HomeMy Public PortalAboutFourth Amendment 7-24-1984FOURTH AMENDMENT TO COOPERATIVE AGREEMENT
THIS FOURTH AMENDMENT TO COOPERATIVE AGREEMENT made
and entered into this ,...%,' day of July, 1984, by and between the
CITY OF McCALL, a municipal corporation located in Valley County,
Idaho, hereinafter referred to as the "City", and the PAYETTE
LAKES WATER AND SEWER DISTRICT., Valley County, Idaho, a sewer
district organized and existing under and by virtue of Chapter 12,
Title 42, Idaho Code; and lying adjacent and continguous to the
geographical boundaries of the City of McCall, Valley County,
Idaho, hereinafter referred to as the "District";
W ITNESSET H:
WHEREAS, the parties hereto made and entered into a
Cooperative Agreement dated December 15, 1977,,hereinafter refer-
red to as said Agreement; and
WHEREAS, the parties hereto made and entered into a
First Amendment to Cooperative Agreement dated December 4, 1978,
hereinafter referred to as said First Amendment; and
WHEREAS, the parties hereto made and entered into a
Second Amendment to Cooperative Agreement dated June 4, 1979,
hereinafter referred to as said Second Amendment; and
WHEREAS, the parties hereto made and entered into a
Third Amendment to Cooperative Agreement dated August 6, 1979,
hereinafter referred to as said Third Amendment; and
WHEREAS, a dispute has arisen as between the City and
the District as to their respective rights and liabilities under,
such Agreement, in particular the flow allocations set forth in
the First Amendment and the consequences of any annexation by the
Fourth Amendment to
Cooperative Agreement -1-
. 0 0 0 ; C i t y o f l a n d s w i t h i n t h e D i s t r i c t a s t o t h e D i s t r i c t ' s d e n s i t y
l i m i t a t i o n t h e r e t o , w h i c h d i s p u t e h a s e n g e n d e r e d a c e r t a i n p e n d i n g
l a w s u i t f i l e d a s C a s e N o . 2 4 8 3 i n t h e D i s t r i c t C o u r t o f t h e F o u r t h
J u d i c i a l D i s t r i c t , i n a n d f o r t h e C o u n t y o f V a l l e y ; a n d
W H E R E A S , t h e p a r t i e s a r e m u t u a l l y d e s i r o u s o f r e s o l v i n g
t h e i s s u e s r a i s e d b y s u c h s u i t w i t h o u t t h e n e e d f o r c o n t i n u e d
l i t i g a t i o n ; a n d
W H E R E A S , t h e p a r t i e s , i n s p i t e o f t h e i r p a s t d i s p u t e a r e
. s t i l l d e s i r o u s o f m u t u a l l y i m p l e m e n t i n g t h e g o a l s a n d o b j e c t i v e s
r e f l e c t e d b y t h e s e r i e s o f a g r e e m e n t s c o m m e n c i n g w i t h t h e D e c e m b e r
1 5 , 1 9 7 7 d o c u m e n t c a p t i o n e d " C o o p e r a t i v e A g r e e m e n t , ��i n a m a n n e r
c o n s o n a n t w i t h t h e i r d u t i e s a n d r e s p o n s i b i l i t i e s t o t h e i r r e s p e c -
t i v e c o n s t i t u e n c i e s a n d t h e c o g n i z a n t r e g u l a t o r y a n d f u n d i n g a g e n -
c i e s i n v o l v e d ;
N O W , T H E R E F O R E , i n c o n s i d e r a t i o n o f t h e f o r e g o i n g , t h e
C o o p e r a t i v e A g r e e m e n t a n d a m e n d m e n t s t h e r e t o , a n d i n c o n s i d e r a t i o n
o f t h e a d d i t i o n a l c o v e n a n t s a n d a g r e e m e n t s h e r e i n a f t e r s e t f o r t h ,
t h e p a r t i e s d o h e r e b y f u r t h e r a m e n d s a i d A g r e e m e n t b y t h e a d d i t i o n
o f n e w s e c t i o n s t h e r e t o t o r e a d a s h e r e a f t e r s e t f o r t h . . T h e s e n e w
s e c t i o n s a n d t h e a g r e e m e n t s c o n t a i n e d t h e r e i n a r e i n t e n d e d t o
s u p e r c e d e a n y c o n f l i c t i n g l a n g u a g e o r a g r e e m e n t s c o n t a i n e d i n t h e
o r i g i n a l C o o p e r a t i v e A g r e e m e n t a n d t h e t h r e e p r e v i o u s l y a p p r o v e d
a m e n d m e n t s t h e r e t o a n d t o t h e e x t e n t t h a t t h e r e i s a n y c o n f l i c t
b e t w e e n t h e l a n g u a g e c o n t a i n e d h e r e i n a n d t h e l a n g u a g e o f t h e s a i d
C o o p e r a t i v e A g r e e m e n t a n d t h e t h r e e a m e n d m e n t s t h e r e t o , t h e l a n g u a g e
o f t h i s A m e n d m e n t s h a l l s u p e r s e d e a n d d e t e r m i n e t h e a g r e e m e n t s
b e t w e e n t h e p a r t i e s .
S E C T I O N 1 9 : D U R A T I O N O F C O O P E R A T I V E A G R E E M E N T : D e s p i t e
t h e s u b s t a n t i a l c h a n g e s t h i s A m e n d m e n t m a k e s i n t h e C o o p e r a t i v e
F o u r t h A m e n d m e n t t o
C o o p e r a t i v e A g r e e m e n t - 2 -
Agreement, as amended, heretofore entered into by the parties, City
and District wish to reaffirm the long term nature of the relation-
ship between them and covenant and agree the Cooperative Agreement,
as amended through this Fourth Amendment, shall remain in full force
and effect until at least the 31st day of December, 2027, and for
so long thereafter as the present treatment facility, as it may be
maintained and upgraded by the parties, shall remain operable.
SECTION 20: JOINT OPERATION OF TREATMENT FACILITY AND
ADOPTION OF A JOINT POWERS AGREEMENT: In order to better facili-
tate the long term administration and operation of these sewer
treatment facilities, the parties have agreed to enter into a
written JOINT POWERS AGREEMENT, pursuant to Section 67-2326 through
Section 67-2333, Idaho Code, (Joint Powers Act)., by which the
parties, as public entities, are authorized to enter into cooper-
ative arrangements to their mutual advantage and thereby provide
services and facilities and perform functions in a manner that
will best accord with the geographic, economic, population, and
other factors influencing the needs and development of their re-
spective constituents.
The parties further agree that because each has made a
very substantial contribution to construction of the treatment
facility shared by them, and because each expects to utilize the
facility as its primary source of sewage treatment for many years,
it is in the best interest of both of the parties that they have
joint and equal control over, and responsibility for, the operation
and maintenance of that facility and share equally in the fixed
costs of operating it. They therefore hereby agree that each
party shall have joint and equal control and responsibility for
operation of the treatment facility and agree to share equally
certain fixed costs of operating the treatment facility as those
Fourth Amendment to
Cooperative Agreement -3-
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c o s t s a r e i d e n t i f i e d b y t h e b o a r d h e r e i n a f t e r e s t a b l i s h e d . T h i s
a g r e e m e n t r e l a t e s o n l y t o t h e e x i s t i n g f a c i l i t y a n d w i l l n o t r e l a t e
t o a n y f a c i l i t i e s w h i c h a r e a d d e d b y e x p a n s i o n o f t h e p l a n t . A n y
n e w f a c i l i t i e s c o n s t r u c t e d b y e i t h e r p a r t y w h i c h d o n o t i n t e r f e r e
w i t h t h e o t h e r p a r t y ' s u s e o f , o r s h a r e o f , t h e a l l o c a t i o n o f t h e
p r e s e n t t r e a t m e n t f a c i l i t y s h a l l b e t h e s o l e p r o p e r t y a n d r e s p o n s i -
b i l i t y o f t h a t p a r t y a n d t h e o t h e r p a r t y s h a l l h a v e n o s a y o r c o n -
t r o l o v e r t h e o p e r a t i o n o f t h a t n e w l y c o n s t r u c t e d f a c i l i t y u n l e s s
t h e p a r t i e s p r o v i d e o t h e r w i s e b y w r i t t e n a g r e e m e n t .
E a c h p a r t y a g r e e s t h a t i t w i l l n o t i n t e r f e r e w i t h o r
o t h e r w i s e i m p e d e t h e o t h e r p a r t y ' s p l a n s f o r e x p a n s i o n o f t h e c a p a -
c i t y o f t h e t r e a t m e n t f a c i l i t y , s o l o n g a s s u c h e x p a n s i o n w i l l n o t
i n t e r f e r e w i t h t h a t o t h e r p a r t y ' s u s e o f t h e p l a n t o r r e d u c e i t s
a l l o c a t e d s h a r e o f t h e e x i s t i n g f a c i l i t y ' s c a p a c i t y . . T h e p a r t i e s
a g r e e t h a t t h e j o i n t b o a r d h e r e i n a f t e r p r o v i d e d f o r s h a l l h a v e t h e
a u t h o r i t y t o d e t e r m i n e w h e t h e r a n y p r o p o s e d e x p a n s i o n p o s e s a
t h r e a t t o e i t h e r p a r t y ' s u s e o f t h e e x i s t i n g f a c i l i t y o r s h a r e i n
i t s c a p a c i t y .
S E C T I O N 2 0 . 1 : A P P O I N T M E N T O F J O I N T P O W E R S B O A R D : I n
o r d e r t o i m p l e m e n t t h e p o l i c y d i r e c t i v e s h e r e i n s e t f o r t h a n d t o
c o n f o r m t o t h e J o i n t P o w e r s A c t , t h e p a r t i e s h e r e b y a g r e e t o e s t a b -
l i s h a n d a u t h o r i z e a j o i n t o p e r a t i n g b o a r d t o a d m i n i s t e r a n d b e
r e s p o n s i b l e f o r o p e r a t i o n a n d m a i n t e n a n c e o f t h e t r e a t m e n t f a c i l i t y .
E a c h p a r t y a g r e e s t o s u p p o r t t h e s a i d b o a r d a n d d e p e n d u p o n a n d
d e f e r " t o i t s j u d g e m e n t s a b o u t o p e r a t i o n a n d m a i n t e n a n c e o f t h e
t r e a t m e n t f a c i l i t y .
T h a t b o a r d s h a l l c o n s i s t o f o n e r e p r e s e n t a t i v e d e s i g n a t e d
b y t h e M a y o r a n d C o u n c i l o f t h e C i t y . o f M c C a l l a n d o n e r e p r e s e n t a -
t i v e d e s i g n a t e d b y t h e B o a r d o f D i r e c t o r s o f t h e P a y e t t e L a k e s
W a t e r a n d S e w e r D i s t r i c t , t o g e t h e r w i t h a t h i r d p e r s o n t o b e s e l e c -
t e d b y t h e a g r e e m e n t o f t h o s e t w o d e s i g n a t e d r e p r e s e n t a t i v e s . T h e
F o u r t h A m e n d m e n t t o
C o o p e r a t i v e A g r e e m e n t - 4 -
parties agree to share the reasonable cost of procuring the services
of a third party to serve on that board.
In the event those two designated representatives are
unable to agree as to the selection of a third member of the board,
either at the inception of this agreement or at any future date in
the event the third board member should resign, die, be disabled,
or complete his term of office, the parties agree to resolve their
dispute pursuant to binding arbitration. In such event, the rules
of the American Arbitration Association shall apply and an arbitra-
tor shall be selected from the Idaho panel maintained by the AAA
pursuant to its rules and procedures. Each party will then submit
a list of three names to that person, with a statement of the qual-
ifications of each, and that arbitrator will then name the third
person to serve on the said board.
The designated City and Sewer District representatives
shall serve at the will of their respective appointing authorities.
.The third board member shall serve for a minimum term of one (1)
year, and may not be terminated by either party without the concur-
rence of the other party. That third board member may be appointed
to an unlimited number of successive terms if the two designated
board members so agree.
The parties agree to establish and maintain appropriate_
hlidoet leyels to carry out the Joint Powers Agreement. Awe/l�r✓jd�h,,"j
Ownership of the facilities being operated pursuant t `;,›
this Joint Powers Agreement is as set forth in Section 21.a4ac .e,.
J�
Disposition of property which is the subject of this ��
:Joint Powers Agreement shall be as provided By Section 30 of this
Agreement.
It is contemplated that this agreement contains only the
elements essential to compliance with the Joint Powers Act and
that the parties will enter into a more detailed joint powers
Fourth Amendment to
Cooperative Agreement -5-
agreement for the operation of the treatment facility in the near
future. However, this agreement shall remain in full effect and
force until such expanded joint powers agreement is adopted.
SECTION 21: OWNERSHIP OF TREATMENT FACILITY, COLLECTION
SYSTEM AND RELATED PERSONAL PROPERTY: The parties agree that title
to personal and real property presently used by each party shall be
vested as follows:
1. City presently owns the real property upon which the
shared treatment facility is located and the parties agree that
City shall retain ownership of that real property and may make any
use of said property which does not interfere with the use of the
property as a sewage treatment facility as it is presently con-
stituted or may hereafter be enlarged or modified..b 7r17'
* apm."It o f t he
2. The parties understand and acknowledge that by virtue
Of the Cooperative Agreement which this Amendment modifies, the
District has attempted to convey its entire interest in the treat-
, ment facility to the City, but both parties now feel it is in the
best interest of each of the parties to modify the Cooperative
Agreement to provide that title to all of the permanent improve-
ments constructed at the treatment facility site (specifically
including, but not limited to, airpiping and sand filters) through
the date of this agreement shall be, and hereafter are, the property
of the City, while all of the fixtures, tools, equipment and other
personal property located or used at the treatment plant and pur-
chased with District•funds shall be, and hereafter are, the pro-
perty of the District.
3. With respect to the District's collection system,
all system components, easements and rights -of -way now held by the
District, the parties agree the same are and shall be vested in the
District, together with any similar facilities hereafter construc-
Fourth Amendment to
Cooperative Agreement -6-
ted or acquired by District and the operation and disposition
thereof shall be the District's sole responsibility and within the
exercise of its sole authority.
4. With respect to the City's collection system, all
system components, easements and rights -of -way now held by the
City, the parties agree the same are and shall be vested in the
City, together with any similar facilities hereafter constructed
or acquired by City and the operation and disposition thereof
shall be.the City's sole responsibility and within the exercise of
its sole authority.
5. Unless otherwise agreed, future asset acquisitions
which constitute a usual or intergral part of either collection
"system shall vest solely in either the District or City as a func-
tion of whichcollection system is involved; all permanent improve-
. ments hereafter constructed' at or as part of the treatment facility
shall vest in City, except and unless the parties agree differently.
With respect to all personal property and fixtures hereafter pur-
chased for use at the treatment site, title shall vest in the
party purchasing and supplying such property. Where such personal
property is purchased by utilizing jointly supplied funds, title
shall vest with the City and District in co -tenancy in proportion
to the funds supplied by each. In the event the funds are alloca-
ted from other state, federal or local agencies, that proportion
so allocated shall be credited to whichever party received the
• funds. This provision is solely for the purpose of proportioning
ownership rights.
6. The funding of any capital expenditure shall be al-
located on either a metered flow basis, hook-up, patron count, or
other basis which best matches the nature of the benefits to be
provided, EXCEPT that any capital outlay incurred in the mainten-
ance, repair, renovation or expansion of either entity's collec-
Fourth Amendment to
Cooperative Agreement -7-
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tion system shall be entirely that entity's responsibility, and
any capital expenditures associated with expansion of the treatment
facility shall be entirely the responsibility of the party requir-
ing such additional capacity unless the parties agree to allocate
that capacity on some mutually acceptable basis, in which case the
parties shall share in capital expenditures involved in such ex-
pansion in proportion to their respective allocation therein.
SECTION 22: FLOW ALLOCATIONS: Both parties are in
agreementthat the allocation to the existing lagoon capacity is as
set forth in Exhibit "A" to the First Amendment to the original
Cooperative Agreement, being that reproduced below:
AVERAGE GPD (000)
YEAR DISTRICT CITY TOTAL
1978
1988
1998
861 •(55%)
965 (53%)
1,035 (52%).
703 (45%)
861 (47%)
965 (48%)
1,564
1,826
2,000
The parties hereby reaffirm their commitment to that percentage
allocation, recognizing that the 1978 projections' were based on an
expectation that the treatment facility and the District's collec-
tion system would be completed by that date. The 1988 capacity of
1,826,000 gallons per day represents the present design capacity
of the treatment facility when all four sand filters are opera-
tional. The 1998 figure of 2,000,000 gallons per day is a projec-
tion based on design capacity when a fifth sand filter has been
added. The parties agree that for all practical purposes the 1978
projections are meaningless and agree that the, above allocation of
the present capacity, designed for 1,826,000 gallons per day, is
53% to District and 47% to City of the actual treatment capacity
and that these percentages represent'the parties' respective
shares of the treatment facility's present actual capacity.
Fourth Amendment to
Cooperative Agreement -8-
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It is understood and agreed that the actual capacity of
the treatment plant may be either more or less than design capacity
during any month of the year, depending on such variables as sus-
pended solids in the influent, inflow and infiltration, temperature
and precipitation, and the parties agree that it is imperative that
the actual capacity of the treatment facility be determined as
accurately and quickly as reasonably possible. The parties there-
fore hereby direct the joint board to be named as hereinabove pro-
vided to select an engineer._.or other techniba resource person to
evaluateactualflow experience to date and analyz___e anticipated
future flow and•provide the best data available as to the actual
capacity of the facility. Such evaluation shall be performed on an
ongoing basis as the board believes it may be necessary. The par-
ties agree to share equally the costs of such evaluation and agree
to abide by the determination's made by such person.
When actual capacity of the plant has been confirmed
with what the board believes is reasonable accuracy, that capacity,
rather than design capacity, shall become the basis for calculating
the parties' respective shares of the treatment plant's capacity.
The parties reaffirm the percentage allocations set out hereinabove
(53% District - 47% City before a fifth sand filter is added and
52%District - 48% City thereafter) and agree that each party's
share of actual capacity shall be allocated on the same basis.
SECTION.22.1: PLAN: It is presently clear that City
is experiencing inflow and infiltration into its collection system
substantially in excess of what was contemplated by the original
facilities plan. In order to achieve the agreed upon allocations
of the facility's present capacity, the City agrees to continue.
and expand its present program for minimization of "excessive"
inflow and infiltration in its present collection system. Further,
Fourth Amendment to
Cooperative Agreement -9-
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City shall develop an express plan for increasing the effective
capacity of the treatment facility in order to bring on line no
later than December 31, 1988, an additional effective treatment
sufficient to insure that the District has available its full
allocation of the treatment facility's present capacity. It is
presently estimated that the City will be required to develop
additional effective treatment capacity of approximately 750,000
gallons per day during the worst case spring run-off period extend-
ing from approximately February 1st to May 31st, but the parties
agree to share the expense of determining more precisely the short-
fall to be expected.for this period and utilize such data to estab-
lish the City's goal. and monitor their progress towards it. such
determination shall be commenced forthwith upon execution of this
agreement Each party shall designate an agent who, collectively,
shall select a third party to. perform this work. Actual implemen-
tion of this plan may be delayed by mutual agreement of the parties
-(by written supplement to this agreement) in the event City is
able to reduce its inflow and infiltration to the point that its
peak flows do not exceed 47% of the treatment facility's present
actual capacity. City agrees to implement such plan immediately
.and to pursue it in good faith at its.sole cost until it has expan-
ded the capacity of the treatment facilityyto the point that it
does not encroach on District's allocation of the treatment facil-
ity's capacity during periods of peak flow.
SECTION 22.2: ALLOCATION.OF ADDITIONAL "EFFECTIVE CAPA-
CITY" AS A RESULT OF CHANGES IN STATE AND/OR FEDERAL DISCHARGE
PERMITS: The parties understand that because of the climatic condi-
tions which prevail in this area, the treatment facility may be,
able to effectively treat more influent during some months than
during other months. The parties also understand that the discharge
Fourth Amendment to
Cooperative Agreement -10-
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permits governing operation of the treatment facility may not take
those seasonal variations into account and that it may be possible
to have those discharge permits revised, amended or modified to
take such seasonal variations into account in such a way that the
treatment facility can process and discharge greater quantities of
effluent during those months when its influent flows are greatest,
but most dilute, while decreasing its permissable discharge levels
during those months when total influents are significantly less
voluminous. m00% „a-n o4y,,,u,. 7ur
The parties agree that if the City can e the
appropriate state and federal agencies to modify the applicable
discharge permits to allow increased discharges during those months
when influent flow is greatest, any additional "effective capacity"
available during those months (in excess of the 1,826,000 gpd design
capacity now nominally available and the 2,000,000 gpd nominal
capacity to be available after a fifth sand filter has been con-
structed) because of changes in those discharge permits will be
allocated as follows: 1985: 100% of such additional effective
capacity to City, 0% to Sewer District; 1986: 87% to City, 13% to
.District; 1987: 74% to City, 26% to District; 1988: 61% to City,
39% to District; 1989 and thereafter: 47% to City, 53% to District,
except that after a fifth sand filter is added, the respective allo-
cations shall be 52% to District and 48% to City., This allocation
recognizes that the City has an immediate need for additional
capacity, while the Sewer District's need for additional capacity
will mature over the next three to four years after most of its
patrons have hooked up and the District's collection systems begin •
to age. This allocation also recognizes City's committment to
develop additional capacity to handle all of its flows in excess of
those contemplated by the original cooperative agreement and its
first three amendments thereto.
Fourth Amendment to
Cooperative Agreement -11-
i
SECTION 23: MEASURING DEVICES: In order to correctly
determine the amount of sewage effluent generated from within the
District and the City, respectively, each party hereby specifically
agrees to immediately furnish and install, at its own expense,
measuring devices which will accurately measure the effluent de-
livered to the treatment facility by each party, and to keep the
said measuring devices accurately calibrated at all times, pursuant
to the manufacturer's recommendations. City and District also
agree that either party will have continuous reasonable access to
the measuring devices and the recorded metering data, and that
either party may at any time and at its own expense have the other
party's measuring devices calibrated. If any such device ceases
to function properly the party responsible f.or that device shall
.immediately have it repaired or replaced at its own expense.
In recognitiorr of'the short term limited treatment capa-
bilities of the treatment facility as it now exists, it is agreed
that actual flows shall be monitered daily with the daily average
being the basic unit of measurement. This figure shall be compared
monthly with the treatment system's total capacity as determined by
the procedures set out in paragraph 22.1 in order to determine
whether the goals the City is required to meet should be modified.
For example, if the City were to develop a land appli-
cation program which increased its effective treatment capacity an
additional 600,000 gpd each and every month with no increase in
flow contributions during the interim, this level of developed
capacity would totally inure to the City's benefit and would result
in an appropriate adjustment to the City's December 31, 1988 target
goal.
Similarly, if the present discharge permit for the treat-
ment facility were modified to effectively increase the treatment
facility's capacity over design flow levels during any particular
•
Fourth Amendment to
Cooperative Agreement -12-
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. n " . t < " " : ' r * l h ��r M r ! I r n x n M " R u ! r " r . . . , " K n y W . ! r a m : " M A ��' 7 1 r M * T ' i
i t r y . _ i V P ! A u + y Y 1 ' i ��Y , 4 t : ' i A ! " : R ��. { 7 W ' L v ��: i ��. r f ^ . . . P . r ; " - ! ' . 1 ? a i ( b i ! " ��n ! .
. m o n t h , t h e C i t y ' s 4 8 % s h a r e o f t h a t e f f e c t i v e i n c r e a s e d c a p a c i t y
w o u l d r e d u c e i t s 1 9 8 8 t a r g e t g o a l b y t h e n u m b e r o f g a l l o n s g a i n e d
t h e r e b y .
S E C T I O N 2 4 : I N T E R I M F L O W A L L O C A T I O N S - R A T I O N I N G :
U n t i l s u c h t i m e a s t h e C i t y r e d u c e s i t s f l o w s _ t o t h e t r e a t m e n t
f a c i l i t y t o i t s 4 7 % s h a r e o f t h e f a c i l i t y ' s . c a p a c i t y o r i n c r e a s e s
t h e c a p a c i t y o f t h e ' t r e a t m e n t f a c i l i t y s o t h a t t h e D i s t r i c t i s
l e f t w i t h i t s f u l l 5 3 % s h a r e o f t h e c a p a c i t y o f t h e t r e a t m e n t
f a c i l i t y ( 5 2 % a f t e r a f i f t h s a n d f i l t e r i s a d d e d ) , C i t y a g r e e s
t h a t i t w i l l r e s t r i c t h o o k - u p s t o i t s s e w e r s y s t e m t o n u m b e r s o r
l e v e l s t h a t w i l l g u a r a n t e e t h a t i t w i l l i n c r e a s e i t s c o n t r i b u t i o n s
t o i n f l u e n t f l o w t o p e a k d a i l y l e v e l s b y n o m o r e t h a n t h e f o l l o w i n g
q u a n t i t i e s d u r i n g e a c h o f t h e n e x t f i v e y e a r s :
1 9 8 4 : 1 6 , 5 0 0 g p d , . / " '
1 9 8 5 : 1 7 , 0 5 0 g p d g / s c 0 0 . t - c ; " ' ' .
1 9 8 6 : 1 7 , 6 0 0 g p d . "
1 9 8 7 : 1 7 , 6 0 0 g p d v ; "
1 9 8 8 : 1 8 , 1 5 0 g p d _ i T -
T h e s e f i g u r e s a r e b a s e d u p o n a d e s i g n a s s u m p t i o n , a n d
a g r e e m e n t b y t h e p a r t i e s , t h a t e a c h r e s i d e n t i a l h o o k - u p w i l l c o n -
t r i b u t e a p e a k d a i l y l o a d o f 5 5 0 g p d t o t h e C i t y ' s f l o w . T h u s ,
u n t i l a n d u n l e s s a c t u a l f l o w f i g u r e s i n d i c a t e d i f f e r e n t l y , t o t h e
m u t u a l s a t i s f a c t i o n o f t h e p a r t i e s , t h e y w i l l a s s u m e e a c h r e s i d e n -
t i a l u n i t w i l l c o n t r i b u t e a p e a k d a i l y f l o w o f 5 5 0 g p d t o t h e
C i t y ' s f l o w a n d t h a t t h e C i t y m a y n o t g r a n t m o r e t h a n t h e e q u i v a -
l e n t n u m b e r o f r e s i d e n t i a l h o o k - u p s d u r i n g e a c h y e a r ( u n t i l a c t u a l
f l o w e x p e r i e n c e a s h e r e i n a b o v e s e t o u t a l l o w s u p w a r d o r d o w n w a r d
a d j u s t m e n t o f t h o s e n u m b e r s ) , i . e . , 2 9 h o o k - u p s f o r 1 6 , 5 0 0 g p d , 3 2
h o o k - u p s f o r 1 8 , 1 5 0 g p d . F o r p u r p o s e s o f d e t e r m i n i n g h o w t o t r e a t
h o o k - u p s o t h e r t h a n s i n g l e f a m i l y r e s i d e n t i a l u n i t s , t h e p a r t i e s
a g r e e t o u s e t h e 5 5 0 g p d p e r u n i t f i g u r e a s a n e q u i v a l e n t h o o k - u p
b a s e a n d m u l t i p l y t h a t n u m b e r b y t h e m u l i t p l i c a t i o n f a c t o r u s e d b y
F o u r t h A m e n d m e n t t o
C o o p e r a t i v e A g r e e m e n t - 1 3 -
: ��! ' ' I } ' r ; k t ��! " r l . . ��, i , . ��{ ��p . 4 ��. a , { , r y i i f ! i > 7 i l f i " f l J i ! U , ��' � B r . % " d j ! r L w t : " X ' + Y ; d l . . r y ; f " , . . . . _ _ _ ����. . . . _ _ . _ . . _ . . _ . _
' �� ��! , . . " �� i " ' " ����. , * a �� 4 " i . . . ��} H ����J ��r l e l ` t i g t . . r i : ; a ������: , ��, U : : h t ' ' : i ; ����. 4 , �� ��, r , , , "
"
the Central District Health Department in determining anticipated
flow projections of various classes of commercial and industrial
units. Thus, connection of a single commerical unit predicted to
produce a peak daily flow of 16,500 gpd would be treated as equi-
valent of 29 single family residential units and in the event the
City were to allow such a hook-up it would assume such predicted
flows until one year of metering experience on that hook-up showed
peak daily flows either greater than or lessthan those antici-
pated; in which event the number of gallons available in subsequent
years would be adjusted upward or downward accordingly to reflect
that actual flow experience.
In the event the City's planned monitoring of actual
water inflows and actual effluent outflows from new construction
(or new hook-ups) demonstrates to the mutual satisfaction of the
parties that the 550 gpd design assumption is inaccurate, the
parties shall, by written agreement, modify this figure to the
corresponding figure developed from actual measurements. This
would result in a proportionate adjustment in the number of equi-
valent unit hook-ups corresponding to the given flow volumes for
each year of the plan.
All of the flow meters installed within the City and/or
District shall be available to inspection by the other party at all
times and all flow data gathered from those meters by either party
shall be made available to the other party for inspection and
copying at all reasonable times.
In the event City does not use its ,entire projected allo-
cation of additional flow (or its actual allocation after sufficient
metering experience to determine•that flow is..available) during a
given year, it may carry any unused portion of that allocation
over to future calendar years, provided that the allocation of
gallonage for future years may always be subject to adjustment
Fourth Amendment to
Cooperative Agreement -14-
ii 1 IrWSM}(•".brc' •H.�� ..,.,� ..c, h:' �: t A , b 4 ':�, y��� ,. 5'.
' i." j {;'. i �'Y r.4• F�� d.+.•S � "i° :} rr, r 1CSF : IA ih`i.:��;%G;iP4'0, r4� '��� +1'i i 1
upward or downward on the basis of actual metered flow experience.
For example, if a commercial hook-up producing peak daily flows of
16,000 gpd went on line in 2985, but was out of business a year
later, that capacity would be freed up for future years, and, con-
versely, if a unit projected to produce 16,000 gpd when it went
on line in 1984 actually began producing 32,000 gpd in 1986, the
City's 1986 allocation of 17,600 gpd would be reduced accordingly
by the increased flow.
SECTION.25: PERIODIC ADJUSTMENTS: Both parties agree
that it is desirable to minimize the expense of developing addi-
tional capacity and agree to monitor actual flows on at least an
annual basis'with the understanding that if actual flows indicate
higher or lower future flows than presently anticipated, the par-
ties will mutually negotiate, in good faith, to adjust their re-
spective allocations to reflect adjusted anticipated future demands.
By this provision the parties intend to identify and
develop over the five year interim flow allocation period a more
refined projection of their mutual long term needs based on actual
experience with patron demand and lagoon treatment capacity so as
to better utilize the resources presently committed to their joint
endeavors and so as to match the need to commit additional public
funds over the life of the project to the minimum necessary to
accomplish the project's service goals and projections.
SECTION 26: DENSITY STANDARDS FOR ANNEXED LANDS: The
parties acknowledge that the District has developed a "density map"
and density standards which determine the number of hook-ups which
may be granted to various parcels of real property presently located
within the District. City agrees to incorporate those densities
into its planning and zoning process by ordinance, to be adopted as
1 quickly as the law will provide after the execution of this agree -
Fourth Amendment to
Cooperative Agreement -15-
L
ment, and City further agrees that such density standards shall
remain in effect during the entire term of this agreement. The
parties also agree that if any property presently within the Dis-
trict is annexed into the City during the term of this agreement,
it will remain part of the District, will be billed and taxed for
sewer services by the District, will have its sewer collection
system maintained by the District, and otherwise remain within the
District.
SECTION 27': OPERATION AND MAINTENANCE OF TREATMENT
FACILITY: District and City specifically agree to maintain and
operate the treatment facility in accordance with the Operation
` and Maintenance Manual for the facility as the same now reads or
may hereafter be amended or supplemented.
SECTION 28: OPERATION AND MAINTENANCE OF COLLECTION
SYSTEMS AND ALLIED FACILITIES AND COLLECTION OF USER FEES: Con-
trary to the agreement set forth in the original Cooperative Agree-
ment end its first three amendments, the parties now agree that it
. is in the best interest of both parties foz` City and District to
maintain and operate their respective collection systems and for
; each to collect its own hook-up and user fees, and the parties
therefore hereby covenant and agree that each entity shall be solely
responsible for the operation and maintenance of its own sewage
collection system and'for the collection of hook-up and user fees
from its own patrons. This does not preclude some future mutually
acceptable contract between the parties regarding operation and
maintenance of collection systems, or collection of user fees by
one entity for the other.
SECTION 29: COSTS OF OPERATION OF TREATMENT FACILITY:
'The parties agree to share the cost of operating the treatment
facility according to the following formula, except as hereinabove
provided.
Fourth Amendment to
Cooperative Agreement -16-
shall be disbursed to the entity holding title. Title to-t-kis-
1. The District and City shall share the cost of opera-
ting the treatment facility on a pro rata basis; each entity's
share of that cost shall be based upon the volume of sewage produced
by its users compared to the total volume of sewage treated and
measured by the measuring devices hereupon agreed, upon. Billings
to the District for its share of those costs shall be billed and
paid on a monthly basis.
2. As such records are essential to the accurate com-
putation of the charges to be paid by the District as provided
above, City hereby agrees to keep accurate records of the volume of
sewage treated and of all expenses, i.e., labor, operation, repair
and maintenance costs, incurred at the sewage treatment plant,
taking special care not to include any costs incurred in the oper-
ation, maintenance or repair of its collection system.
3. City further agrees that the records agreed to in
this section shall be available for examination or audit by the
District's staff or its financial advisors upon not less than forty-
eight (48) hours' notice. District agrees that such notice shall
be in writing by letter signed by the District's coordinator or the
Chairman of the District Board of Directors.
SECTION 30: TERMINATION: Upon termination of this
agreement upon the expiration of the agreed term, or extensions
thereof, or as otherwise mutually agreed; all then subsisting assets
eiecto)
*raa*me'l* ante any personal property owned jointly by the
parties shall remain in joint ownership until and unless one party
agrees to sell its interest to the other.
SECTION 31: DEFAULT: In the event either party is in,
or believed to be in, default under the terms of this agreement, .
the alleged default shall be referred for resolution by arbitration
Fourth Amendment to
Cooperative Agreement -17-
"
"
i n t h e m a n n e r p r o v i d e d b y S e c t i o n 7 - 9 0 1 , e t . s e q . , I d a h o C o d e , a s
a m e n d e d , e x c e p t t h a t a n i n j u n c t i o n m a y i s s u e t o p r e s e r v e t h e s t a t u s
q u o d u r i n g a n y s u c h a r b i t r a t i o n .
S E C T I O N 3 2 : A T T O R N E Y F E E S A N D C O S T S : I n t h e e v e n t
d i s p u t e a r i s e b e t w e e n t h e p a r t i e s h e r e t o f o r i n t e r p r e t a t i o n o r
e n f o r c e m e n t o f t h i s a g r e e m e n t , t h e p r e v a i l i n g p a r t y s h a l l b e e n -
t i t l e d t o r e a s o n a b l e a t t o r n e y f e e s a n d c o s t s .
S E C T I O N 3 3 : M E R G E R : S a v e a s e x p r e s s l y p r o v i d e d h e r e i n ,
t h i s a g r e e m e n t s h a l l s u p e r c e d e a l l c o n f l i c t i n g p r i o r a g r e e m e n t $
b e t w e e n t h e p a r t i . e s .
S E C T I O N 3 4 . : G O V E R N I N G L A W : T o t h e e x t e n t t h e p r e s e n t
a g r e e m e n t e i t h e r e x p r e s s l y , o r b y o m i s s i o n , i s a t v a r i a n c e w i t h t h e
c o n d i t i o n s o f t h e o r i g i n a l F e d e r a l / S t a t e g r a n t s f u n d i n g t h e j o i n t
D i s t r i c t / C i t y s e w e r p r o j e c t , t h e p a r t i e s a g r e e _ t o c o o p e r a t e i n g o o d
f a i t h i n s e e k i n g a p p r o v a l o f s u c h . v a r i a n c e s . F u r t h e r , a n d a s p r o -
v i d e d b y S e c t i o n 6 7 - 2 3 3 0 , I d a h o C o d e , a s a c o n d i t i o n p r e c e d e n t t o
t h e e n t r y i n t o f o r c e o f t h i s a g r e e m e n t , i t s h a l l b e s u b m i t t e d t o
t h e I d a h o D e p a r t m e n t o f H e a l t h a n d W e l f a r e f o r r e v i e w a n d a p p r o v a l .
A p p r o p r i a t e p r i o r a c t i o n b y t h e r e s p e c t i v e g o v e r n i n g b o a r d s o f e a c h
p a r t y b y o r d i n a n c e , r e s o l u t i o n , o r o t h e r w i s e a s p r o v i d e d b y l a w ,
s h a l l a l s o b e n e c e s s a r y b e f o r e t h i s a g r e e m e n t s h a l l e n t e r i n t o
f o r c e .
I N W I T N E S S W H E R E O F , t h e p a r t i e s h e r e t o h a v e h e r e u n t o s e t
t h e i r h a n d s a n d s e a l s i n e x e c u t i o n o f t h i s A g r e e m e n t , t h i s
d a y o f J u l y , 1 9 8 4 , t o b e e f f e c t i v e f o r t h w i t h .
C I T Y O F M c C A L L
A T T E S T
B y 6 2 4 4 4 c 7 7 r , e _ A - c i t z t o B y
4 4 , A t L '
C l y d e A i i c h e r - . M a y o r C l e r k
F o u r t h A m e n d m e n t t o
C o o p e r a t i v e A g r e e m e n t - 1 8 -
LAKES WATL..
,',fr,",DISTRICT, VALLEY COUNTY, IDAHO
By
Peter K. Wilson - Chairman Secretary
STATE OF IDAHO
)ss.
County of Valley
ova, 1. ,111'Li'•n
J
On this 1-1-1.T day of July, 1984, before me, a Notary
Public in and for the State of Idaho, personally appeared CLYDE
ARCHER an 4-14N.R3m0 TE�I.LSVZ , known to me to be the Mayor
, respectively, of the City of McCall, and acknow-
ledged to me that they executed the foregoing instrument on behalf
of the said City of McCall.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal, the day and year in this certificate
first above written.
STATE OF IDAHO
County of Valley
Notary Public for Idaho
Residing at fZr-G.C(
)
)ss.
On this (.14iet, day of July, 1984, before me, a Notary
Public in and for the State of Idaho, personally appeared PETER K.
WILSON and,r.e-4,,.,J ;37 , known to me to be the Chair-
man and Secretary, respec iv ly, of the Payette Lakes Water and
Sewer District, and acknowledged to me that they executed the
foregoing instrument on behalf of the said Payette Lakes Water
and Sewer District.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal, the day and year in this certificate
first above written.
(Z?. v.J Wit,u�'J
j/Notary Public for Idaho
Residing at ,w)P n,ti(7
Fourth Amendment to
Cooperative Agreement -29-
Cooperative Agreement -.-