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RES 86-11 DOMSEA FARMS RESOLUTION NO. 86-11 A RESOLUTION APPROVING A CONTRACT WITH DOMSEA FARMS, INC. TO ESTABLISH SEWER PARTICIPATION FEES AND SERVICE RATES. WHEREAS, Section E.3.e. of Ordinance 82-20 as amended states that sewer rates for Category 5 Industrial Users will be set by individual contract with each user, NOW, THEREFORE, be it resolved by the Council of the City of Winslow, Washington, as follows: The Agreement, setting forth sewer participation fees and service rates, between Domsea Farms, Inc. and the City of Winslow is hereby approved; a copy is attached as Exhibit A. PASSED BY THE COUNCIL of the C~ of Winslow, Washington, this 1st day of , 1986. Alice B. Tawresey Mayor ATTEST: 0045.20008 WDT:jt 1/16/86 R: 6/2/86 AGREEMENT made Washington, hereafter "Domsea." BY: AGREEMENT this date between the City of Winslow, "City" and Domsea Farms, Inc., hereafter WHEREAS, the parties have entered into an interim agree- ment dated September 17 , 1985, which required the parties to negotiate the terms of a final agreement, and WHEREAS, the parties have reached agreement, embodied in this document which shall replace the interim agreement, now, therefore, IN CONSIDERATION of mutual promises, and the continued provision of sewer services, the parties agree as follows: 1. The parties agree that, except as provided herein, Domsea's one-time participation fee shall be $28,942, with credit for the $10,000 fee already paid. The balance of $18,942 shall be paid within 10 days of the date of execution of this agreement by both parties. 2. When the average daily influent to the City's treatment plant, as measured by the City over a 7 day period, equals or exceeds 800,000 gallons per day, then Domsea agrees to pay the City an additional one-time participation fee in the amount of $4,774.00. - 1 - 3. Domsea also agrees to pay to the City monthly user charges in accordance to Ordinance 82-20 or subsequent amendments as shown in the following: a. A base charge of $13.22 per month or as otherwise provided by ordinance; and b. A user charge of $1.54 (or as otherwise provided by ordinance) per 100 cubic feet of water used, times a factor representing the BOD charge computed as follows: i) Use of BOD loading will be measured by the City over a 7 day period of peak BOD loading by Domsea. The "Average Daily BOD Loading" will be computed by dividing this peak 7 day loading by 7. ii) Domsea's average daily loading computed in (1) above will be converted to Equivalent Dwelling Units (EDUs) of BOD loading by dividing it by 0.66 lb/day (0.22 lb BOD/cap/day times 3 cap/household). As an example, if Domsea discharged 145 pounds BOD during its peak week, its discharge would be equal 145 = 31.39 (EDUs) 7 x 0.66 iii) Domsea's average daily flow will be converted to EDUs of wastewater discharge by dividing it by 291 gallons per day. As an example, if Domsea discharged 50,000 gallons during its peak week of wastewater discharge, its discharge flow would equal 50,000 = 24.55 EDUs 7 x 291 - 2 - iv) The BOD charge factor is: 31.39 (EDUs for BOD) 24.55 EDUs for flows = 1.28 v) Domsea monthly user charge shall be computed as follows in this example: charge per 100 cu. ft. = $1.54 monthly discharge = 200,000 gal/month monthly use~ charge: 26,738 ft/month x $1.54 3x 1.28 = $527.00/month 100 ft 4. Domsea will provide the City with the necessary equipment required for sampling wastewater, or will reimburse the City for purchasing the necessary equipment if the City determines that purchase of equipment is necessary. 5. Domsea will install, to reasonable City standards and approval, a communitor/screen device in Domsea's wastewater system. 6. The City shall have the right of access to Domsea's water meters for meter reading at all reasonable hours. 7. The City shall have the right to enter the Domsea plant, and property at any reasonable time, without prior notice, to verify compliance with state wastewater permit No. 5191 (I), or any subsequent permit. 8. In the event Domsea is notified by the state or city or a significant repeated violation of the state wastewater permit No. 5191 (I), as determined by the State, or any subsequent permit, the terms and conditions of this agreement, and/or applicable wastewater ordinances of the City, Domsea, subject to and without waiving its legal and equitable remedies, if any, agrees to close - 3 - its sewer line, so that wastewater from Domsea's property will not enter the City's sewer system. If Domsea fails or refuses without good cause to comply with the permit requirements upon reasonable advance notification, the City shall have the right to close said line, and Domsea agrees to reimburse the City for any and all direct and consequential costs incurred thereby. 9. If the quantity of effluent from the Domsea property increases more than 10% above that used for calculations of the user charges as measured over any 90 consecutive days in any year period, the parties agree to reopen negotiations. If no agree- ment is reached within three months thereafter, Domsea agrees to pay the increased fees based on the City's calculations as shown in paragraph 3. 10. The BOD charge computed in paragraph 3(b) is based upon the current quality of discharge governed by State Wastewater Permit No. 5191(I). This charge and the City's sludge disposal program could change if material changes were made in Domsea's operations or if Domsea sold or transferred its plant to another entity which makes changes which materially affect effluent quality. Therefore in the event Domsea sells or otherwise transfers its Winslow plant to another entity which makes changes which materially affect effluent quality, or in the event the quality of the wastewater discharge varies materially from the current quality governed by State Wastewater Permit No. 5191(I), the parties agree to renegotiate the BOD charge computed in para- graph 3(b). In the event the discharge from Domsea's or any - 4 - successor~s operation contains substances in an amount that would interfere with the City's sludge disposal, Domsea, or its successor agrees to disconnect from the City's system until agreed by the City. 11. This document shall be construed without regard to which party drafted the agreement. 12. If any party initiates legal proceedings to enforce the terms of this agreement, the prevailing party shall be entitled to reasonable attorney's fees incurred therein. 13. This agreement supersedes and replaces the interim agreement between the parties, dated September 17 , 1985, and incorporates all the terms agreed by the parties. The portion of this agreement dealing with monthly user charges shall terminate May 1, 1995 at which time the parties shall negotiate new rates. DATED this CITY OF WINSLOW ATTE_ST/AUTHENTICATED: STATE OF WASHINGTON ) ) ss. COUNTY OF KITSAP ) MAYOR, ALICE B. TA~R~Y DOMSEA FARMS , INC. I certify that I know or have satisfactory evidence that Alice B. Tawresey and Donna Jean Buxton signed this instrument, - 5 - on oath stated that they were authorized to execute the instru- ment and acknowledged it as the Mayor and City Clerk of the City of Winslow to be the free and voluntary act of such party for the uses and purposes meOtioned in the'~instrument. DATED this j,~J-?/~ day of ~- ~ , 1986. 'NOTA PUBLIC ' .and for of ~sshington, iding at My appointment expires STATE OF WASHINGTON ) ) ss. COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that ~ /~h&~a ~ E~-~/e_ signed this instrument, oath stated t he/she-was authorized to execute the instrument and acknowledged it as the ~e~a~ ~ta--~hof Domsea Farms, Inc. to be the free and voluntary act of s party for the uses and purposes mentioned in the inst nt. this Jday ot , ~ PUBV~C ~n an~ ~g Ny appo~ntmen~ expires G~o-~6 - 6 -