-6872 (fax) (2-yr. term) bcornick@comcast.net (503) 495-5016 (work) (503) 869-2121 (cell) Ken Henschel 14530 SW 144m Avenue (503) 579-8375 (home) #3 June 30, 2011 Tigard, OR 97224 (4-yr. term) Ken.Henschel@comcast.net Kinton Fowler 16170 SW Hazeltine Lane (503) 524-6680 (home) # 4 June 30, 2011 Tigard, OR 97224 (4-yr. term) kintonfowler@verizon:net Charles Radley 15729 SW Colyer Way (503) 579-4686 (home) #5 June 30, 2011 Tigard, OR 97224 (503) 578-6358 (fax) (4-yr. term) cfrjlr@gmail.com (503) 624-1951 (work) (503) 320-3529 (cell) Joy Koss 13125 SW Hall Blvd. (503) 718-2591 TWD Recorder Tigard, OR 97223 (503) 718-2401 (fax) JOY@tigard-or.gov I:\pw\tw&2007 Roster.doc Tigard Water District Board: Members 2007 Name Address Phone Number 'Positioon.& Expir�tio t . , Julie Russell 12662 SW Terraview Drive (503) 603-9152 (home) #1 June 30, 2009 Tigard, OR 97224 (503) 312-9163 (cell) (2-yr. term) jarussell59 a@comcast.net Bert Cornick 14640 SW 141st Avenue (503) 590-6402 (home) #2 June 30, 2009 Tigard, OR 97224 (503) 524-6872 (fax) (2-yr. term) bcornick@comcast.net (503) 495-5016 (work) (503) 869-2121 (cell) Ken Henschel 14530 SW 144`h Avenue (503) 579-8375 (home) #3 June 30, 2011 Tigard, OR 97224 (4-yr. term) Ken.Henschel@comcast.net Kinton Fowler 16170 SW Hazeltine Lane (503) 524-6680 (home) # 4 June 30, 2011 0. Tigard, OR 97224 (4-yr. term) v �, kintonfowler aeverizon.net • Charles Radley 15729 SW Colyer Way (503) 579-4686 (home) #5 June 30, 2011 rn Tigard, OR 97224 (503) 578-6358 (fax) (4-yr. term) B o cfrjlr@gmail.com (503) 624-1951 (work) _ (503) 320-3529 (cell) L Joy Koss 13125 SW Hall Blvd. (503) 718-2591 TWD Recorder Tigard, OR 97223 (503) 718-2401 (fax) = cD JOY a�tigard-or.gov 4 N I:\pw\twd\2007 Roster.doc CD 0 3 CD CD ca Distributed to TWD Members Via: ❑E-mail ❑Mail Nin-person at meeting CITY OF TIGARD, OREGON RESOLUTION NO. q3-(aL A RESOLUTION OF THE CITY COUNCIL, CITY OF TIGARD, OREGON, APPROVING THE INTERGOVERNIUDITAL AGREEMENT BETWEEN THE CITY OF TIGARD AND THE TIGARD WATER DISTRICT, AUTHORIZING THE MAYOR TO SIGN THE AGREEMENT, AND APPOINTING THE MEMBER AND ALTERNATE TO THE INTERGOVERNIENTAL/WATER BOARD CREATED UNDER SECTION 3 OF THE AGREEMENT. G rrV'3 (sc.,(vast % arror-.u."-tetks.t, 0.04110 BE IT RESOLVED BY THE CITY COUNCIL OF TIGARD THAT: SECTION 1: The Intergovernmental Agreement for water services between the City and Tigard Water District, attached hereto as Exhibit A, is approved. The Mayor is hereby authorized and directed to execute the Agreement. SECTION 2: The City Recorder is authorised to do all things necessary to secure signatures from the Tigard Water District and to deliver a copy of the signed Agreement to the City of King City and the City of Durham. SECTION 3: . c h n 5C h.wu r+3 is designated as the City's member on the Intergovernmental Water B5karcreated under Section 3 of the Agreement. cll N u 1A,k is designated as the City's alternate , seaber on the Intergovernmental Water Board PASSED: By WACon,,onoU- ) vote of all Council members present after being read by number and title only, this 1 k daof 1 U4n kla V , 1993. � � t�ily4.11,--va C vh��a�p�o Ca y Wheatley, City rder APPROVED: This , 111) day o .i Q 1 . ,/1„993. 2/ - aarald R. .r. . . , Mayor App • .• as to f qrg• • 1. Y CE At . - y . . Date: A/0E/ ElCHM A 141141_ r INTERGOVERNMENTAL AkeREENENT p%3 k BETWEEN THE CITY OF TIGARD AND THE ��` ; .� TIGARD WATER DISTRICT FOR DELIVERY OF WATER SERVICE TO TERRITORL' L+) CoA 4►1 es - WITHIN THE DISTRICT BOUNDARIES 02(Dc.vr 8_S This Agreement is lade and entered into by the City of Tigard, Df an Oregon municipal corporation, (hereinafter "Tigard") andTI Tigard Water District, a domestic water supply 9 under ORS Ch. 264, (hereinafter "District") . Tigard and District are jointly referred to herein as "the Parties." Unless identified as "original," District refers to the remnant district. 1. The cities of Tigard, King City and Durham (collectively the "Cities") withdrew from the original District effective July 1, 1993. 2. Pursuant to ORS 222.540, the District is obligated to turn over to the Cities its water mains, service installations,itthe area structures, f ac i l it ies, improvements and other property withdrawn from the District as it existed on June 30, 1993, 993, (original District) that are not necessary for the operation ofthe remainder of the water supply system of the District. ( 3. The area withdrawn by Tigard was a major portion of the original District. Because of this, Tigard is entitled to a major portion of the original District's infrastructure pursuantto ORS 222.540. King City and Durham are entitled to smaller portions of the original District's infrastructure. Furthermore pursuant to ORS 222.550, should the District dissolve, Tigard willbe in position to obtain all of the District's remaining assetsw have not been distributed under ORS 222.540. 4. With the assets and infrastructure obtained by its withdrawal frog the original District, Tigard is creating a city water department. 5. The Cities and District agree that it is in their best interest if King City, Durham and the District were to be an integrated part of a water supply network receiving water service frau Tigard's city water department. Tigard will receive revenue from water users in Tigard, King City, Durham, and the District, and with that revenue Tigard will provide the funds to pay for expenses incurred in providing water service. 6. The Cities and District agree that it is in their best interest to share authority for decision-making regarding the long- term water supply and capital improvement planning to serve present and future water customers of the original District. nommovimmixTAL ACRE.:. 4 :, TIGARD/WATER DISTRICT - 1 (12/23/93 - FINAL) 7. The Parties shall continue to prepare independent tax coordination plans. 8. Tigard and the District acknowledge that they have authority to enter into this Intergovernmental Agreement pursuant to the powers contained in Tigard's Charter, OMS 264.210 and ORS 190.010. MOM, ?URIPORR, the premises being in general as stated in the foregoing recitals, it is agreed by and between the Parties hereto as follows: 1. limaimAtialimment. The Cities withdrew from the original District with intent to take a sore active role in planning and operating a domestic voter supply system for the Southeast Mashington Comity area in order to provide the residents of that area with the highest quality water service at the lowest possible cost. In keeping with that intention, the Parties to this Intergovernmental agreement commit to working together to provide all of the residentsand im undeveloped property in the original District with a clean, supply. The Parties further commit to working together and with other agencies and jurisdictions in a cooperative effort to plan for the future long term water supply needs of the area. 2. licm. This Agreement will be in full force and effect until December 31, 2015, unless roomer terminated by one or both of the Parties. Zither pa.ty may terminate this Agreement by pr'o' prior to the written notice to the other party a minimum of ten years effective date of termination. Tigard recognises that by this it is assuming the responsibility to provide water to the inhabitants of the District for the duration of this Agreement unless a reasonable alternative domestic water supply is available to the District and the Agreement is terminated. 3. . A. Tigard will establish an Intergovernmental Mater Soard (I ) . The Intergovernmental Mater board will consist of five members. Members of the board will be appointed by the respective gover*lnq bodies as follows: IIITIRGOVIRIMMISTALAGREMMRST TIGARD/MiTSR DISTRICT - 2 (12/23/93 - FINAL) Tigard - One Member King City - One Member Durham - One Member District/Unincorporated Area - One Member At Large - One Member selected by a majority vote of the Other Members B. Intergovernmental Water Board Terms. (1) Initially, three Board members shall be appointed for a term of three years (from January 1, 1994 to December 31, 1996) and two Board members shall be appointed for _ a term of two years (from January 1, 1994 to December 31, 1995) . There shall be a drawing of lots to determine which Board members will serve two years and which vill serve three years. Thereafter, Board members shall have two year terns. (2) Board members shall be appointed in December for the following two year term. Each telt-swill begin on January 1. Each term will and on December 31 and each Board member shall serve until a successor has been appointed. Members may be re-appointed to succeeding teras. Vacancies may be filled in the same manner as a regular appointment. (3) Board members shall be an elected official serving on the respective governing body except for that member selected by a majority vote of the other members. Each respective governing body may appoint an alternate to attend meetings in the place of a regularly 'appointed Board member. The alternate shall be appointed in the same manner and must meet the same qualifications as the regularly appointed Board member. C. Tigard may appoint city officials as ex officio members of the Intergovernmental Water Board to assist the Board in its duties. They shall serve at the pleasure of the Tigard City Council and shall have no voting privileges. D. A quorum of the Board shall be three (3) members. All 4 actions of the Board shall require at least three (3) votes, excluding abstentions. E. The Intergovernmental Water Board will make recommendations to the Tigard City Council on water service issues and will have the following responsibilities: (1) to make a continuing study of the rate structure of the water system. a...a w W u ✓EROIENTAL AGREEMENT TIGARD/WATER DISTRICT - 3 (12/23/93 - FINAL) (2) to consider and prepare plans for recommendations to the Council fora to and soon and management program, -range operation (3) to investigate and study means of effecting economies in operation and management. (4) to review and make recommendations to the udg Committee and Council on all budget requests for operation and maintenance. (5) to study and consider ways and means of nater system and services which it provides. roving the (6) to study and make recommendations on Tigard's pr providing insurance for system assets and operations.for ations. (7) to make a continuing review of any and all rules and regulations regarding the water system which ma adopted by the Council and y be recommendations to the C periodically to make amendments of such rules and regul for additions or qulations. (8) to work with other agencies and cooperative effort to plan for the futureeiwaatter suctiipply needs of the area. (9) to make recommendations to the Council relative to all of the above-mentioned matters and as to matters which the Inter,. rernsental Water any otherto be for the good of the water s Board say fall public interest and for the benefit system, the overall of the consumer. F. Power to Grant Variances (1) Except when prohibited by subsection 2 of this section, upon application, the Intergovernmental Water Board may grant variances fro= the water system rules and regulations enacted by the City of Tigard when it finds that: a) strict application of the rules and create undue economic hardship for the regulation significant benefit to the watersystem;apblib) the vacant arta ce requested has no material adverse of ethhe t upon o water system and it is consistent with established the Tigard City Council. policies of (2) The Intergovernmental Water Board saynot relating to annexation of grant variances requirements, cross-connection fire Protection and charges. enaction requirements, lees rates I a.0. .6,4,1 J ALJ AGREE (ENT TIGARD/WATER DISTRICT - 4 (12/23/93 - FINAL) 4. Division of Oriainal District Assets. A. Pursuant to ORS 222.540(4) , the District agrees that the division of assets after withdrawal from the original District by the Cities shall be consistent with the following concepts: (1) Assets include real, personal and intangible property. "Intangible property" includes but is not limited to: coneys, checks, drafts, deposits, interest, dividends and income. (2) Assets will be divided into two a. System Assets: Assets necessary for the operation of Tigard's water supply system throughout the original District, not including those "other assets" of Tigard. Personal and intangible property are system assets. Water rains, service installations, structures, facilities, improvements or other property necessary for operation of the City of Tigard's water supply system throughout the original District are system assets. b. Other Assets: Assets ant necessary for the operation of the City of Tigard's water supply system throughout the original District. Other assets shall become the property of the jurisdiction in which the asset is located. Water mains, service installations, structures, facilities, improvements or other property not necessary for the operation of the City of Tigard's water supply system throughout the original District are other assets. B. All system assets and other assets shall be pledged by the Cities and the District to Tigard. All system assets and other assets shall be managed by Tigard and shall be utilised by Tigard in order to provide water services to r . . r rties, residences and businesses in the original District. C. Should one of the Cities or the District terminate its water service agreement with Tigard, the Cities' and the District's proportionate interest in a system asset shall be determined based upon the following formula: Jurisdiction's Proportionate Interest = (A + B + C) /3 A = Jurisdiction's Percentage of Current Consumption in original District B = Jurisdiction's Percentage of Current Real Market Value in original District INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 5 (12/23/93 - FINAL) C - Jurisdiction's Percentage of Current Meters in original District The Cities' and the District's proportionate interest in a system asset capital improvement shall be based upon the capital improvement's depreciated value. The depreciated value shall be based upon the useful life of the capital improvement under generally accepted accounting principles using a straight line method of depreciation. D. Upon termination of this Agreement, other assets shall become the property of the jurisdiction in which the asset is located. 5. Asset Ownership/Water Rates/Revenues. A. Tigard's Utilization of Assets. (1) The Parties agree that all system assets in which the Parties have an undetermined proportionate interest and all other assets received as a result of the division of assets after withdrawal from the original District by the Cities shall be utilized by Tigard in order to provide water services to properties, residences and businesses in the original District. The District's ownership interest in the assets 4 and shall remain though the assets are being utilized by Tigard, unless and until transferred to Ti a Tigard by agreement or operation of law. Tigard will maintain and insure the real and personal property assets it utilizes. The Parties agree to execute all documents necessary to allow utilization of the assets by Tigard. (2) Tigard agrees that it will maintain, preserve and keep the assets it utilizes in good repair and working order. Tigard may appropriate from the water fund all moneys necessary to weet this obligation. (3) Tigard shall keep the assets free of all levies, liens and encumbrances except those created by this Agreement or consented to by the governing body of the District in writing. The Parties to this Agreement contemplate that the assets will be used for a governmental or proprietary purpose by Tigard and, therefore, that the assets will be exempt from all property taxes. Nevertheless, if the use, possession or acquisition of the assets are determined to be subject to taxation, Tigard shall pay when due all taxes and governmental charges lawfully assessed or levied against or with respect to the assets. Tigard shall pay all gaswater, steam, electricity, heat, power, telephone, utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the assets. Where there is shared use of the ` INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 6 (12/23/93 - FINAL) I • assets, these costs will be shared in an equitable manner. (4) Tigard shall maintain (i) casualty insurance insuring the assets against loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State of Oregon and any other risks reasonably required by District in an amount equal to at least the replacement value of the assets and, (ii) liability insurance that protects District, including its officers and commissioners, from liability arising from Tigard's operation of the water supply system in an amount satisfactory to District and (iii) worker's compensation insurance covering all employees working on, in, near or about the assets as required under the laws of the State of 'Oregon. Tigard shall furnish to District, certificates evidencing such coverage. All such insurance shall be with insurers that are authorised to issue such insurance in the State of Oregonshall name District as additional insured and shall contain a provision to the effect that such insurance shall not be canceled or modified materially and adversely to the interest of District without first giving written notice thereof to District at least ten (10) days in advance of such cancellation or modification. All such casualty insurance shall contain a provision making any losses payable to Tigard and District as their respective interests may appear. Tigard may meet any of these requirements through a self-insurance program. Such { insurance requirements may be waived in writing by the governing body of the District. (5) To the extent permitted by law, Tigard shall indemnify, protect, hold harmless, save and keep harmless District from and against any and all liability, obligation, loss, claim and damage whatsoever, regardless of cause thereof, and all expenses in connection therewith, including, without limitation, counsel fees and expenses, penalties and interest arising out of or as the result of the entering into of this Agreement, the ownership of any asset or any accident in connection with the operation, use, condition, possession, storage or return of any asset resulting in damage to property or injury to or death to any person; provided, however, that Tigard shall not be deemed to be indemnifying District for claims arising from its own conduct. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the termination of this Agreement for any reason. B. The fees, rates and charges charged by Tigard for providing water services to properties, residences and businesses in District shall be the same as those charged within Tigard. Notwithstanding the foregoing, Tigard may impose higher fees, rates and charges for providing water service to properties, residences INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 7 (12/23/93 - FINAL) � businesses when the cost of providing such service is gre unusual circumstances, including, but not liaittedater to additional cost to pump water higher tees, rates and chargesup hill to reach �tawsrs. Any hgbe reviewed imposed for providing water service =Teffect and�sha i I�rgovernaeRtal Water Board prior to onal costs of providinglimited to covering the actual rates and charges are imposed, such service. When higher fees both Tigard and the remainder of shall be consistently applied inhat at the requestthe original District, except of the District additionalDistrict,aeTigard collect on behalf District customers. by the District on C. Moneys/Revenues. (1) Moneys and revenues for system capital be held by Tigard in a fund dedicated solely improvement or this purpose. (2) Moneys transferred to Tigard as a result of the division of assets after withdrawal from the original District by Tigard which were previously dedicated by the to system capital improvement shall be Disyrfor used dolel system capital improvement i subsection 5.D. Tigard accordance with t (3) Moneys deposited in a reserve fund the water systea are not a system for asset andbonds oe f subject to the system asset distribution formula in Section 4 of this Agreement. (4) The Parties agree to develop a development charges and ' to methodology for system charges in their respectiYe imposes psdictions. If any of se and collect such u the Cities or District fail to impose charges as contemplated herein, than the o development may elect to terminate collecting the charges within their est other that Tigard should collect charges jurisdictions. The Parties agree imposed by the District untilesucsh tem ttimdeevelopment aas Tigard iaposes its own charge. D. Capital Improvements. (1) (a) Capital projects nolong-range capital shall be implement;d in accord with improvement pram supported by water customers�ithin analysis, ne best interests of city boundaries. original District, ignoring INTERGOV TIS/�T��R D�TAL ISTRICT -�8� (12/23/93 - FINAL) (b) The capital improvement program must be approved by the governing bodies of one less than the number of jurisdictions holding an ownership interest in the water system. A governing body say not unreasonably withhold consent if the program is supportedengineering analysis, is in the best interests of eater stoers within the original District and consistent with the goal of working together to provide all of the residents and property in the original District with a clean, economical water supply. If a proposed capital improvement program is not approved as provided for in this subsection, then :-the governing bodies of any two jurisdictions say request mediation under the provisions of ORS Chapter 36 to determine if approval of the r_.,,-aa has been unreasonably withheld. (c) Tigard shall prepare and deliver to the District a proposed Capital Improvement Plan no later than June 30, 1994 for consideration by the Cities and the District. The District's Capital Improvement Plan dated June, 1993, will guide Tigard's spending on capital projects until a capital improvement program is adopted pursuant to subsection (b) . (2) The capital improvement program shall establish the location of a capital improvement whether within Tigard, King City, Durham or the District and shall distinguish whether a capital improvement qualifies as a system asset or other asset. (3) Capital improvements made subsequent to entering into this Agreement that are determined to be other assets shall become the property of the jurisdiction in which the improvement is located. Forcapital made subsequentimprovements to entering into this Agreement that are determined to be system assets, the. Cities and the District each shall have a proportionate interest in such "system asset" capital improvement's depreciated value. The depreciated value shall be based upon the useful life accountingfthe capital improvement under generally accepted ccounricipTlhess using ae straight line method of ' and the District's proportionate interest in such "system asset" capital improvement's depreciated value shall be determined based upon the formula in Section 4.D. of this Agreement. (4) Should one of the Cities or the District terminate its water service agreement with Tigard, such jurisdiction shall have rights to the use of all system assets equal to its Jurisdiction's Proportionate Interest as INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 9 (12/23/93 - FINAL) determined above. Tigard shall be provided reasonable compensation for any use of its water system necessary for the continued reasonable use of a system asset by jurisdiction. If the asset is not essential to the operation of such jurisdiction's water system, Tigard may terminate such jurisdiction's rights in the system asset capital improvement by payment of a sum equal to the Jurisdiction's Proportionate Interest in the depreciated value of such system asset. (5) The Parties acknowledge that the water system currently serving the original District is an integrated system. To the extent that either Party should terminate this Agreement, the Parties agree to cooperate with each other and to enter into such agreements necessary for the continued reasonable operation of the resulting water systems. E. Long-term water supply contracts shall be entered into in accord with the best interests of water customers within the original District, ignoring city boundaries. Long-term water supply contracts must be a governing bodies of one less than the number of jurissdictions�holding an ownership interest in the water system. A governing body may not unreasonably withhold consent to a contract if the contract isby sound engineering analysis, is in the best interests�of�water customers within the original District and consistent with the goal of working together to provide all of the residents and props ti in the original District with a clean, economical water supply. If a proposed 1 term water supply�- 1 contract is not approved as provided for in this subsection, then the governing bodies of any two jurisdictions may request mediation under the provisions of ORS Chapter 36 to determine if approval of the contract has been unreasonably withheld. F. The District shall receive an annual rebate equal to 1% of the previous year's water sale revenue within the District for District expenses. In addi'ticit, Tigard, at the District's request, will appropriate and deliver an amount not to exceed $40,000 from Tigard's initial (1/94 to 6/94) water fund budget for District operating expenses for the period froe January 1, 1994 through June 30, 1995. Tigard will reimburse the District from water system -..Jaime& the cost of the District's Division of Assets study undertaken to fulfill the District's obligations pursuant to ORS 222.540. G. Accounting (1) Water activities will be accounted for in the saes Manner as other enterprise activities currently under the jurisdiction of Tigard. Expenditures directly linked to INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 10 (12/23/93 - FINAL) water activities will be recorded in the water fund. Applicable indirect charges will be apportioned to the water fund in the same canner as such charges are apportioned to other enterprise funds to ,. .perly reflect the costs associated with each activity. Tigard shall use generally accepted accounting principles applicable to utility enterprises for the recording and identifying of all revenues and expenditures made for the water system. The Intergovernmental Water Board shall review such allocation and methodology. (2) The accounting method used by Tigard shall, to the extent possible, document the use of assets by Tigard for non- water system activities. Use of assets by Tigard for non-water activities shall be funded from resources other than the water fund. H. The Parties to this Agreement shall not have the right to transfer ownership of or remove system assets or any interest therein received or kept as a result of the Cities• withdrawal from the original District or any interest in system assets acquired during the term of this Agreement without written consent of the other Party. Neither the benefits received by the District nor the obligations incurred under the teras of this Agreement are assignable or in any canner transferrable by the District without the written consent of the City. I. No part of this Agreement shall be interpreted as a waiver of either Party's statutory rights upon annexation of territory. 6. Indebtednesq. A. Each of the Parties shall be liable for their respective share of the debt, if any, acquired or retained as a result of the Cities' withdrawal from the original District. B. Tigard may incur, without the consent of the District, debt relating to the water supply system, provided payment of the debt is fee, rate or charge based. If the debt is to be paid for by means other than fees, rates or charges, Tigard must have approval and consent of the governing body of the District in writing prior to incurring such debt. The District shall be liable for its proportionate share of any debt for which it has given its written approval and consent. C. Tigard is authorized to perform the function and activity of incurring water revenue bond indebtedness for the water system by authorizing the issuance of water revenue bonds pursuant to ORS 288.805 to 288.945, as amended, for the financing of water system capital improvements. Such debt may be secured by a pledge of INTERGO`'ERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 11 (12/23/93 - FINAL) water system revenues appropriate rate covenants, and of water system assets. Tigard may not assets without first receivingwritten the mortgage tem and District's governing bodies. consent of the Cities indebtednessDD. If rens Agreement is terminated art under Section 6.A. or has either Party and approved by the District in saner described inbnSection incurred and District shall either: Section 6.�. , 1. Pay in full, within 60 days of the effective data of termination, its proportionate share of the indebtedness; or 2 . Pay annually its proportionate share of the indebtedness as payment is due. 7. &srvicas P ovided n Ti A. Tigard will provide water to all jurisdictions equally. If circumstancesproperties and requireatwater in restrictions, each jurisdiction shall share equally. TheDistrict may not sell water provided through this equally. h dpty without the prior written consent of Tigardrsemant to a third party { B. Tigard will provide with the terms of this provide equallyall � in a � consistent of potable domestic water to r service required for delivery cities of Xing Cityand properties and customers within the District, Durham as well as the territory District, including but not limited of arepair nd water distribution, new system upgrades, and billing functions. Ti installatiott em Provide such water services to gard is under no obligation to subsequent to this Agreement. areas annexed the District C. District agrees that Tigard is of condemnation possessed by the Districtthatempoweredt tous* any right provide water services consistent with the is necessary to and will take any action necessary �� of this Agreement right on the request of Tigard. !°r Tigard to exercise tit D.DTo the extent that such a transferrable, the District a 4r nts or contracts are transfer its water su 1 gree, to take the necessary action to y ofa�se�nt• or contracts with the City of Portland and the City facilitate the provision of water e servi to Tigard in order to teras of this Agreement. consistent with the INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 12 (12/23/93 - FINAL) E. The District mayuse office buildingfor meetings the former Tigard Water District ngs of the District Board and for receipt of the Board's correspondence. To the extent that Tigard other 1 . 1 .., mental entities for use of the building, the District agrees to compensate Tigard a reasonable amount for use of the building. F. Tigard agrees to assist the District in preparation of budgqets, organization and noticing of meetings and other administrative duties at the request of the District. The District agrees to compensate Tigard a reasonable amount for such assistance. 8. Rules and Regulations. A. The Rules. Rates and Regulations for Water Service Baodbic, (November, 1992) , adopted by the Board of Commissioners Tigard Water District is attached hereto as Exhibit WA" and shall be deemed a part of this Agreement. B. The Tigard City Council may modify, alter or repeal the rules, rates and regulations in Exhibit WA." Rules and regulations will be modified, altered or repealed only after the IsLargovernmental Water Board has had the opportunity to study the 41 proposed ruler and regulations. The Intergovernmental Water Board regulationsd to make a continuing review of any and all rules and Council and at raga ing the water system which may be adopted by the periodically to make recommendations to the Council for additions or amendments of such rules and regulations. The Parties agree to comply with the rules and regulations currently in affect and as hereafter adopted by the Tigard City Council, and water service to the District shall be governed thereby. 9. Extension utanailm_QLifuzdiaL, A. Extension or modification of District's water distribution system shall be done only with prior written approval of District. Furthermore, Tigard will not sake any extensions or service connections within King City's or Durham's Urban Growth Boundary without permission from the King City or Durham City Council. B. For the unincorporated area within the District. it is the governing body of the District which, subject to the rules and regulations specified in Section 8, has the authority to allow connections to the water supply system. C. Residents located within the District shall not be responsible for any expenses associated with efforts of the City of Tigard to withdraw from the Tualatin Valley Water District to reach the goal of having a single water purveyor for the City. INTERGOVERNMENTC AL Ak.AESMENT TIGARD/WATER DISTRICT - 13 (12/23/93 - FINAL) 10. ployee Benefits/Personnel, All employees of the Southeast Washington County Joint Water Agency- shall become employees of the City. The City shall accept such employees with all existing benefits and salary, including, but not limited to, health, retirement, disability insurance, wages, vacation and compensatory time. Nothing in this subsection is intended to limit the City's authority to alter benefits or salary except as such authority is otherwise limited by this Agreement or by the provisions of ORS 236.605 to 236.650. 11. Annual Meeting. The governing bodies of the Parties to this Agreement shall meet annually with the Intergovernmental Water Board to discuss and consider issues related to this Agreement. The Intergovernmental Water Board and the Tigard Water Department shall issue an annual report on its activities to the Parties at this meeting. 12. Attorneys Fees. In the event any suit, action or other proceeding is brought with regard to this Agreement, or to enforce any of the provisions hereof, the prevailing party in any such suit, action or other proceeding, or any appeal therefrom, shall be entitled to reasonable attorneys fees. Attorney fees which are awarded pursuant to this Section may not be paid from the fees, rates and charges collected by Tigard for water services. 13. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Oregon. 14. Ratification of this Agreement. Prior to the effective date of this Agreement, each Party shall enact a resolution ratifying the Agreement. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 15. Amendments. Any amendment to this Agreement must be approved by the governing bodies of the District and Tigard. INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 14 (12/23/93 - FINAL) 16. $tfective Date. This Agreement shall be effective January 1, 1994. CITY OF TIGAID, OREGON Attest: , l 4 JLt AJ I( )ILP TIGARD WATER DISTRICT, OREGON Attest: By: , hetiLiNirre ,fid Audra p(12/2 INTERGOVERNMENTAL AGREEMENT TIGARD/WATER DISTRICT - 15 (12/23/93 - FINAL)