Resolution No. 22-30 CITY OF TIGARD, OREGON
TIGARD CITY COUNCIL
RESOLUTION NO. 22-3 4
A RESOLUTION ADOPTING THE LAKE OSWEGO-TIGARD WATER SUPPLY FACILITIES
AMENDED AND RESTATED INTERGOVERNMENTAL AGREEMENT REGARDING WATER
SUPPLY FACILITIES
WHEREAS, for decades,the Cities of Lake Oswego and Tigard have engaged in cooperative efforts
regarding supply and delivery of drinking water to their respective customers; and,
WHEREAS, this history of cooperative effort led to the Intergovernmental Agreement Regarding Water
Supply Facilities for Design, Construction and Operation dated August 6, 2008 (Original IGA) whereby
Lake Oswego and Tigard formed a partnership to jointly design, construct, own and operate a new water
intake,water treatment facilities, raw and finished water transmission,pumping and storage facilities
("Supply Facilities") on jointly owned real property;and,
WHEREAS, the parties worked closely and diligently to complete the Supply Facilities in 2016 and have
since successfully operated, managed, and maintained them to deliver high quality drinking water during
construction through start-up of the new Supply Facilities,COVID, drought and natural disasters;and
WHEREAS, the Original IGA provided for an Oversight Committee of two representatives appointed by
each city council to provide guidance during design and construction,then continuing through operations;
and,
WHEREAS, Section 15.1 of the Original IGA directed the Oversight Committee to consider the operations
and agreements to determine if modifications were necessary, either by amending the Original IGA, creation
of a new agreement,or creation of a separate intergovernmental entity for water supply under ORS Chapter
190; and,
WHEREAS,pursuant to this directive, respective staff and the Oversight Committee reviewed the Original
IGA,protocols, operations and events since 2016 and,while the Original IGA has worked well,it is
primarily focused on the method and process of future design and construction,which is now complete,
and contains inconsistent language with current, successful best management operating practices; and,
WHEREAS, respective staff and the Oversight Committee have prepared,reviewed and now recommend
the adoption of the Lake Oswego-Tigard Water Supply Facilities Amended and Restated Agreement
Regarding Water Supply Facilities ("Amended and Restated IGA") that provides, among other things,
methodology and guidance for the ongoing operations, maintenance, repair and replacement of the Supply
Facilities for mutual benefit of the cities;provides methods for protection and stewardship of the Supply
Facilities and the Clackamas River; continues,based on past experience, flexibility in the use and allocation
of water to meet the needs of each city;recognizes the demonstrated ability of Tigard to obtain water from
other sources for the benefit of Lake Oswego when use of the Clackamas River is interrupted; provides
clarity in mutually agreed protocols for internal city communications as well as public outreach and public
communications; continues and enhances the efficient, demonstrated use of the resources and skills of
respective staff;and,creates a Partnership Committee of city council appointed officials to continue the vital
role of the Oversight Committee and clarifies decision-making.
RESOLUTION NO. 22 36
Page 1
NOW,THEREFORE,BE IT RESOLVED by the Tigard City Council that:
SECTION 1: The Tigard City Council adopts the Lake Oswego-Tigard Water Supply Facilities Amended
and Restated Intergovernmental Agreement Regarding Water Supply Facilities.
SECTION 2: This resolution is effective immediately upon passage.
PASSED: This 2.21 ct' day of A DUehier 2022.
Mayr- ity of Tigard
ATTEST:
City Recorder- City of Tigard
RESOLUTION NO. 22-?a
Page 2
LAKE OSWEGO-TIGARD WATER SUPPLY FACILITIES
AMENDED AND RESTATED INTERGOVERNMENTAL AGREEMENT
REGARDING WATER SUPPLY FACILITIES
DATED , 2022
TABLE OF CONTENTS
Page
RECITALS 5
ARTICLE I Definitions 7
ARTICLE II Warranties and Representations of the Parties 14
ARTICLE III Management 14
ARTICLE IV System Ownership; Allocation of Capacity 21
ARTICLE V Property; Creation of Tenancy in Common 21
ARTICLE VI Operation and Maintenance of Supply Facilities 23
ARTICLEVII Property Management 25
ARTICLE VIII Supply Facilities 27
ARTICLE IX Additional Facilities 30
ARTICLE X Leasing 32
ARTICLE XI Sales to Others 34
ARTICLE XII Operations and Other Plans, Protocols and Strategies 35
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ARTICLE XIII Withdrawal, Termination of Membership, 39
Sale of Assets and Dissolution
ARTICLE XIV Dispute Resolution 44
ARTICLE XV Notices 47
ARTICLE XVI General Provisions 47
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LIST OF EXHIBITS
Exhibit 1 Existing Real Property,Supply Facility Components and Valuation
Exhibit 2 Service Areas Maps
Exhibit 3 Map of Supply Facilities
Exhibit 4 Surface Water Rights
Exhibit 5 Summary of Easements
Exhibit 6 Supply Facilities and Property
Exhibit 7 Supply Facility Ownership
Exhibit 8 FCS Report
Exhibit 9 Amended and Restated Intergovernmental Cooperative Agreement for
Water System Interties between South Fork Water Board, Lake Oswego,
Tigard and West Linn
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LAKE OSWEGO-TIGARD WATER SUPPLY FACILITIES AMENDED AND RESTATED
INTERGOVERNMENTAL AGREEMENT REGARDING WATER SUPPLY FACILITIES
This Amended and Restated Intergovernmental Agreement Regarding Water
Supply Facilities is effective on , 2022 (the "Amended and
Restated Agreement"), by and between the City of Lake Oswego ("Lake Oswego"), an
Oregon municipal corporation and the City of Tigard ("Tigard"), an Oregon municipal
corporation. Lake Oswego and Tigard may also be referred to individually herein as a
"Party" and collectively as the "Parties."
RECITALS
WHEREAS,the City of Tigard operates a municipal water supply utility under ORS
225, with transmission, storage and distribution facilities to deliver potable water to
Customers, including the City of King City, and delivery of water by agreement to the City
of Durham and the Tigard Water District in the unincorporated area;
WHEREAS, the City of Lake Oswego operates a municipal water supply utility
under ORS 225, which treats and distributes potable water to Retail Customers and sells
water by wholesale supply contract to the Lake Grove Water District, the River Grove
Water District, Skylands Water Company, Glenmorrie Cooperative Association and Alto
Park Water District(the "Existing Wholesale Customers");
WHEREAS, pursuant to the Intergovernmental Agreement Regarding Water
Supply Facilities, Design, Construction and Operation between Lake Oswego and Tigard
dated August 6, 2008 (Original IGA), the Parties designed and constructed a new water
intake and water treatment facilities, raw and finished water transmission, pumping and
storage facilities (hereinafter "Supply Facilities") on land jointly held as tenants in
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common,to make beneficial use of Lake Oswego's water rights;
WHEREAS,the Original IGA was amended at various times as project milestones were
achieved, construction completed, and final costs were reconciled and allocated for the Supply
Facilities,now fully functional and operating since 2016; and
WHEREAS, the Parties agree that, under the Original IGA, the Parties have or
will reap significant benefits by jointly taking action to extend and perfect existing water
rights, along with the construction and improvement of new Supply Facilities
infrastructure necessary to supply that water to the Parties into the future; and
WHEREAS, the Parties agree that they have worked in a collaborative, open, and
participative manner under the Original IGA that best serves the needs of the Parties; and
WHEREAS, the Original Agreement was primarily focused on completion and
delivery of the Supply Facilities and Parties believe that is necessary to enter into this
Amended and Restated Agreement for ongoing operations, maintenance, repair and
replacement of the Supply Facilities for the mutual benefit of the Parties as owners thereof,
to protect and steward their significant investment, continually seek and maintain stability
and local control over the source of supply, provide for flexibility in the use and allocation
of water,provide for flexibility for management of water resources for enhanced costs and
operational efficiency,create opportunities to share and trade staff resources, expertise,and
technological capabilities, and clarify decision-making.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, the Parties agree as follows:
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ARTICLE I
DEFINITIONS
1.1 Definitions
As used in this Agreement,the following terms when capitalized shall have the
following meanings:
1.1.1 Agreement or Amended Agreement means this Lake Oswego-Tigard
Water Supply Amended and Restated Intergovernmental Agreement
1.1.2 Book Depreciation life - the years used to depreciate an asset in
accordance with Generally Accepted Accounting Principles.
1.1.3 Capacity - capability from the various components of the Supply
Facilities to produce or deliver water; measured in cubic feet per second
(cfs), gallons, gallons per day (gpd), gallons per minute (gpm), million
gallons per day (mgd), or other comparable measurement and available
based on current operating conditions consistent with generally accepted
engineering and operating practices.
1.1.4 Clackamas River Intake Pump Station (RIPS) - a constructed structure
comprised of a reinforced concrete building and all equipment and
materials contained therein that allows water to be withdrawn from the
Clackamas River and pumped through the raw water transmission line to
the Water Treatment Plant Facilities. The Clackamas River Intake Pump
Station ownership and its agreed value are more fully described in
Exhibit 1 which may be updated and revised by resolution of the
Parties.
1.1.5 Curtailment Plan - The written plan developed for curtailment of
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water service in accordance with OAR Chapter 690 Division 86 rules.
1.1.6 Demand- the amount of water used or projected to be used by a Party
and imposed on the Supply Facilities to serve a Party's Retail
Customers its Existing Wholesale Contract Customers and ultimate
service area measured in cubic feet per second (cfs), gallons, gallons
per day (gpd), gallons per minute (gpm), million gallons per day
(mgd), or other appropriate measurement. The basis for determining
Demand may be waived or modified by the Parties due to unusual
circumstances such as a fire, emergency, etc.
1.1.7 Depreciated Replacement Cost Value - the value calculated in the
current year by multiplying the original cost of the asset times the
index in the Engineering News Record Construction Cost Index 20-
City Average, 1913=100 as published in the Engineering News
Record for the year of evaluation. The products shall be divided by
Engineering News Record Construction Cost Index 20-City Average,
1913=100 as published in the Engineering News Record for the year
placed in service. The result shall then be depreciated from the year
placed in service to the year of evaluation using the Book
Depreciation Life. The formula is expressed as follows:
DRC=(CC*ENRe/ENR°) *(1-(Ye—Y°)/BDL))
Where:
DRC=Depreciated Replacement Cost Value.
CC=Construction cost.
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ENRe=Engineering News Record Construction Cost Index
for the year of evaluation.
ENR°=Engineering News Record Construction Cost Index
for the year placed in service.
Ye=Year of evaluation.
Y°=Year placed in service.
BDL=Book Depreciation Life.
1.1.8 Existing Wholesale Contract Customers-the Lake Grove Water District,
River Grove Water District, Skylands Water Company, Glenmorrie
Cooperative Association, and Alto Park Water District who are served
by Lake Oswego as if they were Retail Customers of Lake Oswego under
the terms and conditions of this Agreement. The City of King City
transferred its water system to Tigard and is a retail customer of Tigard.
The City of Durham and the Tigard Water District are contractually
served by Tigard and for purposes of this Agreement, shall be defined as
existing wholesale customers. The Parties recognize that the status of
these entities are contractual and may change over time as determined by
the affected Party to this agreement and the existing wholesale customer.
1.1.9 Fiscal Year-the one-year time period commencing on July 1 and ending
on June 30
1.1.10 Local Government Investment Pool (LGIP) - the Oregon State
Treasurer's Local Government Investment Pool, subject to regulatory
oversight by the Oregon Secretary of State and administered by the
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Oregon State Treasury.
1.1.11 Municipal Bond Index - the rate as published by the State of Oregon
Treasury Department entitled"Oregon Bond Index -Oregon A Rated 20
Year" for the first date after the beginning of the fiscal year. Should said
rate cease to be published, then the Parties will determine another
comparable index. The date used for determination of the rate may be
modified by the Parties in the event of unusual market circumstances
(such as declaration of war by the United States).
1.1.12 Operation, Maintenance, Repair and Replacement- those activities to
operate, maintain, repair and replace the Supply Facilities as necessary
to provide potable water to the Parties in accordance with all laws and
regulations and prudent water utility practices.
1.1.13 Planning Forecast-the document submitted by the Parties in accordance
with Section 8,which shows the Demand of each Party to be imposed on
the Supply Facilities and the Capacity owned or leased by each Party in
such facilities.
1.1.14 Property - those parcels of real property owned in fee simple, by
easement or other interest over, under, or upon which the Supply
Facilities are located as set forth on Exhibit 1. Currently owned Property
or additional properties acquired after the date of this Agreement shall
be acquired as tenants in common in proportion to the Parties'allocation
of capacity.
1.1.15 Retail Customers - a user within the Party's service area boundary, to
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which users may be added from time to time by annexation, extra
territorial extension of service, merger or consolidation, or by
intergovernmental agreement among the Parties pursuant to ORS
Chapter 190. A municipal corporation or other entity, which purchases
water for resale, is not considered a Retail Customer.
1.1.16 Service Area - the service area for each Party as set forth on Exhibit
2 and as may be amended by annexation and land use processes of
each Party. Each Party will update its service area map as necessary
which will be incorporated into this agreement without necessity of
action by the city councils.
1.1.17 Summer Period-June 1 through October 31.
1.1.18 Supply Facilities - the facilities utilized by the Parties identified on
Exhibit 1, consisting of the River Intake Pump Station, Water Treatment
Plant Facilities, Transmission Facilities, Water Storage Facilities, and
other facilities necessary for treatment and conveyance of potable water
to the Parties. A map of the Supply Facility components is provided in
Exhibit 3,which exhibit may be updated and revised by resolution of the
Parties. The map is for illustrative purposes only and is not a legal
description of the Supply Facilities
1.1.19 Surface Water Rights - those water rights held by Lake Oswego
registered with the State of Oregon Water Resources Department,which
allow for diversion of Clackamas River water for use at the Water
Treatment Plant Facilities. The Surface Water Rights are more fully
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described in Exhibit 4, which exhibit may be updated and revised by
resolution of the Parties.
1.1.20 Transmission Facilities -the raw water transmission line connecting the
Clackamas River Intake Pump Station to the Water Treatment Plant
Facilities and the finished water transmission line connecting the Water
Treatment Plant Facilities to Lake Oswego's Waluga Reservoirs. The
Transmission Facilities, ownership and their agreed value are more fully
described in Exhibit 1, which exhibit may be updated and revised by
resolution of the Parties.
1.1.21 Water Treatment Plant Facilities - the pumping stations and treatment
plant which treats raw water and produces potable water for conveyance
by the Transmission and Storage Facilities. The Water Treatment Plant
facilities, ownership, and their agreed value are more fully described in
Exhibit 1,which exhibit may be updated and revised by resolution of the
Parties.
1.1.22 Water Storage Facilities - the Waluga Reservoirs #1 and #2 which
receive potable water from the Water Treatment Plant Facilities as
conveyed through the Finished Water Transmission Facilities. The
Water Storage Facilities, ownership, and their agreed value are more
fully described in Exhibit 1, which exhibit may be updated and revised
by resolution of the Parties.
1.1.23 Winter Period-November 1 through May 31.
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1.2 Interpretation
In this Agreement,unless a clear contrary intention appears: (a)reference to any
person includes such person's successors and assigns but, if applicable, only if
such successors and assigns are permitted by this Agreement, and reference to a
person in a particular capacity excludes such person in any other capacity; (b)
reference to any agreement(including this Agreement),document or instrument
means such agreement, document or instrument as amended or modified and in
effect from time to time in accordance with the terms thereof and, if applicable,
the terms hereof; (c) reference to any Article, Section, Schedule or Exhibit
means such Article, Section, Schedule or Exhibit to this Agreement, and
references in any Article, Section, Schedule, Exhibit or definition to any clause
means such clause of such Article, Section, Schedule, Exhibit or definition; (d)
"hereunder," "hereof," "hereto," "herein," and words of similar import are
references to this Agreement as a whole and not to any particular Section or
other provision hereof; (e)relative to the determination of any period of time,
"from" means "from and including ," "to" means "to but excluding" and
"through" means "through and including"; (f)"including" (and with
correlative meaning "include") means including without limiting the
generality of any description preceding such term; (g) reference to any law
(including statutes and ordinances) means such law as amended,
modified, codified or reenacted, in whole or in part, and in effect from
time to time, including rules and regulations promulgated hereunder; and
(h) "will" and "shall" are mandatory terms.
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ARTICLE II
WARRANTIES AND REPRESENTATIONS OF THE PARTIES
2.1 Warranties of the Parties
The Parties hereto warrant and represent that they have the legal authority to
enter into this Agreement.
2.2 Approval of the GoveminL1 Bodies
The Parties to this Agreement hereby certify that they have undertaken the
necessary public procedures to approve and authorize the signatories to this
Agreement to act on behalf of the Party executing this Agreement.
2.3 Obligation of Good Faith and Fair Dealing
The Parties each covenant to deal fairly and in good faith with the other to
fulfill the covenants and requirements of this Agreement.
ARTICLE III
MANAGEMENT
3.1 Managing Agency
Lake Oswego will be the Managing Agency with all necessary powers to
manage the operation, maintenance, repair and replacement of the Supply
Facilities, Property and Water Rights. As necessary, Lake Oswego will be
the contracting agency with consultants, contractors and vendors. Lake
Oswego will have the power to: a) approve contracts and change orders
subject to this Agreement; b) undertake capital improvement, repair and
replacement as authorized in the budget and capital improvement plan; c)
take such actions reasonably necessary during an emergency with notice to
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each City as reasonable under the circumstances and an estimate of financial
impacts as soon as practicable; d) take action as necessary for non-
emergency unforeseen capital replacement as provided in this Agreement;
and f) other such powers as may he granted by the Parties from time to time.
Lake Oswego is responsible for conducting the day-to-day business affairs
including: procurement of supplies and materials, payment of invoices,
accounting, budgeting, operation and maintenance of the Supply Facilities,
planning,project management,maintaining records, and other such duties as
required through Lake Oswego staff. Tigard shall pay its share of costs in
accord with the terms and conditions of this Agreement.
3.2 Management Committee
Each Party shall appoint staff representatives to meet at intervals deemed
appropriate to provide the Managing Agency or Partnership Committee
information, review, comment and advice regarding provision of water
supply and all aspects of the Supply Facilities and other activities under
this Agreement. The Management Committee will endeavor in good faith
to make recommendations to the Managing Agency or Partnership
Committee as the Management Committee deems appropriate or where
required by this Agreement.
3.3 Partnership Committee
Lake Oswego and Tigard shall each appoint two councilors to the Partnership
Committee. The members shall serve at the pleasure of the appointing council.
The Committee shall meet as deemed necessary by the Managing Agency,
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Management Committee, or Partnership Committee, but in no event less often
than quarterly. The Managing Agency shall provide meeting and staff support
for the Partnership Committee with the aid and assistance of the Management
Committee. The Partnership Committee will consider information provided by
the Managing Agency or Management Committee and endeavor in good faith to
provide insight, guidance, or recommendations to the Managing Agency or to
the City Councils as the Partnership Committee deems appropriate or where
required by this Agreement. The Partnership Committee will strive to achieve
majority consensus on issues. In the event consensus is not reached, then prior
to final action on the matter or referral to the Councils, the Partnership
Committee and Management Committee will select a skilled facilitator to assist
the Partnership Committee discussions to reach consensus. If, after reasonable
efforts, and call for a vote by the chair, the Partnership Committee cannot find
consensus by majority on a matter to be decided by the city councils, then the
city councils shall be so informed. Each city council will then consider and vote
on the matter if it is one requiring council approval. If the final decision is vested
with the Managing Agency,the Managing Agency will proceed according to its
ordinary and regular procedures and any plans adopted under Article 12.
Nothing herein shall be deemed a waiver of a Party's right to submit these
matters to Dispute Resolution under Article XIV.
3.4 Partnership Committee Review
3.4.1 The Partnership Committee will have opportunity to review, comment,
and receive the following matters prior to city council or Managing
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Agency action:
3.4.1.1 Proposed budget or proposed supplemental budget for the
Managing Agency.
3.4.1.2 Capital Improvement Plan adoption or amendment.
3.4.1.3 Non-emergency unforeseen capital replacement exceeding
$500,000.
3.4.2. The Managing Agency and Management Committee will present the
following topics to the Partnership Committee in such detail to enable
the Partnership Committee members to advise their respective councils:
Operations Plan, Emergency Response Plan, Joint Water Management
and Conservation Plan(including Curtailment), communications
protocols and strategies, master planning/system planning, status of real
property and supply facilities, risk management, capital repair and
replacement projects,water rights,water quality and water supplies in
the Clackamas River watershed, and potential water sales to non-
parties. The Managing Agency will also provide periodic updates on
federal, state, and regional drinking water issues and activities.
3.5 Budgeting and Accounting
The Managing Agency will prepare a proposed budget specific to the
capital and operating needs of the Supply Facilities for each Fiscal Year.
The proposed budget will include an estimate of direct and indirect costs
of personnel from either Party who are anticipated to provide services as
part of the ultimately approved budget. By mutual agreement, the
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Management Committee will set the budget process schedule for each year.
Each Party's proportionate share of the expenses of operation,maintenance,
repair, and replacement of the Supply Facilities, including contingency or
necessary funding reserves for repair and replacements, construction, and
other expenses as may be incurred, will be estimated, and set forth in each
Party's annual budget. The amount estimated will be recommended to be
included as operating expenses or capital improvements in each Party's
individual adopted budget. If the budget includes accumulation of funds
designated for a particular purpose or future use, such amounts will be
accumulated in a restricted or earmarked fund. The Managing Agency will
maintain an independent budget control procedure and provide budget
reports at least quarterly to each of the Parties not later than 30 days after
the end of each quarter.
3.6 Asset Management Program
Effective asset management responds to the Parties' goal of long-term fiscal
health and sustainable service levels for the Supply Facilities. To assist in the
maintenance of the Supply Facilities' performance at a reasonable cost and
an acceptable level of risk, the Managing Agency and Management
Committee will create and maintain a mutually acceptable inventory all of
the capitalizable assets associated with the Supply Facilities, including
physical facilities and real estate holdings. The inventory will include a
schedule for repairs and replacement and be part of the Operations Plan. The
Managing Agency and Management Committee may propose policies to the
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Partnership Committee that improve,guide, schedule and fund the repair and
replacement of the assets and suggest amendments to the Supply Facilities
Capital Improvement Program or funding reserves. The program and
policies shall be based on prudent utility practices and industry standards.As
deemed necessary by the Managing Agency or upon request by Tigard, the
inventory will be reviewed by the Managing Agency and Management
Committee for modifications.
3.7 Council Decisions
Approval by the city councils of each Party is required for the following topic:
3.7.1 Any sale, transfer, lease, exchange, or other disposition of any Property
over,under, or upon Supply Facilities are located;
3.7.2 Entry to any mortgage, pledge, encumbrance, or refinance of the
Property or Supply Facilities;
3.7.3 Budget and appropriation of funds to meet the requirements of this
Agreement, including a Capital Improvement Program;
3.7.4 Approval of any non-emergency capital improvement project not listed
on a Capital Improvement Program exceeding $500,000. If a capital
improvement project has been budgeted and is part of the Capital
Improvement Program, the Managing Agency shall be authorized to
contract for all work necessarily related to deliver a complete and
functioning project;
3.7.5 Approval of any decision to burden the Property or Supply Facilities with
additional easements, licenses, or other encumbrances or to use the
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property for non-water related purposes;
3.7.6 Approval of any decision to change the use or the operation of the
Property or Supply Facilities beyond adopted operational protocols;
3.7.7 Approval of amendment of the Agreement to allow a new Party to join;
3.7.8 Approval of modification, alteration,or dissolution of this Agreement:
3.7.9 Approval of a Capital Improvement Program and amendments.
3.8 Use of Employees
To the extent that any Party uses its own employees in the performance of
its duties under this Agreement,that entity will be responsible for complying
with all applicable state and federal laws and for all employment related
benefits and deductions, workers' compensation premiums, and pension
contributions. Decisions regarding employees will be the sole responsibility
of the employer Party.
3.9 Audit, Record Keepin : Access to Records
The Managing Agency will cause an annual audit to be conducted
pursuant to the requirements of ORS 207.425, 297.455, 297.465 and
297.466. The Managing Agency will maintain its books and records in
such manner that the Supply Facilities and expenditures related thereto
are separately stated and capable of review without being combined or
mixed with the non-supply facility assets.
The Managing Agency will maintain all fiscal records relating to the Supply
Facilities in accordance with generally accepted accounting principles. In
addition,the Managing Agency will maintain any other records pertinent to
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the Supply Facilities in such a manner as to clearly document the Managing
Agency's performance hereunder.All such fiscal records,books,documents,
papers, plans, and writings will be retained by the Managing Agency and
kept accessible as required by law.
The Managing Agency agrees that the other Party and its authorized
representatives will have access to all books, documents, papers and
records of the Managing Agency which are directly related to the Supply
Facilities for the purpose of making any audit, examination, copies,
excerpts and transcripts.
ARTICLE IV
SYSTEM OWNERSHIP; ALLOCATION OF CAPACITY
4.1 System Ownership
The Parties each own an undivided interest in the Property and Supply
Facilities as set forth in the Exhibits 6 and 7 attached hereto.
4.2 Allocation of Capacity
Tigard's allocation of Capacity shall be 18 million gallons of water per day,
and Lake Oswego's allocation of Capacity shall be 20 million gallons per
day. The Managing Agency will develop a strategy to perfect water rights
over time with the Oregon Water Resources Department.
ARTICLE V
PROPERTY; CREATION OF TENANCY IN COMMON
5.1 Common Ownership
Lake Oswego, by warranty deed or assignment of easements, conveyed to
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Tigard an undivided proportionate interest as tenant in common in the
Property as set forth on Exhibit 6, attached hereto and incorporated by
reference. Property for Supply Facilities acquired after the date of this
Agreement will be acquired proportional to the Parties'respective allocations
of Capacity, according to the purchase price paid. Closing costs will be
shared equally.
5.2 Ownership Interest/Use
Lake Oswego's water rights were not transferred under any of the real
property transfers. Title to the Property will be held in the name of each
of the Parties in their respective undivided interest as tenant in
common. The Parties agree that except as provided herein,the Property
is dedicated for water supply purposes. The Parties intend that their
relationship, with respect to the Property,be a tenancy in common.
5.3 Covenant
The Parties declare that the Property is and will be held, conveyed,
pledged, encumbered, leased, rented, occupied, and improved subject to
the limitations, restrictions, covenants and conditions set forth in this
Agreement, all of which are declared to be in furtherance of a plan
established for the purpose of operating the Supply Facilities. All such
limitations,restrictions, covenants and conditions are intended to run with
the Property, and to inure to the benefit of and be binding upon all parties
having or acquiring any right, title, interest or estate therein. Other
incidental uses shall be limited or restricted to the extent they conflict with
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water supply purposes.
5.4 Partition
So long as this Agreement is in effect, no Party will seek or obtain through
any legal proceedings a judicial partition of the Property or sale of the
Property in lieu of partition, without the prior written consent of the other
Party.
ARTICLE VI
OPERATION AND MAINTENANCEOF SUPPLY FACILITIES
6.1 Management
Consistent with the terms of this Agreement and the Operations Plan, Lake
Oswego will have responsibility as Managing Agency to manage, operate,
maintain, repair, and replace the Supply Facilities until such time as the Parties
agree otherwise. The Managing Agency may perform work with its own forces
and charge the other Party therefore or by contract with another party.
6.1.1 Operation and Maintenance Costs. The costs of operation and
maintenance will be allocated between the Parties according to water
delivered from the water treatment plant to each Party's connection point
to their distribution systems, measured in hundred cubic feet (ccf)
imposed on the Supply Facilities multiplied by the operations and
maintenance expense rate in$/ccf, according to the provisions of Exhibit
8, attached hereto. The method for calculating the rate and water use
determination of payment will be set by the Managing Agency based on
the budget and anticipated water use considering the previous 12 months'
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water use.
6.1.2 Renewal, Repair and Replacement Costs. The Parties will budget and
appropriate funds as needed for renewal, repair, and replacement costs
as provided in Exhibit 7 according to the adopted Capital Improvement
Plan (CIP) and mutually agreed schedule for CIP projects. Unless
otherwise agreed, the Parties will make payments as required for
renewals, repair, and replacement proportional to that Party's ownership
interest in the Supply Facility component at the time the expenditure is
incurred and following receipt of an invoice.
6.1.3 Billing and Payment. Each Party will receive an invoice monthly from
the Managing Agency representing one-twelfth of the allocated
operations and maintenance budget amount for that Party.The invoice
may also include required payments for renewal, repair, and
replacement under Section 6.1.2, or the Managing Agency may send
a separate invoice for the specific project. Payment is due to the
Managing Agency within 30 days of receipt of the invoice. On March
1st of each year, the Managing Agency will send an invoice
calculating actual water usage as compared to estimated annualized
expenditures in the budget and reconcile them. The respective Parties
will pay (or receive credit for overpayment toward the next invoice)
based upon this reconciliation. As soon as reasonably possible after
June 30th of each year, the Managing Agency will conduct a similar
reconciliation and the Parties will pay or receive credit for overpayment
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as appropriate on the next invoice in the new Fiscal Year.
ARTICLE VII
PROPERTY MANAGEMENT
7.1 Property Management.
Consistent with the terms of this Agreement, the Parties agree that the
Property over,under, or upon which the Supply Facilities are constructed
will be operated and managed for water supply purposes as follows:
7.1.1 Duties. of the Managing Agency. The Managing Agency shall
have the responsibility and authority to perform the following
functions and may make decisions with respect to such matters as
to the Property unless otherwise provided in this Agreement.
7.1.2 Operation, Maintenance, Repair, and Replacement. To contract
for maintenance, security, repair, and aesthetics of the Property
pursuant to an approved budget, contract, or other approval of the
Parties as may be required by the terms of the Agreement.
7.1.2.1 Insurance. To obtain or renew such policies of property
insurance to insure the Property against loss or damage by
fire and other hazards covered by a standard policy of fire
insurance with extended coverage endorsements written
for the full replacement value of the Property. The
Managing Agency shall also obtain or renew a policy or
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policies of general liability, automobile and property
damage insurance with a single limit of not less than
$3,000,000. The Managing Agency may also obtain or
renew such umbrella or excess primary insurance policies
so long as the minimum amounts are maintained. The
policies shall provide for not less than 30 days' prior
written notice of cancellation. Each Party shall provide
workers compensation insurance for its employees. The
Managing Agency will receive, hold, and apply any
proceeds or reimbursement for claims for the benefit of
the Parties.
7.1.2.2 Payment of Expenses. To pay when due the expenses of
the Property and all other expenses or payments duly
authorized by the Parties.
7.1.2.3 Records. To maintain complete and accurate records of all
receipts and expenditures for the Parties.
7.1.2.4 Payment of Costs. Each Party shall be responsible for its
proportionate share of costs as set forth in Exhibit 8 related
to the Property. Amounts owed by each Party for expenses
related to the Property shall be invoiced as provided in
Section 6.1.3.
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ARTICLE VIII
SUPPLY FACILITIES
8.1 Use of Supply Facilities
The Parties will each use the Supply Facilities in a manner consistent with
prudent water utility practices and to minimize interference with each other's use
of its respective share of Capacity to meet its Demand. Prudent practices shall
include a mutual commitment to conservation and use of water without waste
implemented in the joint Water Management and Conservation Plan (WMCP).
The Parties anticipate that instances of overuse of Capacity by a Party will be
rare and the Parties will resolve such instances on a case-by-case basis. If a new
member is added or if another municipal entity is supplied by the Supply
Facilities so that additional demands on capacity are placed thereon,then,unless
caused by system operation conditions not caused by the overusing Party, any
use of 10% or greater by a Party of its allocated share of Capacity for two
consecutive years or three out of five years shall be deemed overuse. The
overusing Party will compensate the other Party at a lease rate as may be fairly
and equitably agreed upon by the Parties. In lieu of the above lease rate or in
combination with it,the Parties may agree to construct additional improvements,
change operating protocols, or reduce demand so that overuse shall cease to
occur.
82 Mutual Forecast Submittal
In order to make timely, reasonable and prudent judgments concerning meeting
respective demands for capacity, the need to lease capacity, the ability to lease
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capacity, and the terms and conditions of any such lease, periodically, but not
less often than every five years, each Party will submit to the Managing Agency
a 10-year planning forecast. The planning forecast will set forth the respective
projected water demands, capacity to serve that demand, and identify any
deficiencies in capacity by year for the 10-year period. Demand includes any
sale of water to third parties from capacity agreed to or reasonably anticipated
within the ten-year time frame. The Parties will agree on an appropriate course
of action as they deem reasonably available and prudent, under the forecasted
circumstances, including, but not limited to, leasing capacity from one to the
other,both within and without the timeframe of such planning forecasts.
8.3 Surface Water Rights
Surface Water Rights will remain in the name of Lake Oswego. By execution of
this Agreement,Lake Oswego agrees to hold these permits or certificates for the
benefit of Tigard and Lake Oswego to the extent of the rights of each allocated
under this Agreement. Development and beneficial use by the Parties of water
authorized in the Surface Water Rights of Lake Oswego will also accrue to the
benefit of all Parties, to the extent of their rights under this Agreement, without
regard to ownership.
8.4 Water Treatment Plant Facilities
Except during a curtailment event,each Party will have or obtain Capacity in the
Water Treatment Plant Facilities, to serve the Demand of the Party during the
Summer Period and the Winter Period up to the respective allocations. The
Capacity requirement for Water Treatment Plant Facilities shall consist of
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the average of the five(5) consecutive days containing the peak day demand
(mgd)imposed on the Supply Facilities by the Party for each Summer Period
and Winter Period. Capacity in the Water Treatment Plant Facilities may be
obtained by purchase of excess existing Capacity or leasing of Capacity from
another Party.
8.5 Transmission System
The Parties agree to maximize the use of the existing Transmission System
for the benefit of the Parties before construction of new transmission
facilities.
The Parties have agreed on connection points for delivery of water from
the Transmission System as set forth in Exhibit 3, which exhibit may be
updated and revised by resolution of each Party's city council. To the
extent that a Party needs additional Capacity in the Transmission System,
the Parties agree to sell or lease available Capacity in the Transmission
System prior to construction of new transmission facilities. When
expansion of the Transmission System is required, the Parties shall
follow the procedures as set forth in Article IX.
8.6 Finished Water Storat4e
Finished water storage reservoirs (Waluga #1 and Waluga #2) are used by
the Parties as shared water storage under the Supply Facilities. Waluga #1
is a 4-million-gallon facility with the capacity allocated to Lake Oswego.
Waluga # 2 is a 3.5-million-gallon facility with 1.8 million gallons of
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capacity allocated to Tigard and 1.7 million gallons allocated to Lake
Oswego. The Parties agree to operate and maintain these storage facilities
in an efficient and economic manner for both Parties. Notwithstanding this
provision, each Party will construct and operate separate adequate finished
water storage within its distribution system to meet their respective operating
and emergency conditions as set forth in the Operations Plan as required
under Article 12 and prudent utility practices. To the extent that a Party cannot
do so, it may make a request to the other Party for supplemental storage. If the
Party providing supplemental storage agrees to provide such storage, then the
Party receiving such supplemental storage will compensate the other Party as
mutually agreed.
ARTICLE IX
ADDITIONAL FACILITIES
9.1 Supply Facility Expansion Requirements
The Parties agree that use of the Supply Facilities by the Parties should be
accomplished first by utilizing the Capacity in the Supply Facilities to serve the
needs of the Parties.Expansion of the Supply Facilities should be expanded only
after the Parties are projected to be using all Capacity, within a reasonable
planning horizon or at such other times as the Parties deem appropriate. In
determining the appropriate time to begin expansion of the Supply Facilities,the
Parties shall consider the time required to provide for environmental reviews,
design, permits, and construction. Therefore, the Parties agree to lease Capacity
to another Party as provided for in Article X to reasonably and prudently defer
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capital improvements and costs thereof
9.2 New Surface Water Rights and Expansion For Supply Facilities
The Parties agree that finding opportunities to acquire new water rights (surface
or ground) may be of great significance to their long-range needs. This may
include the purchase of existing Surface or Ground Water Rights or application
for permits for surface,ground or stored water rights. The Parties agree that new
Clackamas River sources to be used in the Supply Facilities shall first be
acquired jointly in proportion to the Party's ownership interest in the Supply
Facilities.If a Party elects not to participate in the acquisition of additional water,
the other Party may proceed individually.
9.3 Expansion Rights in the Supply Facilities
The Parties agree that any expansion of the Supply Facilities shall be mutually
agreed and set forth in a separate project agreement. The Parties shall use
reasonable and prudent utility standards in determining when and to what size
the Supply Facilities should be expanded. Such determination shall take into
consideration the Demand requested by the Parties, the Capacity of the Water
Supply Facilities, prudent utility planning standards, available Surface Water
Rights, and Transmission System owned or capable of being leased or expanded
by the Parties. Based on the planning forecast of Section 8.2, a Party shall
provide written notice to the other Party of its desire to expand the Supply
Facilities. If they mutually agree, the Parties will place the proposed project on
the CIP. The intent of the Parties is to place the proposed project on the CIP for
a period of five years. In the third year of the CIP, the Parties shall each decide
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whether to accept or reject participation in the expansion. Notice by a Party to
participate in an expansion shall be in writing and specify the percent
participation in the expansion. Each Party shall have the right to participate in
the expansion in at least the same percentage level as the Party' s percent
ownership in the Supply Facilities at the time of the proposed expansion.A Party
may proceed individually if the other elects not to participate so long as the non-
participating Party is held harmless from financial obligation.
9.3 Non-Capacity Capital Improvements
There may arise other improvements which do not directly in and of
themselves provide for capacity increasing expansion of the Supply
Facilities. In such circumstances, the Parties will execute a separate project
agreement and determine the appropriate financial participation by each of
the Parties. They shall consider the purpose for the construction of the asset
and the benefits to be received by each of the Parties from the asset in
determining the financial participation requirement of each. A Party may
proceed individually if the other elects not to participate so long as the non-
participating Party is held harmless from financial obligation or other adverse
impact.
ARTICLE X
LEASING
10.1 Leasinw
As provided for in Article 8, the Parties will lease to the other Capacity in the
Surface Water Rights and Supply Facilities to the extent available according to
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the planning forecast.
10.2 Purpose
The purpose of this Article is to acknowledge the rights of the Parties to lease
from each other the unused portion of their respective 18 mgd and 20 mgd
allocations of the total 38 mgd Capacity of the Supply Facilities. This section is
not intended to limit the Parties from mutually agreeing to leasing supply
capacity to each other that varies from the terms of this Agreement.
10.3 Right to Lease
Lake Oswego has the right to lease to Tigard and Tigard to lease from Lake
Oswego such unused capacity of its 20 mgd as may be determined by Lake
Oswego to be reasonably available and prudent to be leased to Tigard pursuant
to Section 8.2 or as they may otherwise agree. Tigard has the right to lease to
Lake Oswego and Lake Oswego to lease from Tigard the unused capacity
portion of its 18 mgd capacity as may be determined by Tigard to be reasonably
available and prudent to be leased to Lake Oswego pursuant to Section 8.2 or as
the Parties may otherwise agree.
10.4 Term
The term of any lease for Supply Facilities will be for a minimum of one(1)year
and a maximum of ten (10) years and upon such conditions for renewal as the
Parties determine. A lease is to be a short-term measure that allows the Parties
to defer expansion or new construction of other water supply options not
associated with the Supply Facility and to provide Parties with a near-term stable
planning horizon. The Parties do not intend to have perpetual renewal terms.
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10.5 Lease Payments
The lease payment for Supply Facilities will be determined by utilizing the
Depreciated Replacement Cost Value of the asset amortized over the remaining
Book Depreciation Life of the asset at an interest rate equal to the Municipal
Bond Index rate plus 200 Basis Points at the year of the lease payment or a
comparable index. The lease payment will be fixed for lease terms of five (5)
years or less. For lease terms of greater than five (5) years, the lease payment
will be recalculated every five (5)years in accordance with this Section 10.5.
10.6 Effective Date of Leases
The effective date for leases set forth in this Article 10 shall be on April 1,
following the adoption of this Agreement and every April 1,thereafter.
10.7 Curtailment of Leasing Capacity
The Parties agree that a condition of any lease will be that the lessee Party will
be provided Capacity to the same extent that Capacity is available to serve the
lessor Party's Demand. Curtailment of Capacity resulting from reduced
availability of water will be based on conditions of approval on the Lake
Oswego water rights and any reduction or limitation will be shared equally
among the Parties.
ARTICLE XI
SALES TO OTHERS
11.1 Water Sales to Others
In addition to the Existing Wholesale Customers,Retail Customers of any Party,
existing mutual aid agreements, or extension of service to areas identified in
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Exhibit 2, either Party may contract for the sale of water within that Party's
allocation of Capacity to any other entity or person provided the contract is on a
surplus basis. Any contracts of sale of water that are not on a surplus basis shall
require approval of the other Party and compliance with the terms of this
Agreement. Any contract shall be administered by the selling Party and all
proceeds of water sales will be directly invoiced to the buyer and collected by
the selling Party.
The Parties have jointly entered into an agreement with the City of West Linn
and South Fork Water Board for emergency and mutual aid purposes,as set forth
on Exhibit 9,attached hereto and incorporated by reference. This agreement will
be managed by the Managing Agency.Any water provided under that agreement
shall be allocated proportionately to and deducted from each Party. Any
revenues derived from the joint sale of water under Exhibit 9 will be paid to the
Managing Agency. Net proceeds from such sales shall be credited back to the
Parties based on a method as mutually agreed. Net proceeds will be those
proceeds remaining after expenses, renewals, and replacements and
contingencies are paid.
ARTICLE XII
OPERATIONS AND OTHER PLANS, PROTOCOLS AND STRATEGIES
12.1 Planning Responsibilities
The Managing Agency, with the aid and assistance of the Management
Committee, will develop various plans, protocols, or strategies as specified
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in this Agreement or as deemed necessary to meet prudent utility practices.
Any plan or plans may separately address the following topics or be included
with other topics: operations, capital improvements, water management and
conservation(including Curtailment),water rights,emergency response, and
communications and may be revised or amended at any time. The
Partnership Committee will have the opportunity to review and comment on
any proposed plan,protocol, strategy, or amendment thereof. Excluding the
Operations Plan, if a Partnership Committee representative proposes an
amendment, then the Partnership Committee will determine, by majority
consensus, to forward the amendment to the Management Committee for
study. The Management Committee will provide its recommendation to the
Partnership Committee.
12.2 Operations Plan
The Parties have adopted an Operations Plan for the Supply Facilities. The
Operations Plan includes agreed comprehensive protocols and methodology
to provide for water quality, treatment standards and protocols, asset
management and for the equitable, effective and efficient operation of the
Supply Facilities in accordance with generally accepted utility practices
regarding the operation, management, capital repair, replacement, and
improvements, and all aspects of the Supply Facilities. The Operations Plan
may be updated as recommended by the Managing Agency and Management
Committee, with review and comment by the Partnership Committee.
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12.3 Joint Water Management and Conservation Plan(including Curtailment)
The Parties have adopted a joint Water Management and Conservation Plan
(WMCP) for the Supply Facilities in compliance with the laws of the State
of Oregon and will maintain compliance therewith through periodic updates
as required. If a Party adopts a separate WMCP for its distribution system,
that separate plan must be consistent with the joint WMCP. Any proposed
separate WMCP will be reviewed by the Management Committee in advance
of council adoption.
The Curtailment Plan element of the joint WMCP will provide that if an
emergency or water shortage requires curtailment, the reduction in available
water shall be shared proportionately according to allocation of capacity.
12.4 Capital Improvement Plan
The Parties will develop and maintain a Capital Improvement Plan(CI?) for
the Supply Facilities which will be reviewed and, if necessary, revised
periodically during the budget process. The CIP may be amended at any
time following review by the Partnership Committee and approval by the
city councils.
12.5 Emergency Response Plan
In accordance with legal requirements and prudent utility practices, the
Parties will adopt, maintain, and modify as necessary a comprehensive
Emergency Response Plan (ERP) that includes provisions for public
outreach and communications as well as interface with state and local offices
of emergency management.
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12.6 Communications Protocols and Strategies
The Parties agree that coordinated communications for the councils, staff,
and customers of each Party is vital to public confidence in the drinking
water supply. The Managing Agency, with the aid and assistance of the
Management Committee, has and will adopt communications protocols and
strategies. The protocols and strategies may be included in other plans such
as the Operations Plan, WMCP or ERP, or a separate document.
Communications protocols and strategies will be performance based and
placed in documents deemed best suited to provide guidance to each Party
depending on the circumstances.
Any communications plan or protocol will endeavor to provide consistent,
timely, and clear messaging with updates as additional information is
discovered. Each Party shall have a designated point of contact or alternate
(Designee) to give and receive notifications from the other Party at any and
all times. It shall then be the responsibility of the Designee to communicate
and disseminate information internally. Except where required by law, it
will be at the discretion of the Party as to how and what information it
provides to its customers. The Parties will endeavor to jointly coordinate the
content of any information to be released to the public. Any public press
releases or statements shall be provided to the other Party's Designee if time
allows.
The Managing Agency will provide notice to the Designee regarding any
issue affecting water supply, water quality, need for curtailment, or other
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emergency measures as soon as reasonably practical under the
circumstances. The Managing agency will provide updated information as
it is reasonably verified. The Designee will be responsible to communicate
with the Designee's appointing Party.
12.7 Alternate Supply
The Parties recognize and agree that in curtailment events, Tigard is in the
best position to mitigate against adverse effects by accessing alternate
interim water supply from multiple sources. (Alternate Supply). These
Alternate Supplies allows Tigard to reduce or eliminate demand on the
Supply Facilities or to provide water to Lake Oswego, all to Lake Oswego's
benefit. In such cases where Tigard suspends or reduces its demand on the
Supply Facilities to enable Lake Oswego to supply its customers by using
Alternate Supply or provides Alternate Supply to Lake Oswego, Lake
Oswego agrees to compensate Tigard for the direct and indirect cost of
Alternate Supply. Tigard's selection of Alternate Supply shall be outcome
based made in good faith considering cost, water quality, availability, and
operational efficiency.
ARTICLE XIII
WITHDRAWAL, TERMINATION OF MEMBERSHIP, SALE OF ASSETS AND
DISSOLUTION
13.1 Complete or Partial Termination of Interest
Any Party may elect to terminate all or part of its participation in this Agreement
and withdraw from the Supply Facilities as designated(full or partial)by giving
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written notice of its desire to terminate to the other Party and stating a date for
termination which may not be less than two (2) years from the date of notice.
The remaining Party receiving notice of termination will have the first option to
purchase the terminating interest. If Tigard terminates in whole or in part, the
purchase price will not include any value for water as those water rights
remaining with Lake Oswego. If Tigard completely terminates from this
Agreement, it shall not receive water unless Lake Oswego agrees in writing. If
Tigard partially terminates, its 18 mgd capacity shall be adjusted to reflect its
retained, proportionate interest. The Parties shall meet for the purpose of
establishing the price for the terminated interest. The meeting shall be held
within 90 days following receipt of notice of termination.
Notice to the selling Party of the other Party' s intent to buy all or a portion of
the terminating interest shall be given no later than three(3)months after receipt
of the written notice of the Party's desire to terminate. If the remaining Party
purchases less than the full portion of the terminating interest, the Parties also
agree that any unpurchased interest may be sold to another local government
party so long as that other local government party becomes subject to all terms
and conditions of this Agreement.The terminating Party shall use best efforts
to find another local government partner to buy the remaining unpurchased
interest or to assign or lease capacity so as not to unduly burden the remaining
Party. Consent by the remaining Party for another local government party to
purchase,take assignment, or lease the Supply Facilities to this Agreement shall
not be unreasonably withheld. Any assignment or lease of an unpurchased
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interest to another local government shall not relieve the party from its
obligations under this Agreement,unless the agreement specifically provides for
such release. Negotiations of the terms of sale, assignment, or lease to another
local government Party shall include the non-terminating Party as to those terms
which directly impact its operational and financial interest.
13.2 Sale of Assets
A Party may offer to sell to the other Party its ownership interest in an identified
portion of the Supply Facilities (e.g., a percent of the Transmission System).
Notice of the proposed sale shall be given to the other Party by the Party wishing
to sell. Such notice shall specify the material terms and conditions of the sale.
The terms and conditions of Section 13.1 shall apply. If the other Party
determines not to purchase, the selling Party may also assign or lease the
unpurchased interest to another local government party. Consent to such
assignment or lease shall not be unreasonably withheld or relieve the Party from
its obligations under this Agreement.
13.3 Valuation of Interest
The Parties shall meet to agree upon a price within 90 days of the receipt of
notice under Sections 13.1 or 13.2. The price shall be fixed by determining
the terminating/selling Party's interest in the subject assets using the
Depreciated Replacement Cost Value. Nothing herein shall prevent the
Parties from agreeing upon a price through negotiation and unanimous
consent. Sales, assignments, or leases to third parties are not subject to the
valuation formula of this Section.
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13.4 Payment
The payment price for the subject interest shall be paid in full on the date of
termination set forth in the notice of intent to terminate/sell, as agreed by the
Parties or award of arbitration or court. Interest shall commence to accrue
from the date of agreement arbitration or judgment at the Local Government
Investment Pool rate. If a Party fails to pay the purchase price in full at the
date of termination, then the terminating/selling Party shall have the right to
sell or transfer or assign the subject interest to any other government entity
as provided in Section 13.1 or 13.2.
13.5 Default and For Cause Termination
The failure of a Party to perform any duty imposed upon it by this Agreement
shall constitute a default. The non-defaulting Party shall have the right to
give the defaulting Party a written notice of default,which shall describe the
default in reasonable detail and state the date by which the default must be
cured, which date shall be at least 60 days after receipt of the notice of
default, except in the case of a failure to advance funds, in which case the
date shall be 30 days after receipt of the notice of default.
13.5.1 Opportunity to Cure. If, within the applicable period described in
Section 13.5, the defaulting Party cures the default,begins to correct the
default within the applicable period and continues corrective efforts with
reasonable diligence until a cure is completed, or if the failure is one
(other than the failure to make payments) that cannot in good faith be
corrected within such period and the defaulting Party presents a cure plan
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that complies with all laws and regulations, the notice of default shall
be suspended and the defaulting Party shall lose no rights under this
Agreement. If, within the specified period, the defaulting Party does
not cure the default or begin to cure the default as provided above or
request Dispute Resolution, the non-defaulting Party may pursue rights
and remedies under this Agreement.
13.5.2 Rights Upon Default. If the defaulting Party has not cured the default as
provided in Section 13.5.1, it shall have no voting rights under this
Agreement until the default has been cured. In addition, the non-
defaulting Party may pursue any other remedy available at law or in
equity against the defaulting Party,including but not limited to,an action
for damages, costs of obtaining substitute water, or other performance.
13.6 Dissolution of the Agreement
This Agreement may be terminated and dissolved by mutual agreement of the
city councils.Upon dissolution,the Parties shall agree on a Dissolution Plan and
schedule to wind down and dissolve the business affairs.Unless modified by the
Dissolution Plan, the dissolution shall be effective only after all debts and
obligations are paid or provision for payment is made. Each Party shall assume
a share of the debts and obligations in proportion to their ownership in the Supply
Facilities unless the instrument or transaction that created the debt or obligation
specified otherwise. The Parties shall execute those documents necessary to vest
proportionate ownership of the Supply Facilities and Property in each Party and
execute a post dissolution water supply agreement and a management agreement
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for the Supply Facilities and Property.Nothing herein shall prevent a Party from
accepting cash or other consideration in lieu of continued proportionate
ownership in the Supply Facilities and Property. The cost of dissolution shall be
treated as an operation and maintenance expense.
13.7 Water Supply to Tigard
If Lake Oswego elects to terminate this Agreement, or if the Parties mutually
agree to dissolve this Agreement, Lake Oswego agrees to provide Tigard with
treated water sufficient to supply 18 million gallons per day so that Tigard is
always assured of having sufficient source to supply its capacity share and usage
of the Supply Facilities. Negotiation of a mutually agreeable water supply
agreement shall be a condition precedent to any termination of this Agreement
by Lake Oswego or Dissolution Plan.
13.8 Unreasonable Withholding of Consent
Unreasonable withholding of consent shall be those reasons other than fmancial
considerations, availability of alternate water sources, water usage
characteristics water service territory, water demand forecasts, technical or
operational expertise, history as a recognized local government water service
provider, ownership, control, operation by or for a private entity or person, or
other relevant matters considered in reasonable and prudent utility management.
ARTICLE XIV
DISPUTE RESOLUTION
14.1 Dispute Resolution
The Parties hereby agree that resolution of any disputes arising out of this
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Agreement shall follow the steps as set forth in Section 14.2.However,nothing
shall prevent the disputing parties (Disputing Parties) from waiving any of the
steps by mutual consent. This Agreement obligates the Parties to achieve the
mutual benefit of the Supply Facilities,Property,and Water Rights. Each Party
agrees to bring forward issues regarding past performance or anticipated
performance of obligations and duties at the earliest reasonable opportunity so
that the Parties can work toward solutions in an attempt to avoid formal
declaration of default.The Dispute Resolution process is to encourage solutions
at the earliest stage through negotiation.
14.2 Dispute Resolution Stps
Step One: (Negotiation)
Either Party may give notice and description of the dispute (Notice). The city
managers or their designees shall meet and attempt to resolve the issue. If the
dispute is resolved at this step, there shall be a written determination of such
resolution, signed by each city manager and ratified by the governing bodies.
Step Two: (Mediation)
If the dispute cannot be resolved at Step One within thirty(30)days after Notice
is given, the Parties shall submit the matter to non-binding mediation in
accordance with ORS Chapter 36. The Parties shall attempt to agree on a
mediator(Neutral). If they cannot agree, the Parties shall request a list of five
(5) Neutrals from an entity or firm providing mediation services. The Parties
shall mutually agree on a Neutral from the list provided. Any common costs of
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mediation shall be shared equally by the Parties. The Parties shall make good
faith efforts to conclude mediation within 60 days after selection of the Neutral.
If the issue is resolved at this step, a written determination of such resolution
shall be signed by each city manager and ratified by the governing bodies.
Step Three (Litigation or Mutually Agreed Arbitration)
After exhaustion of the preceding processes, either Party may elect to
submit all disputes or claims arising out of this Agreement to the Circuit
Court of the State of Oregon for the County of Clackamas. However, if
both parties mutually agree, the dispute may be submitted to binding
arbitration under the rules and processes of U. S. Arbitration and
Mediation of Portland, Oregon or similar mutually agreed process. Each
Party shall select an arbitrator and the two shall appoint a third arbitrator.
All costs of the arbitrators and arbitration proceedings shall be borne
equally. The arbitrators may determine a different allocation of these costs
if they fmd a Party asserted a frivolous claim or position. The Oregon
Rules of Civil Procedure relating to discovery and the Oregon Evidence
Rules will apply. The decision of the panel shall be binding and may be
enforced by entry of an award as a judgment.Nothing herein shall prevent
the Disputing Parties from selecting a single arbitrator by agreement.
14.3 Legal Fees
Each Disputing Party shall bear its own legal and expert witness fees at all
stages of proceedings, including any appeals.
Page 46-Lake Oswego-Tigard Water Supply Agreement
ARTICLE XV
NOTICES
Any notice herein required or permitted to be given will be given in writing and effective when
actually received by hand delivery or by the United States mail,first class postage prepaid,addressed
to the Parties as set forth below. The Parties will notify the Managing Agency of any change of
address or title for receipt of notices under this Agreement.
LAKE OSWEGO The City of Lake Oswego
Attention: City Manager
380 A Avenue
P.O. Box 369
Lake Oswego, OR 97034
With a copy to:
City of Lake Oswego
City Attorney
380 A Avenue
PO Box 369
Lake Oswego, Or 97034
TIGARD City of Tigard
Attention: City Manager
13125 SW Hall Blvd.
Tigard, OR 97223
With a copy to:
City of Tigard
City Attorney
13125 SW Hall Blvd
Tigard, OR 97223
ARTICLE XVI
GENERAL PROVISIONS
16.1 Instruments of Further Assurance
From time to time, at the request of a Party, each Party will, without further
consideration, execute and deliver such further instruments, and take such
Page 47-Lake Oswego-Tigard Water Supply Agreement
further action as may be reasonably required to fully effectuate the purposes of
this Agreement.
16.2 Entire Agreement
This Agreement embodies the entire agreement and understanding between
the Parties hereto with respect to the Supply Facilities and supersedes all
previous agreements and understandings relating to the Supply Facilities
except as provided herein.
16.3 Assignment, Sale or Transfer
No Party has the right to sell,transfer or assign its interest in this Agreement(or
any portion thereof) or asset(s), without the prior written consent of the other in
accordance with requirements of this Agreement. No Party may sell, transfer,
assign its interest, or sell water to an existing wholesale customer in the other
Party's service area as set forth on Exhibit 2 without the prior written consent of
the other Party in accordance with the requirements of this Agreement.
16.4 Severability
In case any one or more of the provisions contained in this Agreement is found
to be invalid, illegal, or unenforceable in any respect, the validity, legality, and
enforceability of the remaining provisions contained herein will not in any way
be affected or impaired thereby.
16.5 Counterparts
This Agreement may be executed in any number of counterparts and by the
Parties or separate counterparts, any one of which constitutes an Agreement
between and among the Parties.
Page 48-Lake Oswego-Tigard Water Supply Agreement
16.6 Headin;s
The article,section and subsection headings contained in this Agreement are
for reference purposes only and do not in any way affect the meaning or
interpretation of this Agreement.
16.7 Force Majeure
No Party will be considered in default in the performance of its obligations
under this Agreement to the extent that the performance of any such obligation
is prevented or delayed by any cause, existing or in the future,which is beyond
the reasonable control of the affected Party, including, but not limited to, Acts
of God, earthquake, labor disputes, civil commotion, war events beyond the
reasonable control of the Parties, such as regulatory restrictions or
requirements, permit issuance, and the like. In the event a Party claims that
performance of its obligations was prevented or delayed by any such cause,that
Party will promptly notify the other Parties of that fact and of the circumstance
preventing or delaying performance. Such Party so claiming a cause of delayed
performance will endeavor to the extent reasonable to remove the obstacles
which preclude performance.
16.8 Consolidation. Merger, Annexation
16.81 Change of organization is defined as the consolidation or merger of a
Party with another city under ORS 222.610 et seq.
16.82 Any new entity created by change of organization involving a Party to
this Agreement requires prior consent of the other Party as to the
successor or surviving entity's entitlement to be an owner of the Supply
Facilities, based on the entity's legal, financial, and technical ability to
Page 49-Lake Oswego-Tigard Water Supply Agreement
assume the original Party's obligations under this Agreement. Such
consent will not be unreasonably withheld. If the surviving or successor
entity is approved, the original Party's obligations and rights hereunder
shall be binding upon and inure to the benefit of the surviving or
successor entity and that entity will be subject to all obligations of this
Agreement.
16.83 Annexation of or provision of service to an area beyond that area
identified for each Party in this Agreement and any transfer of a Party's
territory to a water authority formed by one or more cities,water districts,
or both, requires the prior consent of the other Party, which will not be
unreasonably withheld considering capacity and demands and other
system factors. Annexations or service to identified areas do not require
consent.
16.9 Survival of Covenants.
Any provision of this Agreement which,by its terms has or may have application
after the expiration or earlier termination of this Agreement, including all
covenants, agreements, and warranties, shall be deemed to the extent of such
application to survive the expiration or termination of this Agreement.
16.10 Indemnity
To the extent permitted by the Constitution and laws of Oregon, each Party
agrees to defend, indemnify and hold harmless the other from and against any
and all actual or alleged claims, damages, expenses, costs, fees, including but
not limited to attorney, account, paralegal, expert, and escrow fees, fines,
environmental costs or penalties (collectively "costs"), which may be imposed
Page 50-Lake Oswego-Tigard Water Supply Agreement
upon, claimed against, or incurred or suffered by the Party, unless and to the
extent it was resulting from an individual Party's negligence or willful
misconduct.
16.11 No Third Party Beneficiaries
The Parties hereto are the only Parties to this Agreement and the only persons
or entities entitled to enforce its terms.
16.12 Future Modifications
Every five (5) years, the Partnership Committee may review this Agreement to
determine if modifications to this Agreement are necessary or desirable.
However, such modifications require approval of each Party's city council.
IN WITNESS WHEREOF the Parties have dated and signed this Agreement.
[Signatures on following page]
Page 51 -Lake Oswego-Tigard Water Supply Agreement
CITY OFLAKE OSWEGO CITY OFTIGARD
Mayor Mayor
Dated Dated
City Recorder City Recorder
Dated Dated
City Attorney City Attorney
Dated Dated
Page 52-Lake Oswego-Tigard Water Supply Agreement
•
1 Interim Supply to Lake Oswego (not allocated)
2 Raw Water Intake : allocated)
3 Raw Water Transmission
4 Water Treatment Plant: Land
5 Water Treatment Plant: Structures & Equipment (not allocated)
6 Finished Transmission Main (not allocated)
7 Waluga Reservoir: Land (Reservoir Property)
8 Waluga Reservoir: Structures & Equipment (not allocated)
9 Bonita Pump Station (not allocated)
10 Computer System/Software
11 General Plant
Exhibit 1
Existing Real Property,Supply Facility Components and Valuation
Current Year 'Assumed Escalation
May 2008 ENR CCI ,Pro cted Jul./2008 ENR CCI 8,208
Acquisition Acquisition Original July Today Acquisition Useful Life Depreciation
Allocation Asset Description Date Amount ENR CCI 2008 CCI Amount tlnyears) Amount Vitus Today
Water Treatment Plant Land • 8,208
4 :Plant Site ,a'
>. :..__,_. 6/30/1966 $ 83,79T• $ 595.491 �nrro
$ - $ 595,491
Sub Total $ 83,797 $ 595,491 $ - $ 595,491
Raw Water Transmission 1.280 8,208
3 Raw Water Transmission 6/30/1969 $ 590,137 $ 3,816,979 100 $ 1,488,622 $ 2,328,357
3 Pipieline Easements 6/30/1969 $ 22,000 $ 142,295 100 $ 55,495 $ 86,800
Sub Total $ 612,137 $ 3,959,274 $ 1,544,117 $ 2,415,157
pistribution Storage
Reservoir Property 6/29/1980 $ 8,416 3,237 8,208 $ 21,340 • $ - $ 21,340
Waluga Reservoir' ,3/30/1983 $ 1,281,427' 4,066 8,208 $ 2,586,753 $ 646,688 $ 1,940,065
Sub Total $ 1,289,843 $ 2,608,093 $ 646,688 $ 1,961,405
computer SWstems/Software
:r SC,ACA System Upgrade .1.. - -6/30/1991 $ 180,722 4,835 8,208 $ 306,791 $ 260,773 $ 46,019
10 ,Scada Software Upgrade 6/30/1999 $ 33,500 .6,059 8,208 $ 45,381 $ 20,421 $ 24,959
Sub Total $ 214,222 $ 352,172 $ 281,194 9 70,978
I
General Plant
11 ' Other 6/8/1982 $ 17,000' 3,825 8,208 $ 36,479 $ 36,479 $
11 Vehicles', 6/8/1986 $ 24,000 4,295 8,208 $ 45,864 21 $ 45,864 $
11Vehicles 6/30/1999 $ 20,500 6,059 8,208 $ 27,770 20 $ 12,497 $ 15,274
Sub Total $ 61,500
$ 110,114 $ 94,840 S 15,274
Lend Additions
2006 RMV(land Only)
Waluga Res#1 ' 1976 $ 329,841 I. Land $ $ 329,841
7 4800 Carmen Dr 1992 $ 237,346' Land $ - $ 237,3461
7 Vacant Parcel 1992 $ 253,485 Land $ $ 253,485
4 4260 Kenthorpe Way 1966 $ 680,014 Land $ - $ 680,014
4 WTP Property 1979 $ 132,652 Land. $ - $ 132,652
4 4245 Mapleton Dr 1989 $ 258,916 Land $ $ 258,916
4 4305 Mapleton Dr 1995 $ 258,916 Land $ $ 258,916
4 4315 Mapleton Dr- 1989 $ 258,916 Land $ - $ 258,916
4 South of Plant Site_ 1989 $ 47,430 Land $ - $ 47,430
Clackamas River Intake&Pump Station
Structure _`,0/1969 $> 121,980 1,269 8,208 $ 788,961 60 $ 512,825 $ 276,136
Pumps&equipment 6/30/1969 $ 50,825 1,269 8,208 $ 328,734 40 $ 320,515 $ 8,218
Piping and Valves 6/30/1969 $ 20,330 1,269 8,208 $ 131,494 60 $ 85,471 $ 46,023
Electrical,1&C,HVAC 6/30/1969 $ 10,165 1,269 8,208 $ 65,747 40 $ 64,103 $ 1,644
Seismic Upgrades 1980 $ 131,000 6,538 8,208 $ 164,458 60 $ 76,747 $ 87,711
Pumps 1980 $ 40,000 3,237 8,208 $ 101,425 40 $ 70,998 $ 30,428
Pumps No.4 2002 $ 153,833 6,538 8,208 $ 193,123 40 $ 28,968 $ 164,154
Intake Fish Screens 2002 $ 1,352,600 6,538 8,208 $ 1,698,060 20 $ 509,418 $ 1,188,642
Piping and Valves 1980 $ 10,000 3,237. 8,208 $ 25,356 60 $ 11,833 $ 13,523
Electrical and HVAC 1980 $ 21,000 3.237 8,208 $ 53,248 40 $ 37,274 $ 15,974
intake Land
Water Treatment Plant
Site Work` I 6/30/1969 $ 155,915 1,269 8,208 $ 1,008,451 60-$ 655,493 $ 352,958
Concrete and Buildings 6/30/1969 $ 479,739 1,269 8,208 $ 3,102,930 60 $ 2,016,904 $ 1,086,025
Pumps 6/30/1969 $ 4,197 1,269 8,208 $ 27,146 40'$ 26,467 $ 679
Mechanical Equipment 6/30/1969 $ .125,931 1,269 8,208 $ 814,516 40 $ 794,153 $ 20,363
Piping and Valves 6/30/1969 $ 191,895 1,269 8,208 $ 1,241,168 60 $ 806,759 $ 434,409
Electrical,l&C,HVAC 6/30/1969$ 191,895 1,269 8,208 $ 1,241,168 40 $ 1,210,139 $ 31,029
Filter Media,and Underdrains 6/30/1969 1,269 8,208 $ 40 $ - $
Chemical Addition 6/30/1969 1,269 8,208 $ • 40
Clear Well 6/30/1969 $ $ -
L269 8,208 $ - 60. $ • $
Solids Dewatering Facilities 6/30/1969 1,269 8,208 $ 60•$ $
Miscellaneous 6/30/1969 $ 11,993 1,269 8,208 $ 77,570 20 $ 77,570 $
Engineering 6/30/1969 1,269 8,208 $ - 60. $ $
Expansion 1980 $ 80,221 3,237 8,208 $ 203,411 60 $ 94,925 $ 108,486
Site Work' 1998 $ 510,000 5,920 8,208 $ 707,094 60:$ 117,849 $ 589,245
. Expansion 1980 $ 333,224 3,237 8,208,$ 844,933 60 $ 394,302 $ 450,631
Seismic/ADA/Code 2000 $ 498,498 6,221 8,208 $ 657,706 60:$ 87,694 $ 570,012
Expansion 1980 $ 86,391 3,237 8,208 $ 219,056 60 $ 102,226 $ 116,830
Pumps and Equipment 1999 $ 507,925 6.059 8,208 $ 688,061 40- $ 154,814 $ 533,248
Expansion 1980 $ 67,879 3,237 8,208 $ 172,116 60 $ 80,321 $ 91,795
Mechanical 2001 $ 641,126 6,343 8,208 $ 829,616 40 $ 145,183 $ 684,433
Expansion . 1980 $ 357,906 3,237 8,208 $ 907,517 60 $ 423,508 $ 484,009
Expansion 1980 $ .178,954 3,237 8,208 $ 453,761 '60' $ 211,755 $ 242,006
Electrical 1999 $ 66,247 6,059 8,208 $ 89,742 40 $ 20,192 $ 69,550
Electrical&instrumentation 2001 $ 568,584 6,343 8,208 $ 735,721 40 $ 128,751 $ 606,970
Expansion 1980 $ 83,923 3,237 8,208 $ 212,798. 60 $ 99,306 $ 113,492'
Filters&Structural Work 2001 $ 416,886 6,343 8,208 $ 539,450: 40 $ 94,404 $ 445,046
Sodium Hypochlorite System 1998 $ 282,793 5,920 8,208 $ 392,081 ' 40'$ 98,020 $ 294,061
Lime Sotrage/Feed System 1998$ 1,000,158 5,920 8,208 $ 1,386,677` 40,$ 346,669 $ 1,040,008
CO2 Storage/Feed System 1998 $ 238,357 5,920 8,208 $ 330,472• 40' $ 82,618 $ 247,854
Alum Sotrage/Feed System 1998 $ 522,800 5,920 8,208 $ 724,840 40 $ 181,210 $ 543,630
Clear Well Baffle - 1996 $ 107,293 5,622 8,208 $ 156,642 40 $ 46,993 $ 109,650
Solids Dewatering Lagoons 1999 $ 1,084,518 6,059 8,208 $ 1,469,144 40 $ 330,557 $ 1,138,587
Expansion 1980 $ '45,664 3,237 8,208 $ 115,787 60 $ 54,034 $ 61,753
Engineering 1998 $ 311,460 5,920 8,208 $ 431,826 60 $ 71,971 $ 359,855
Engineering 1999 $ 120,000 6,059 8,208 $ 162,558 60 $ 24,384 $ 138,174
Engineering 2000 $ 126,653 6,221 8,208 $ 167,103 60 $ 22,280 $ 144,822
Engineering 2001 $ 332,000 6,343 8,208 $ 429,608 60 $ 50,121 $ 379,487
Finished Water Transmission
24-inch Finished Water Main 6/30/1969 $ 473,456 1,269 8,208 $ 3,062,292 100 $ 1,194,294 $ 1,867,998
WTP Transmission Main 6/30/1969 $ 42,618 1,269 8,208 $ 275,651 100 $ 107,504 $ 168,147
North Shore-Iron Mtn.Pipelines 6/30/1970 $ 534,142 1,381 8,208 $ 3,174,619 100 $ 1,206,355 $ 1,968,264
Upper Or-Iron Mtn.24 Inch Pipeline 6/30/1985 $ 575,398 4,195 8,208 $ 1,125,810 100 $ 258,936 $ 866,873
Cathodic Protection System 4/1/2000 $ 486,097 6,221 8,208 $ 641,344 40 $ 128,269 $ 513,075
$ 2,111,711 .
$ 5,384,358
Sub Total $ 15,866,160 $ 34,828,504 $ 13,665,082 $ 26,547,780
Calculated Total Current
Acouis@Ion Value 2008 Value Depreciation Value
TOTAL ASSETS $ 18,127,659 $ 42,453,649 $ 16,231,922 $ 31,606,085
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Exhibit 4 .
City of Lake Oswego Water Rights Summary
Permitee Application/Permit# F Authorized Authorized Amount Amount Priority Source
amount place of developed/certificate# undeveloped Date water
(cfs/mgd) use _ (cfs/mgd) (cfs/mgd)
City of S43365/S32410 50/32.32 City of Lake 25/16.16/C78332 25/16.16 3/14/1967 Clackamas
Lake Oswego and River
Oswego City of
Ti&ard'
City of S50819/S37839 9/5.81 City of 0 9/5.81 7/5/1973 Clackamas
Lake Tualatin and River
Oswego Tigard
Water
District2
Notes: 1. The City of Lake Oswego is currently seeking extensions of time to fully use all water authorized under permit Nos. S32410,
S37839 and S43246. Proposed Final Orders(PFO)approving the City's request are pending at Water Resources Department
(WRD)in Salem. It is expected protests will be filed on the PFO's once they are issued for public comment.
2. The City has submitted its water management and conservation plan to WRD and no public comments on the plan were filed
during the 30-day public comment period. An approved WMCP is required before the City can access any portion of
undeveloped water noted above.
1 Permit Amendment T-8358 amended Permits S32410 and S37839 to include the City of Tigard as authorized places of use.
2 Permit S37839 was granted to the City of Lake Oswego for the benefit of the Cities of Tualatin and the Tigard Water District.
EXHIBIT 5
Lake Oswego Tigard Water Project
SUMMARY OF EASEMENTS
1. Name: Permanent Waterline Easement
Grantor: TRC Oswego Village, LLC, an Oregon limited liability company
Grantee: City of Lake Oswego,an Oregon municipal corporation
Entered: January 5,2016
Awarded pursuant to a Stipulated Final General Judgment signed on
December 31, 2015, by Circuit Court Judge Michael C.Wetzel, and entered
on January 5,2016, in the matter of The City of Lake Oswego, an Oregon
municipal corporation vs. TRC Oswego Village, LLC, and Clackamas County
Circuit Court Case No. CV15030140,and described on the attached Exhibit
A-1.
2. Name: Permanent Subsurface Waterline Easement
Grantor: Jolyn of Gladstone, LLC, an Oregon limited liability company
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: July 16, 2013
Recording Date: July 29,2013
Recording No.: 2013-052971,Clackamas County Official Records
As amended by
Name: First Amendment to Permanent Subsurface Waterline Easement
Grantor: Jolyn of Gladstone, LLC,an Oregon limited liability company
Grantee: City of Lake Oswego,a Municipal Corporation
Dated: July 7, 2015
Recording Date: July 9, 2015
Recording No.: 2015-044771
3. Name: Permanent Subsurface Waterline Easement
Grantor: Mike Rails, LLC, a Washington limited liability company
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: July 3, 2013
Recording Date: July 29, 2013
Recording No.: 2013-052970
As amended by
Name: First Amendment to Easement
Grantor: Mike Rails, LLC,a Washington limited liability company
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: July 3, 2015
Recording Date: July 9, 2015
Recording No.: 2015-044772,Clackamas County Official Records
Page 1 of 5
EXHIBIT 5
Lake Oswego Tigard Water Project
SUMMARY OF EASEMENTS
4. Name: Easement for Vegetation and Fence
Grantor: Liselotte Scheu
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: May 6, 2015
Recording Date: May 13, 2015
Recording No.: 2015-027989,Clackamas County Official Records
5. Name: Permanent Waterline Easement
Grantor: Mid-Century Apartments, LLC,an Oregon limited liability company, as to
an undivided 85%interest, and
Bay Roc Oswego RE, LLC, an Oregon limited liability company, as to an
undivided 15%interest
Grantee: City of Lake Oswego,a Municipal Corporation
Dated: April 24, 2015
Recording Date: May 5, 2015
Recording No.: 2015-026086,Clackamas County Official Records
6. Name: Permanent Waterline Easement
Grantor: Oswego Lender, LLC, a Delaware limited liability company
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: February 13,2015
Recording Date: February 19,2015
Recording No.: 2015-008553,Clackamas County Official Records
7. Name: Permanent Waterline Easement
Grantor: Julia A. Delacour,Trustee under the Julia Delacour Revocable Living Trust
dated the 13th day of April, 1992
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: February 3, 2015
Recording Date: February 5, 2015
Recording No.: 2015-006127,Clackamas County Official Records
8. Name: Permanent Waterline Easement
Grantor: Lake Oswego Hunt, Inc.
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: December 19,2014
Recording Date: January 8, 2015
Recording No.: 2015-000965,Clackamas County Official Records
9. Name: Permanent Surface and Subsurface Easement
Grantor: State of Oregon, by and through its Parks and Recreation Department
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: December 9, 2013
Recording Date: January 23, 2014
Recording No.: 2014-003127, Clackamas County Official Records
Page 2 of 5
EXHIBIT 5
Lake Oswego Tigard Water Project
SUMMARY OF EASEMENTS
10. Name: Permanent Surface and Subsurface Easement
Grantor: State of Oregon, by and through its Parks and Recreation Department
Grantee: City of Lake Oswego,a Municipal Corporation
Dated: December 9, 2013
Recording Date: January 23, 2014
Recording No.: 2014-003128, Clackamas County Official Records
11. Name: Permanent Waterline Easement
Grantor: City of Gladstone,a Municipal Corporation
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: October 15, 2013
Recording Date: November 15,2013
Recording No.: 2013-077327, Clackamas County Official Records
12. Name: Permanent Waterline Easement
Grantor School District No 106 as to the portion of those tracts of land conveyed by
deed recorded at Book 225, Page 358, Clackamas County deed records and
Lake Grove School District 106 as to the portion of those tracts of land
conveyed by deed recorded at Book 434, Pages 473 and 477, Clackamas
County deed records, Clackamas County, Oregon, a municipal corporation
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: November 8, 2012
Recording Date: December 7, 2012
Recording No.: 2012-080698,Clackamas County Official Records
13. Name: Easement No. 50653-EA S&S Pipeline
Grantor: State of Oregon,by and through its Department of State Lands
Grantee: City of Lake Oswego
Dated: October 10,2012
Recording Date: November 9, 2012
Recording No.: 2012-074058,Clackamas County Official Records
14. Name: Pipeline Easement
Grantor: State of Oregon through its State Highway Commission
Grantee: City of Lake Oswego
Dated: March 5, 1968
Recording Date: March 18, 1968
Recording No.: 68-4808
15. Name: Pipeline Easement
Grantor: Mary S.Young
Grantee: City of Lake Oswego
Dated: February 23, 1968
Recording Date: March 18, 1968
Recording No.: 68-4809
Page 3 of 5
EXHIBIT 5
Lake Oswego Tigaird Water Project
SUMMARY OF EASEMENTS
16. Name: Permanent Waterline Easement
Grantor: PACA Properties, L.L.C., an Oregon limited liability company
Grantee: City of Lake Oswego, a Municipal Corporation
Dated: January 29, 2015
Recording Date: January 30, 2015
Recording No.: 2015-006705,Official Records of Washington County,Oregon
Page 4 of 5
EXHIBIT 5
Lake Oswego Tigard Water Project
SUMMARY OF EASEMENTS
EXHIBIT A-1
Ulf of Lake Oswego September 4, 2014
Water Pipeline Easement
Lake Oswego Work Order Number 120
°SEC Project No.625-003-21E10AA-4100,4200, 4300,4390&49e0
Permanent Waterline Easement
A tract of land in the Northeast One-Quarter of Section 10,Township 2 South, Range I
East of the Willamette Meridian. City of Lake Oswego, Clackamas County,Oregon,
being a portion of that real property conveyed to TRC Oswego Village,LIC. a Delaware
limited liability company by Statutory Special Warranty Deed recorded as Document No.
2013-070130, Clackamas County Deed Records, being more particularly described as
follows:
Commencing at the southeast comer of Lot 1,Block 7, "Plat of Oswego,"Clackamas
County Plat Records, said point being on the northerly right of way line of Leonard
Street
Thence, along said northerly right of way line,South 81"06'52"East,29.13 feet to the
True Point of Beginning;
Thence, leaving said northerly right of way line, North 06061 Cr East,219.21 feet;
Thence North 36°06'52"West, 11.35 feet
Thence North 8106'52"West, 125.66 feet;
Thence North 69'5516"West, 40.33 feet;
Thence North 81°07'47"West,e2.56 feet
Thence North 9°50155"East, 252.84 feet to the northerly line of the herein referenced
real property;
Thence, along said northerly line, South 81"08106"East,25.01 feet
Thence, leaving said northerly line. South 9°50'55."West,227.90 feet;
Thence South El1Q747 East, 67.44 feet
Thence South 69°561 6" East, 40.02 feet;
Thence South 81'106'52" East, 158.81;
Pages of 5
NEW DRAFT
EXHBIT 6
SUPPLY FACILITIES AND PROPERTY November2022
'Asset Tax Map Tax Lot Clackamas Co.Deed
Clackamas River Intake and Pump Station 2 2E20C A 15001 `Bk 173,Pg 900-902
Clackamas River Intake Land*
Computer System/Software
Finished Water Transmission
General Plant
Raw Water Transmission
Waluga Reservior
Waluga Reservoir:Land(1)
Reservoir Propery 2 1E 07 AD 03100 Doc 72-06414
Waluga Res#1* 2 1E 07 AD 00700 Doc 76-36977
4800 Carmen Dr* 2 1E 07 AD 00900 Doc 92-063461
Vacant Parcel* 2 1E 07 AD 01000 Doc 92-063461
Water Treatement Plant
Water Treatment Plant Land
4260 Kenthorpe Way-parcel 1* 2 1E 24BD 00300 Bk 688,Pg 581
4260 Kenthorpe Way-parcel 2* 2 1E24BD 00401 Doc 79-35248
4245 Mapleton Dr.*(RMV) 2 1E 24BD 01200 Doc 89-10200
4305 Mapleton Dr.*(RMV) 2 1E 24BD 01300 Doc 95-33429
4315 Mapleton Dr.*(RMV) 2 1E 24BD 01400 Doc 89-13210
xxxx Mapleton Dr.*(RMV) 2 1E 24BD 01500 Doc 89-13210
Exhibit 8
< osoting Memorandum
METHODOLOGY FOR ALLOCATING COSTS BETWEEN LAKE OSWEGO AND TIGARD
The Lake Oswego Tigard Water Partnership(Partnership)is an Agreement between the cities of Lake
Oswego and Tigard to share drinking water resources and costs. Both cities jointly own and operate
the new water system that delivers high-quality drinking water from the Clackamas River to both
communities. Under the Partnership Agreement, the City of Lake Oswego is the managing agency
responsible for the design, construction and ongoing operation of the new facilities. The City of
Tigard pays the City of Lake Oswego a wholesale rate to cover their proportional share of costs as
established per the Agreement. The wholesale rate is updated annually on a prospective basis, and is
trued-up the following fiscal year to make sure each partner is paying for their allocated share of
costs utilizing the methodology discussed below. An Oversight Committee provides leadership and
guidance to the Partnership, with representatives from Lake Oswego and Tigard City Councils. The
ensuing sections discuss the key elements of the rate calculation, and the true-up methodology in
further detail.
I.A. METHODOLOGY
A common methodology used to establish wholesale rates is the utility basis. The utility basis
approach recovers costs related to the following three (3) main cost components:
1. Operating and Maintenance Expenses (O&M)—costs related to ongoing maintenance and
operation of Partnership assets.
2. Annual Depreciation Expense—costs related to the loss in value of facilities,not restored by
current maintenance, which occurs in the property because of wear and tear, decay, and
obsolescence.
3. Return on Investment—intends to pay the annual interest cost of debt capital and provide a
fair rate of return for the total equity capital employed to finance facilities used to provide
water service.
Unlike a typical wholesale agreement, the Partnership consists of joint ownership of plant assets;
therefore, not all costs components of the utility basis are utilized in setting the wholesale rate.
Because both cities secured their own independent debt financing for their individual shares of the
original plant assets, the Return on Investment portion of the utility basis is not applicable. Also,
based on guidance from the Oversight Committee, annual depreciation funding will be deferred for
five (5) years from the completion of the asset construction in FY2016. Each entity will be
responsible for tracking and funding annual deprecation outside of the Partnership. Therefore, only
the annual O&M expense will be recovered through the wholesale rate.
I.B. BASIS FOR ALLOCATING COSTS
• Water Production & Demand. There are two primary demand bases for allocating costs
between the cities 1) share of capacity and 2) actual demand. Fixed operating costs are allocated
based on each city's share of capacity of the treatment plant(e.g., City of Tigard 18 out of 38
million gallons per day or 47.37 percent). Variable operating costs, such as laboratory service,
electricity and chemicals are allocated based on actual demand utilized by each city and will vary
Firm Headquarters Locations page 1 of 2
Redmond Town Center Washington 1425.867.1802
7525166t,Ave NE,Ste D-215 Oregon 1503.841.6543
Redmond,Washington 98052 Colorado 1 719.284.9168
October,2022
Lake Oswego Tigard Water Partnership FCS GROUP Memorandum
Wholesale Rate Update Exhibit 8
depending on the year being evaluated or trued-up. Table 2 summarizes the demand allocation
factors.
Table 2: Demand Allocation Factors
Description Lake Oswego Tigard
Capacity(MGD) 20.00 18.00
% Share 52.63% 47.37%
Actual Usage(MGD) varies byvaries byyear
% Share year
WHOLESALE RATE COST BASIS
- Operating Costs. Operating costs are organized by fund department and separated between fixed
and variable type costs. Each fund department was allocated as follows:
■ Department 611 Water Treatment Plant&Intake Facility. Operating costs in this department
were considered to be 100 percent allocable to the Partnership. With the exception of
laboratory services,purchased water, sludge beds maintenance, electricity and water
treatment chemicals all costs were considered fixed and allocated based on each entity's
share of capacity. The variable costs were allocated based on actual usage.
■ Department 612 Water Field Services. Starting with the FY2018 update, the City of Lake
Oswego began tracking direct Field Services costs related to the Partnership. These costs
include cathodic protection, valve exercising, air relief maintenance, Waluga reservoir
inspections and locates. No other costs from this department were allocated to the
Partnership. All direct costs were considered 100 percent fixed and allocated based on
capacity. It should be noted that the rate only includes ongoing expenses. It is assumed that
one-time costs (e.g., equipment)will be paid for directly by both entities based on their share
of capacity.
■ Department 613 Water Project Management. None of the costs in this department are
allocable to the Partnership.
■ Department 614 Water Distribution. None of the costs in this department are allocable to the
Partnership.
■ Non Rate Revenue.Non Rate Revenues associated with the Partnership are tracked separately
by the City of Lake Oswego. With the volatility of the revenue sources, the nature of each
non rate revenue should be evaluated annually during the true-up process. Any volume
related revenue sources, such as rebates for energy efficiency at the treatment plant should be
allocated based on actual consumption. Other revenues,that are fixed in nature, should be
allocated to each Partner based on capacity or directly to an individual partner.
If any changes occur to the budgeting or expense reporting process in the future that may modify
the department classification or the nature of the expenses within each department,the
Partnership should revisit the cost allocation methodology.
•+,
FCS GROUP page 2 of 2
EXHIBIT 9
AMENDED AND RESTATED
•
INTERGOVERNMENTAL COOPERATIVE AGREEMENT
FOR WATER SYSTEM INTERTIE
BETWEEN THE
SOUTH FORK WATER BOARD,THE CITY OF LAKE OSWEGO,THE CITY OF TIGARD
AND THE CITY OF WEST LINN
This Agreement is made and entered into by and between the South Fork Water Board, an
intergovernmental entity created pursuant to ORS Chapter 190, serving as a water supply agency and
jointly owned and operated by the Cities of Oregon City and West Linn, hereinafter referred to as
"Board,"and the City of Lake Oswego,an Oregon municipal corporation,hereinafter referred to as"Lake
Oswego" and the City of West Unn, an Oregon municipal corporation, hereinafter referred to as"West
Linn," and the City of Tigard,an Oregon Municipal Corporation, hereinafter referred to as "Tigard," all
hereinafter collectively referred to as the"Parties."
RECITALS
The Parties agree upon the following recitals:
1. The Board,West Linn and Lake Oswego entered into an intergovernmental cooperative
agreement in 1984 to provide for the construction,operation and maintenance of an emergency
water system intertie between the water supply system of the Board and West Linn and the
water supply system of Lake Oswego.
2. The facilities as described in the 1984 agreement,which are located near the intersection of Old
River Road and Kenthorpe Way in West Linn,were constructed and the intertie became
operable in that same year.
3. The intertie has been utilized periodically since 1984 during emergencies and scheduled shut-
downs to provide water supply between the Board,West Linn and Lake Oswego.
4. After the construction of the intertie,West Linn,Lake Oswego and the Board jointly funded,and
West Linn constructed,a pump station on Old River Road near its intersection with Kenthorpe
Way to provide for automatic and unattended operation of the intertie.
5. The intertie,pump station and appurtenant facilities provide benefit to all of the Parties to this
agreement.
6. Lake Oswego and Tigard entered into an intergovernmental cooperative agreement that
conveys an ownership interest in the existing water supply facilities that supply emergency
water to West Linn and Board,and provides for construction of new water supply facilities
including an expanded water treatment plant and raw and finished water pipelines to supply
Lake Oswego and Tigard's long term water needs.
7. The changes in ownership and anticipated facilities expansion called for in the
intergovernmental agreement between Lake Oswego and Tigard necessitate amending the
existing water system intertie agreement and adding Tigard to the agreement.
1
•
8. The Parties desire that this agreement supersede and replace the 2003 agreement.
9. The Parties acknowledge that they have the authority to execute this cooperative
intergovernmental agreement pursuant to the terms of their respective municipal charters and
pursuant to ORS 190.010 et seq.
NOW THEREFORE,in consideration of the mutual covenants and agreements contained herein,it is
agreed by and between the Parties hereto as follow;
1. "Water Supply Facilities" Defined.As used herein,the term"water supply facilities"means river
intake, raw and finished pumping facilities,water treatment facilities,water storage facilities,
and all other infrastructure used in conjunction with the appropriation,treatment,storage or
transmission of the Parties'water.
2. "Emergency Condition"Defined.An"emergency condition"is an occurrence created by a failure
of a Party's water supply facilities,or the occurrence of an event that jeopardizes a Party's water
quality,whereby insufficient supply of water to the Party's customers could threaten the health
or safety of those customers.Such failure includes failure or interruption in the operation of
river intakes,raw and finished water pumping facilities,water treatment facilities,raw and
finished water pipelines,reservoirs,and appurtenant facilities."Emergency condition"does not
include a situation that involves the loss of water pressure or diminution in water volume in a
water distribution system during periods of high demand if the system remains in a normal
operational mode or a reduction in available water resulting from regulatory action by a state or
federal agency.
3. Use of Water intertie.
a. Emergency Conditions. Use of the water intertie during an emergency condition may be
accomplished by the mutual consent of the Executive Officer of each Party or the
Executive Officer's designee.
b. Non-Emergency Conditions Less Than Two Weeks,Temporary use of the intertie for a
period less than two weeks during scheduled maintenance and repair may be
accomplished by the mutual consent of the Executive Officer of each Party or the
Executive Officer's designee.
c. Non-Emergency Conditions Greater Than Two Weeks.Prolonged use of the intertie for
more than two weeks during scheduled maintenance and repair must be approved by
the Executive Officer of each Party.
4. Location and Description of Water System Intertie.The water system intertie and pump station
facility is located at 20225 Old River Road. Supply to the pump station from Lake Oswego/
Tigard is from a connection to Lake Oswego's finished water transmission main. The pipeline
connection between Lake Oswego's finished water transmission main and the intertie pump
station is under the exclusive ownership and control of West Linn. The pump station and
related valves and control systems allow the intertie to be used on a continuous and
automatically controlled basis in both directions of supply,i.e.Board/West Unn to Lake
Oswego/Tigard and Lake Oswego/Tigard to West Linn/Board.The pump station includes flow,
pressure control,metering and telemetry facilities,and a connection for providing emergency
power supply.The pump station, along with the facilities and appurtenances associated with it,
2
and any modifications thereto,constitute the water system intertie that is the subject of this
agreement.
5. Title to Intertie Facilities._Title to the water system intertie facilities as described above in
Paragraph 4 and the obligation to insure them shall be in the name of West Linn.Title to the
property occupied by the intertie pump station will be in the name of West Linn.
6. Method of Water Supply Through Intertie.Supply to Lake Oswego and Tigard from the Board
and West Linn will be by gravity through the piping,metering,flow and pressure control
facilities associated with the intertie pump station.Supply to West Linn and the Board from Lake
Oswego and Tigard will be accomplished by pumping from Lake Oswego's water system through
the intertie pump station into West Linn's system.Instrumentation,control and telemetry
systems in the station are under the primary control of West Linn. Lake Oswego has installed
additional instrumentations,control and telemetry systems that provide for pump station status
indication and additional control functions. West Linn will prepare and update as necessary an
operating plan for the intertie pump station and appurtenant facilities and provide copies of
same to the Board,Lake Oswego and Tigard.
7. Quantity of Water to be Supplied.Upon agreement between the Parties to make use of the
intertie pursuant to Paragraph 3 of this Agreement,the Party supplying water shall endeavor to
supply the amount of water requested by the other Party,and take all reasonable actions
necessary to accomplish the same,so long as such actions are not detrimental to the operation
of the supplying Party's own water system. Provided that Lake Oswego's supply facilities are
expanded to a treatment capacity of 38 million gallons per day(mgd), Lake Oswego and Tigard
can provide West Linn and Board with up to 4 mgd through at least 2041.
8. Cost of Water to be Supplied.The Parties agree to pay for all water provided through the
intertie at a rate that is the greater of:
a. The rate being paid by West Linn to South Fork for wholesale water;or
b. The cost to Lake Oswego and Tigard to produce and deliver water to the inlet side of the
intertie pump station,which in the first year of operation of the expanded treatment
plant is estimated to be$0.95 per 100 cubic feet. .
The volume of water delivered shall be measured by the meter installed at the intertie pump
station.The Parties have the right at any time to review rates for water supplied and make such
adjustments to the cost of water provided,as they deem necessary and by mutual agreement of
all Parties.In the event it is necessary for the Party supplying water through the intertie to
obtain additional water from a water provider that is not a party to this agreement,the water
rate charged to the Party receiving water under this agreement shall be the water rate charged
to the supplying Party by the non-party water provider.The Parties further agree that water
utilized for periodic testing and exercising of the facilities will be furnished between the Parties
without cost. in addition to the rate charged for water,the Parties by mutual agreement reserve
the right to impose wheeling charges.
3
9. Operation and Maintenance Costs. Lake Oswego and Tigard agree to supply the water used to
exercise the intertie pumps at a rate of approximately 500 gallons per minute for one hour each
week at no cost to West Unn or the Board. The Parties agree that West Linn,as the owner of
the intertie facilities,is responsible for all other costs of the normal day-to-day operation and
maintenance of the facilities.
10. Repairs, Renewals, Replacements, Upnradinp and Modifications. The Parties agree that West
Linn,as the owner of the intertie facilities,will be responsible for scheduling,contracting for and
implementing any repairs,renewals,replacements,upgrading and modifications that may be
required in the future to maintain or increase the function of the facilities.
a. Cost of Repairs. West Unn shall be responsible for the cost of all repairs,except that
Lake Oswego and Tigard agree to pay 50%of the cost of any repairs necessary to those
facilities that benefit Lake Oswego and Tigard.Those facilities are defined as the piping,
valves,vaults,metering,Instrumentation and control systems,and appurtenant facilities
that are used to provide water to Lake Oswego and Tigard from West Linn and the
Board.
b. Cost of Capital Improvements. The cost of any capital improvements or improvements
that increase the function of the facilities will be shared in an equitable manner,based
upon the benefit to be derived from each Party from each particular period.
11. Access to Water System Intertie Facilities. The Parties and their employees shall have access to
the water system intertie facilities.
12. Agreement Not to Resell Water Without Consent. Except for existing wholesale customers or
mutual aid agreements,the Parties agree that they will not resell water supplied under the
terms of this agreement without prior written consent of all Parties.
13. Supersedes Prior Agreement. The Parties agree that this agreement supersedes and replaces
the prior agreement executed in October(Lake Oswego), November(Board)and December
(West Linn),2003.
14. Amendment Provisions. The terms of this agreement may be amended by mutual agreement of
the Parties.Any amendments shall be in writing,shall refer specifically to this agreement,and
shall be executed by the Parties.
15. Termination of Agreement.This agreement shall remain in perpetuity until such time as it is
terminated by the mutual written consent of all Parties. Termination of this agreement shall not
affect ownership status of the water system intertie facilities hereinabove described.
16. Written Notices.All written notices required under this agreement shall be sent to:
South Fork Water Board: General Manager
South Fork Water Board
15962 S. Hunter Avenue
Oregon City,Oregon 97045
4
City of Lake Oswego: City Manager
City of Lake Oswego
P.O. Box 369
Lake Oswego,Oregon 97034
City of Tigard City Manager
13125 SW Hall Blvd
Tigard,Oregon 97223
City of West Linn: City Manager
City of West Linn
22500 Salamo Road
West Linn,Oregon 97068
17. Dispute Resolution: If a dispute arises between the Parties regarding this Agreement,the
Parties shall attempt to resolve the dispute through the following steps:
Step One(Negotiation)
The Executive Officer or other persons designated by each of the disputing Parties will negotiate
on behalf of the entity they represent.The nature of the dispute shall be reduced to writing and
shall be presented to each Executive Officer,who shall then meet and attempt to resolve the
issue.If the dispute is resolved at this step,there shall be a written determination of such
resolution,signed by each Executive Officer and ratified by their respective Board or Council,
which shall then be binding upon the Parties.
Step Two(Mediation)
If the dispute cannot be resolved within thirty(30)days at Step One,the parties shall submit the
matter to non-binding mediation.The Parties shall attempt to agree on a mediator.If they
cannot agree,the Parties shall request a list of five(5)mediators from the Presiding Judge of the
Clackamas County Circuit Court.The Parties will attempt to mutually agree on a mediator from
the list provided,but if they cannot agree,the mediator will be selected by the Presiding Judge
of Clackamas County Circuit Court.The cost of the mediator shall be borne equally between the
Parties,but each Party shall otherwise be responsible for its own costs and fees.If the issue is
resolved at this step,a written determination of such resolution shall be signed by each
Executive Officer and ratified by their respective Board or Council.
Step Three(Arbitration)
If the Parties are unsuccessful at Steps One and Two,the dispute shall be resolved by binding
arbitration proceedings pursuant to ORS Chapter 36. The Parties shall follow the same process
as in Step Two for the selection of the arbitrator.Upon breach of this agreement,the
nondefaulting Parties shall be entitled to all legal or equitable remedies available,including
injunctive relief,declaratory judgment,.specific performance and termination. Each party shall
be responsible for its own attorney fees and costs.
5
IN WITNESS WHEREOF,the Parties have set their hands and affixed their seals as of the date and
year hereinabove written.
l
Board has acted in this matter pursuant to Resolution No. adopted on the -
day of NovEY'^.,2013,or by any other acceptable means.
Lake Oswego has acted in this matter pursuant to Resolution No. : adopted on the 1T
day ofd _,2013,or by any other acceptable means.
West Linn has acted in this matter pursuant to Resolution No. / adopted on the ►_y''
day of No** 2013,or by any other acceptable means.
/ t:\
Tigard has acted in this matter pursuant to Resolution No.iy'UI adopted on the r /
day of 4 12ribuil 2013-,or by any other acceptable means.
Af
South Fork Water Board,
by and through its offi 'a Is APPROV I TO FOR f7
I,
C/
By: V Y I / By: �..r.
Doug eeley Vic- Chair Chri Crean,Attorney
City of Lake Oswego, APPROVED AS TO FOR
by andthroughits o i ials4....._(--
BY: ►i . ,i1-6 4 By:
Kent Studebaker, ayor David Powell,City Attorney
Attest: EMT La..1_.1.A ,. i ,
Catherine Schneid-11 Recorder
City of West Linn, APPROVED AS TO FORM
by and hrough its officialsn
• • . BY: AJ i
Joiin Kovash;Mayor-"''T Megan Thorn' n,Assistant City Attorney
Attest: weal\+ �
Kathy Molluus y,City Recorder
City of Tigard APPROVED AS TO FORM
by an• h •,glrittrials '�
By: / By. �.
John L. ii!ok,Mayor Atcertam is,Atto ey
Atte l-.[. P7 4; 1
Cathy heatley, ity Recorder
6