Title: Master Water Supply Contract among West Coast Regional Water Supply Authority and Hillsborough County, FL and City of New Port Richey, FL and Pasco County, FL and Pinellas County, FL and City of St. Petersburg, FL and City of Tampa, FL
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 Material Information
Title: Master Water Supply Contract among West Coast Regional Water Supply Authority and Hillsborough County, FL and City of New Port Richey, FL and Pasco County, FL and Pinellas County, FL and City of St. Petersburg, FL and City of Tampa, FL
Physical Description: Book
Language: English
 Subjects
Spatial Coverage: North America -- United States of America -- Florida
 Notes
Abstract: Jake Varn Collection - Master Water Supply Contract among West Coast Regional Water Supply Authority and Hillsborough County, FL and City of New Port Richey, FL and Pasco County, FL and Pinellas County, and City of St. Petersburg, FL and City of Tampa, FL
General Note: Box 16, Folder 8 ( WCRWSA - 1998-1999 ), Item 9
Funding: Digitized by the Legal Technology Institute in the Levin College of Law at the University of Florida.
 Record Information
Bibliographic ID: WL00003995
Volume ID: VID00001
Source Institution: Levin College of Law, University of Florida
Holding Location: Levin College of Law, University of Florida
Rights Management: All rights reserved by the source institution and holding location.

Full Text





BOARD MEETING DRAFT
3119/98 MARCH 30. 1998
97061.F


MASTER WATER SUPPLY CONTRACT

among

WEST COAST REGIONAL WATER SUPPLY AUTHORITY,

and


HILLSBOROUGH COUNTY, FLORIDA

and

CITY OF NEW PORT RICHEY, FLORIDA

and


PASCO COUNTY, FLORIDA

and

PINELLAS COUNTY, FLORIDA

and


CITY OF ST. PETERSBURG, FLORIDA

and

CITY OF TAMPA, FLORIDA


Dated as of, 1998


__









TABLE OF CONTENTS


Page


SECTION 1.
SECTION 2.
SECTION 3.
SECTION 4.
SECTION 5.
SECTION 6.
SECTION 7.
SECTION 8.

SECTION 9.
SECTION 10.
SECTION 11.
SECTION 12.
SECTION 13.
SECTION 14.
SECTION 15.
SECTION 16.

SECTION 17.

SECTION 18.

SECTION 19.
SECTION 20.
SECTION 21.
SECTION 22.

SECTION 23.
SECTION 24.
SECTION 25.
SECTION 26.
SECTION 27.
SECTION 28.
SECTION 29.
SECTION 30.
SECTION 31.
SECTION 32.
SECTION 33.
SECTION 34.


RECITALS. ....................................... 3
EXHIBITS. .......................................... 3
DEFINITIONS. ....................................... 5
TERM. .... ....... .. ........... ........... 314
CONDITIONS PRECEDENT. ........................... 14
SATISFACTION OF THE CONDITIONS PRECEDENT .... +415
REPRESENTATIONS OF THE PARTIES ................. 15
AUTHORITY'S AGREEMENT TO PROVIDE WATER
SERVICE ............................ ............ 617
MEMBER GOVERNMENTS' WATER SERVICE .......... +8 19
POINTS OF CONNECTION AND METER LOCATIONS ....... 19
METERING FACILITIES. ............................ 21
ANNUAL REPORT. ................. .............. 23
RATE ......................................... 23 24
PLEDGE OF CONTRACT REVENUES .................. 2829
DEVELOPMENT OF NEW WATER SUPPLY SOURCES. .... 29
MEMBER GOVERNMENTS' RIGHTS TO DEVELOP AND
SUPPLY WATER ............................... 2930
ADDITIONAL REPRESENTATIONS, WARRANTIES AND
COVENANTS OF THE AUTHORITY .................. 2930
ADDITIONAL REPRESENTATIONS, WARRANTIES AND
COVENANTS OF THE MEMBER GOVERNMENTS. ...... 3+32
ARBITRATION. .................................... 34
AUTHORITY'S SOURCES OF WATER. .................. 38
DEFAULT AND REMEDY. ............................. 38
DISPOSITION OF ASSETS UPON TERMINATION OF
AUTHORITY .................................... 42
APPLICABLE LAW AND VENUE. ...................... 42
ASSIGNMENT. ................................. 42 43
NOTICES ........................ ............... 4243
THIRD-PARTY BENEFICIARIES. ....................... 44
WAIVER. ........................................ 44
CAPTIONS AND REFERENCES. ....................... 45
SEVERABILITY. ................................... 45
AMENDMENT. ..................................... 45
NO OTHER AGREEMENTS. ......................... 45 46
EXISTING AGREEMENTS. ............................ 46
SUCCESSORS AND ASSIGNS. ........................ 46
EXECUTION OF DOCUMENTS. ...................... 4647









SECTION 35.
SECTION 36.
SECTION 37.
SECTION 38.
SECTION 39.


EXHIBIT A

EXHIBIT B

EXHIBIT C

EXHIBIT D

EXHIBIT E

EXHIBIT F

EXHIBIT G

EXHIBIT H

EXHIBIT I

EXHIBIT J

EXHIBIT K

EXHIBIT L


INTERLOCAL AGREEMENT. ........................ 46 47
OBLIGATIONS OF MEMBER GOVERNMENTS ............ 47
CONFLICT WITH INTERLOCAL AGREEMENT ............ 47
GO O D FAITH. ....................... ... .......... 47
MISCELLANEOUS PROVISIONS. ....................... 47


AUTHORITY'S SYSTEM

MASTER WATER PLAN

POINTS OF CONNECTION

SUPPLEMENTAL WATER QUALITY PARAMETERS

DESCRIPTION OF WATER SERVICE AREAS

RATES

TERMINATED AGREEMENTS

SURVIVING AGREEMENTS

MODIFIED AGREEMENTS

SUPERSEDED AGREEMENTS

FORM OF ANNUAL REPORT

ARBITRATION DISCOVERY RULES









1 MASTER WATER SUPPLY CONTRACT
2
3
4 THIS MASTER WATER SUPPLY CONTRACT (the "Contract"), entered into as of

5 this day of 1998, by and among the WEST COAST REGIONAL WATER

6 SUPPLY AUTHORITY, an interlocal governmental agency created and existing pursuant

7 to Sections 373.1962 and 163.01, Florida Statutes (the "Authority), as reorganized by that

8 certain Amended and Restated Interlocal Agreement, dated as of April 1, 1998 (the

9 "Interlocal Agreement"); HILLSBOROUGH COUNTY, FLORIDA, a political subdivision of

10 the State of Florida ("Hillsborough"); the CITY OF NEW PORT RICHEY, FLORIDA, a

11 municipal corporation of the State of Florida ("New Port Richey"); PASCO COUNTY,

12 FLORIDA, a political subdivision of the State of Florida ("Pasco"); PINELLAS COUNTY,

13 FLORIDA, a political subdivision of the State of Florida ("Pinellas"); the CITY OF ST.

14 PETERSBURG, FLORIDA, a municipal corporation of the State of Florida ("St.

15 Petersburg") and the CITY OF TAMPA, FLORIDA, a municipal corporation of the State of

16 Florida ("Tampa") (Hillsborough, New Port Richey, Pasco, Pinellas, St. Petersburg and

17 Tampa may sometimes be collectively referred to herein as the "Member Governments"

18 and individually referred to as a "Member Government").

19 WHEREAS, the Authority was created by Hillsborough, Pasco, Pinellas,

20 St. Petersburg and Tampa on October 25, 1974, as amended, for the purpose of

21 developing, recovering, storing and supplying water for county and municipal purposes in

22 such manner as will give priority to reducing the adverse environmental effects of

23 excessive or improper withdrawals from concentrated areas; and









1 WHEREAS, as of April 1, 1998, the Member Governments reorganized the Authority

2 pursuant to the Interlocal Agreement in order to establish the Authority as a water utility;

3 and

4 WHEREAS, the Authority and the Member Governments currently own or lease,

5 control and manage various water production, treatment and transmission facilities for the

6 supply of water to customers of the Member Governments; and

7 WHEREAS, the Member Governments have heretofore determined that the

8 Authority shall own, license or lease and operate various water production, treatment and

9 transmission facilities (collectively, the "System"), including certain facilities currently

10 owned, licensed or leased by Member Governments, for the common use and benefit of

11 the Member Governments, in the manner specified in the Interlocal Agreement; and

12 WHEREAS, on the Effective Date (as defined herein) of this Contract the Member

13 Governments shall have certain water needs; and

14 WHEREAS, the Authority agrees that it shall satisfy the aforementioned water

15 needs of the Member Governments in accordance with the terms hereof; and

16 WHEREAS, the Member Governments desire the Authority to expand the System

17 to meet the common needs of all of the Member Governments, in the manner specified

18 herein and in the Interlocal Agreement; and

19 WHEREAS, the Member Governments desire to share the costs of operating,

20 developing, acquiring, constructing, equipping and expanding the Authority's System in the

21 manner specified herein and in the Interlocal Agreement; and








1 WHEREAS, the Member Governments desire to purchase and the Authority desires

2 to sell water produced by the Authority from the System at a rate, as specified herein; and

3 WHEREAS, the Member Governments agree that this Contract shall supersede and

4 replace various existing agreements described herein between the Authority and each of

5 the Member Governments relating to supplying water upon issuance of the herein-

6 described Series 1998 Bonds by the Authority; and

7 WHEREAS, such Series 1998 Bonds shall be secured in the manner provided

8 herein and pursuant to the instrument by which they shall be issued; and

9 WHEREAS, the proceeds of the Series 1998 Bonds shall be used principally (1) to

10 restructure the Authority's outstanding debt so that the terms hereof shall pertain to all

11 water supplied by the Authority to the Member Governments, (2) to fund certain capital

12 improvements to the System, and (3) to acquire certain Transferred Assets (as defined

13 herein) from Membei Governments;

14 NOW, THEREFORE, for and in consideration of the above premises, which shall

15 be deemed an integral part of this Contract, and of the mutual covenants and agreements

16 hereafter set forth, the Authority, Hillsborough, New Port Richey, Pasco, Pinellas, St.

17 Petersburg and Tampa, intending to be legally bound, hereby agree as follows:

18 SECTION 1. RECITALS. The foregoing recitals are true and correct and are

19 incorporated by reference herein and made a part hereof.

20 SECTION 2. EXHIBITS. Except as otherwise expressly provided herein, all

21 Exhibits identified herein are made a part hereof and are incorporated herein by this

22 reference to the same extent as if fully set forth herein. Exhibits A and F may be amended









1 or supplemented from time to time by the Authority in accordance with the terms hereof

2 without approval by any Member Government. Exhibit B shall not be amended to reflect

3 any change or modification to the Master Water Plan as the same may be made from time

4 to time. Exhibit B is attached hereto for informational purposes only. Amendments to

5 Exhibits Exhibit C andD shall require the written consent of the Authority and any affected

6 Member Government. For purposes of Exhibit C, a Member Government shall be

7 considered affected if the amendment or supplement thereto directly affects the point or

8 location at which such Member Government receives Quality Water from the Authority.

9 For purposes of Exhibit D, a Member Government shall be nsidered affected if th

10 amendment or supplement thereto affects the quality of Water received by such Mem

11 Govenmern The standards for the arbitration process provided in Exhibit D may only be

12 changed with the consent of the Authority and all Member Governments. Specific water

13 quality parameters in Exhibit D may be changed by the Authority without consent of the
AIAaOef CoMPALf W/ nrTL1Tno,4 VWL" "tDo.J
14 Member Governments, subsequent to arbitration by any Member Government as provided

15 in Exhibit D. Exhibit E may only be amended or supplemented by the Member Government

16 which is modifying its Water Service Area, provided Authority approval shall be required

17 under the circumstances described in the last sentence of Section 9 hereof. Exhibits G,

18 H, I and J shall not be amended without the written consent of all parties hereto. Exhibit

19 K is attached hereto for informational purposes only. No Exhibit hereto may be amended

20 or supplemented in contravention to the terms of this Contract. All Exhibits shall be

21 construed amended or supplemented upon delivery of a new Exhibit by the Authority to

22 each Member Government, with written consent where appropriate as described above.









1 No amendment or supplement to the Exhibits hereto shall require the reexecution of this

2 Contract.

3 SECTION 3. DEFINITIONS. Unless otherwise specifically set forth

4 elsewhere in this Contract, the following words and phrases used in this Contract shall

5 have the following meanings:

6 (A) "Annual Estimate" shall mean the estimate of the Authority Costs for a

7 Fiscal Year, including the estimated amount thereof to be payable by each Member

8 Government, and submitted to each Member Government on an annual basis, as required

9 by Section 13 hereof. The Annual Estimate shall be based upon the Authority's proposed

10 annual budget and estimated rate and shall consider the Annual Reports in determining

11 the estimated amounts to be payable by the Member Governments.

12 (B) "Annual Report" or "Annual Reports" shall mean the report setting forth

13 the next five (5) Fiscal Years of anticipated Water Service within the Water Service Areas

14 for each of the Member Governments to be prepared by each such Member Government

15 and submitted to the Authority as required by Section 12 hereof. The Annual Report may

16 be amended by the Member Governments from time to time. The Annual Report shall be

17 substantially in the form provided in Exhibit K hereto.

18 (C) "Authority" shall mean the West Coast Regional Water Supply Authority,

19 an interlocal governmental agency created on October 25, 1974, and existing pursuant to

20 Sections 373.1962 and 163.01, Florida Statutes, and pursuant to an interlocal agreement,

21 among Hillsborough, Pasco, Pinellas, St. Petersburg and Tampa dated October 25, 1974,

22 as amended, supplemented and reorganized pursuant to the Interlocal Agreement.









1 (D) "Authority Costs" shall mean Bond Coverage Costs, Capital Improvement

2 Charges, Debt Service Charges, Operation, Maintenance and Administrative Costs,

3 Operating Reserve Funds and Renewal and Replacement Charges.

4 (E) "Authority's System" or "System" shall mean the Authority's water

5 production, transmission and treatment facilities, as they currently exist and as they may

6 be modified or expanded in the future from time to time, which are owned, leased,

7 licensed, operated and/or used by the Authority to provide Water. On the Effective Date

8 hereof, the System shall consist of the facilities described in Exhibit A attached hereto.

9 Such Exhibit A shall be amended or supplemented from time to time by the Authority to

10 reflect any changes or modifications to such System.

11 (F) "Bond Coverage Costs" shall mean the costs of providing the coverage

12 requirements established by the Financing Documents.

13 (G) "Capital Improvement Charge" shall mean the costs identified by the

14 Authority for planning, designing, acquiring and constructing capital improvements to the

15 System; provided such costs are not payable from proceeds of the Obligations (other than

16 costs which are to be reimbursed from such proceeds) or from moneys received in relation

17 to the Renewal and Replacement Charges.

18 (H) "Debt Service Charges" shall mean the principal, redemption premium, if

19 any, and interest coming due on the Obligations and any recurring costs and expenses

20 relating to the Obligations, including, but not limited to, paying agent, registrar and escrow

21 agent fees, credit enhancement fees and other charges, but only to the extent such costs









1 and expenses are not otherwise reflected in Operation, Maintenance and Administrative

2 Costs.

3 (I) "DEP" shall mean the Florida Department of Environmental Protection, a

4 department and agency of the State of Florida, and any successor thereto.

5 (J) "Effective Date" shall mean the date on which all conditions precedent

6 described in Section 5 hereof have been satisfied.

7 (K) "Environmental Permits" shall mean all permits, licenses or other third-

8 party approvals necessary for the acquisition, construction or operation of an Authority

9 Water Supply Facility, including, but not limited to. Primary Environmental Permits.-

10 (f-L "Existing Regional System" shall have the meaning provided therefore in

11 the Interlocal Agreement.

12 (M "Financing Documents" shall mean any resolution or resolutions of the

13 Authority, as well as any indenture of trust, trust agreement or similar document relating

14 to the issuance or security of the Obligations.

15 fM)(N "Fiscal Year" shall mean a twelve (12) month period which

16 commences on October 1 of each year and ends on the next succeeding September 30,

17 or such other period as may be prescribed by law as the fiscal year for the Authority.

18 (N)) "Fixed Costs" shall mean all costs and expenses incurred by the

19 Authority for the operation, maintenance, management, security, development and

20 financing of the System other than Variable Costs.

21 (G)(P} "Full Implementation Date" shall have the meaning provided therefore

22 in the Interlocal Agreement.









1 f)() "Hillsborough" shall mean Hillsborough County, Florida, a political

2 subdivision of the State of Florida, acting by and through its Board of County

3 Commissioners.

4 (--)(R "Hillsborough's Water Service Area" shall mean the geographic

5 boundaries within which Hillsborough is permitted and authorized to provide Water

6 Service.

7 fF(S "Inspection Report" shall mean a report of the conditions and

8 accuracy of the Metering Facilities which shall be prepared for the Authority by a

9 representative of the manufacturer of the Metering Facilities or by a third-party selected

10 by the Authority and which shall be submitted to the Member Governments as required by

11 Section 11 hereof.

12 fSfMI "Interlocal Agreement" shall mean that certain Amended and Restated

13 Interlocal Agreement,'by and among the Member Governments, dated as of April 1, 1998,

14 as the same may be amended or supplemented from time to time. Such Amended and

15 Restated Interlocal Agreement shall be the successor instrument to the Interlocal

16 Agreement, dated October 25, 1974, as amended, among Hillsborough, Pasco, Pinellas,

17 St. Petersburg and Tampa.

18 (-f() "Long Term Forecast" shall mean the forecast setting forth the next twenty

19 (20) Fiscal Years of anticipated Water Service for each of the Member Governments for

20 the development and use of their respective Water Service Areas, which Long Term

21 Forecast shall be submitted to the Authority as of the Effective Date hereof. The Long








1 Term Forecast may be amended by the Member Governments from time to time as part

2 of the Annual Report.

3 ft() "Master Water Plan" shall mean the Authority's plan for expansion,

4 conservation, diversification and preservation of the tri-c:unty region's Water supply Water

5 supply for the Water Service Areas, as set forth in Exhibit B attached hereto, as the same

6 may be amended or superseded from time to time.

7 (VW) "Member Governments" shall mean, collectively, Hillsborough, New

8 Port Richey, Pasco, Pinellas, St. Petersburg and Tampa.

9 (WX) "Metering Facilities" shall mean, collectively, those certain water

10 meters and appurtenant recording and transmitting devices to be installed and owned by

11 the Authority, as required by Section 11 hereof, which are used to measure and bill the

12 volume of Quality Water being delivered to each of the Member Governments.

13 f(-M "New Port Richey" shall mean the City of New Port Richey, Florida, a

14 municipal corporation of the State of Florida, acting by and through its Mayor and City

15 Council.

16 f(Y) "New Port Richey's Water Service Area" shall mean the geographic

17 boundaries within which New Port Richey is permitted and authorized to provide Water

18 Service.

19 (Z-)) "Obligations" shall mean the Series 1998 Bonds and any other series

20 of bonds or other evidence of indebtedness, including, but not limited to, notes,

21 commercial paper, capital leases or any other obligations of the Authority heretofore or

22 hereafter issued or incurred.








1 (AA)(BB) "Operating Reserve Funds" shall mean those funds which are

2 deemed by the Authority as necessary to meet any cash flow and revenue collection

3 shortfalls due to inaccuracies in the Annual Reports or Annual Estimates or due to the

4 requirements of the Financing Documents. The amount of Operating Reserve Funds shall

5 be established by Authority policy; provided such amount shall not exceed an amount

6 equal to two times the monthly average Variable Costs as provided in the Authority's

7 preliminary budget.

8 (BB(CC "Operation, Maintenance and Administrative Costs" shall mean

9 any and all costs incurred by the Authority in operating, maintaining and administering the

10 System, including, but not limited to, the general administrative and legal costs of the

11 Authority related to operation, maintenance, management, security and development of

12 the System; costs associated with tools, equipment, vehicles, supplies, materials, services

13 and support for the operation, maintenance, management, security and development of

14 the System; any costs of litigation or a legal judgment against the Authority; costs relating

15 to Water conservation and public education activities; costs of purchasing any Water;

16 development expenses relating to expansion of the System; all costs incurred in planning

17 or applying for, obtaining, maintaining and defending Environmental Permits which shall

18 not be paid from the Capital Improvement Charge; accounting, legal and engineering

19 expenses; ordinary and current rentals of equipment or other property; refunds of moneys

20 lawfully due to others; pension, retirement, health and hospitalization funds; payments in

21 lieu of taxes and facility impact fees; moneys to be deposited to a rate stabilization fund;

22 and fees for management of the System or any portion thereof.








1 (-G)(DD) "Pasco" shall mean Pasco County, Florida, a political subdivision of

2 the State of Florida, acting by and through its Board of County Commissioners.

3 (fB)(EE) "Pasco Water Service Area" shall mean the geographic boundaries

4 within which Pasco is permitted and authorized to provide Water Service.

5 fEE-(FF) "Pinellas" shall mean Pinellas County, Florida, a political subdivision

6 of the State of Florida, acting by and through its Board of County Commissioners.

7 (FF-(GG) "Pinellas Water Service Area" shall mean the geographic boundaries

8 within which Pinellas is permitted and authorized to provide Water Service.

9 (GG -HHI "Points of Connection" shall mean those points where the Member

10 Governments' water utility systems connect to the Authority's System for the purpose of

11 delivering Quality Water from the Authority's System to the Member Governments, which

12 Points of Connection are more particularly described on Exhibit C to this Contract.

13 (11 "Primary Environmental Permit" shall have the meaning provided therefore

14 in the Interlocal Agreement.

15 (JJlfHH "Quality Water" shall mean Water which ( meets State and federal

16 drinking water regulations and standards as defined in Rule 62-550, Florida Administrative

17 Code, as it may be amended or superseded from time to time, including regulations

18 pertaining to surface water or groundwater under the direct influence of surface waters,

19 but excluding regulations pertaining to disinfection and corrosivity, and (2) would not cause

20 a particular Member Government utility to adopt new treatment techniques beyond

21 modified chemical dosages and/or optimization of existing unit processes to meet a

22 moderately altered source of Water. In addition, Quality Water shall meet the standards








1 provided in Exhibit D attached hereto. The term "Quality Water" also includes Water

2 delivered to the Points of Connection identified in Section 3.03(D) of the Interlocal

3 Agreement or to Points of Connection at which a Member Government agrees, at its sole

4 option, to accept Water not meeting the standards for Quality Water pursuant to Section

5 3.03(E) of the Interlocal Agreement.

6 H-)(KK) "Production Failure" shall have the meaning provided therefore in the

7 Interlocal Agreement.

8 f()LUI "Renewal and Replacement Charges" shall mean those certain

9 charges to be deposited to any renewal and replacement fund or account established

10 pursuant to the Financing Documents.

11 fKK)(MM "Series 1998 Bonds" shall mean the Authority's Utility Revenue

12 Bonds, Series 1998. The Series 1998 Bonds may be issued in more than one series.

13 (L-L(NN "St. Petersburg" shall mean the City of St. Petersburg, Florida, a

14 municipal corporation of the State of Florida, acting by and through its Mayor and City

15 Council.

16 fMM)(OO) "St. Petersburg Water Service Area" shall mean the geographic

17 boundaries within which St. Petersburg is permitted and authorized to provide Water

18 Service.

19 (NN)f(PP "State" shall mean the State of Florida.

20 (OOggQ "SWFWMD" shall mean the Southwest Florida Water Management

21 District, an agency of the State of Florida, created pursuant to Chapter 373, Florida

22 Statutes, or any successor agency.








1 ffF)(RR) "Tampa" shall mean the City of Tampa, Florida, a municipal

2 corporation of the State of Florida, acting by and through its Mayor and City Council.

3 (Q-E(SS) "Tampa Water Service Area" shall mean the geographic boundaries

4 within which Tampa is permitted and authorized to provide Water Service.

5 fRR)TT) "Transferred Assets" shall mean the Water Supply Facilities

6 (including real property, tangible personal property and intangible personal property)

7 conveyed to the Authority pursuant to Sections 5.01, 5.02, 5.03, 5.04, 5.05 and 5.06 of the

8 Interlocal Agreement: provided, however, that any equity interest of the Member

9 Governments in the Existing Regional System that is relinquished pursuant to Sections

10 5.01. 5.02. 5.03. 5.04. 5.05 and 5.06 of the Interlocal Agreement shall not constitute a

11 "Transferred Asset."-

12 ( S-f) "Variable Costs" shall mean all costs and expenses of the Authority

13 for the operation, maintenance and management of the System that change in direct

14 proportion to changes in the volume of Water produced by the Authority, including, but not

15 limited to, power, chemical and Water purchases.

16 (-ff~NV "Water" shall mean Quality Water and any other water to be used by

17 a Member Government in its public water supply system.

18 fEH(WW) "Water Service" shall mean the provision of Water as required in the

19 Interlocal Agreement to any and all of the Member Governments at the locations described

20 in Exhibit C attached hereto and provision of Water by the Member Governments to their

21 customers.








1 (V _X) "Water Service Areas" shall mean, collectively, the Hillsborough

2 Water Service Area, the New Port Richey Water Service Area, the Pasco Water Service

3 Area, the Pinellas Water Service Area, the St. Petersburg Water Service Area and the

4 Tampa Water Service Area. The Water Service Areas are described in Exhibit E attached

5 hereto, as the same may be amended or supplemented from time to time pursuant to the

6 terms hereof.

7 (WWL(YY "Water Supply Facilities" shall mean Water production, treatment

8 and transmission facilities. The term "Water Supply Facilities" does not include facilities

9 for local distribution.

10 SECTION 4. TERM. The term of this Contract shall begin on the Effective

11 Date and shall end on the later of (A) the date the Interlocal Agreement is terminated in

12 accordance with the provisions thereof, or (B) the date on which no Obligations shall

13 remain outstanding pursuant to the Financing Documents.

14 SECTION 5. CONDITIONS PRECEDENT. This Contract shall become

15 effective upon satisfaction of the following conditions precedent:

16 (A) Execution of Contract. This Contract shall be duly authorized, executed and

17 delivered by the Authority, Hillsborough, New Port Richey, Pasco, Pinellas, St. Petersburg

18 and Tampa.

19 (B) Series 1998 Bonds. The Authority shall have issued the Series 1998 Bonds.

20 (C) The Transferred Assets. The Transferred Assets shall have been conveyed

21 to the Authority as provided in the Interlocal Agreement.








1 (D) Interlocal Agreement. All conditions described in Sections 6.03(A) and (D)

2 of the Interlocal Agreement shall have been satisfied or waived in writing by the Member

3 Governments.

4 (E) Certification of Representations. Each of the parties hereto shall certify that

5 the representations described in Section 7 hereof are true and accurate in all material

6 respects as of the Effective Date.

7 SECTION 6. SATISFACTION OF THE CONDITIONS PRECEDENT. The

8 Authority and each Member Government shall provide a written statement acknowledging

9 the satisfaction of conditions of Section 5 hereof; provided, however, no Member

10 Government shall be required to acknowledge satisfaction of any condition of which such

11 Member Government has no knowledge. Receipt of such statements shall be conclusive

12 evidence of the satisfaction of such conditions. All conditions precedent must be satisfied

13 by the Full Implementation Date, otherwise all provisions hereof shall be void ab initio.

14 SECTION 7. REPRESENTATIONS OF THE PARTIES. As of the Effective

15 Date, the Authority, Hillsborough, New Port Richey, Pasco, Pinellas, St. Petersburg and

16 Tampa each make the following representations as it relates to itself (no representation

17 is made by any party for any other party):

18 (A) Status of the Parties. The Authority, Hillsborough, New Port Richey, Pasco,

19 Pinellas, St. Petersburg and Tampa are each duly organized, validly existing and in good

20 standing under the laws of the State and are each duly qualified and authorized to satisfy

21 their responsibilities pursuant to this Contract.








1 (B) Authority to Enter the Contract. The Authority, Hillsborough, New Port

2 Richey, Pasco, Pinellas, St. Petersburg and Tampa each have the power, authority and

3 legal right to enter into and perform the obligations set forth in this Contract, and the

4 execution, delivery and performance hereof by the Authority, Hillsborough, New Port

5 Richey, Pasco, Pinellas, St. Petersburg and Tampa: (i) has been duly authorized by the

6 Board of Directors in the case of the Authority, by the Board of County Commissioners in

7 the case of Hillsborough, Pasco and Pinellas and, as applicable, by the Mayor and City

8 Council in the case of New Port Richey- and Tampa and by the City Council in the case

9 of St. Petersburg and Tmpe; (ii) does not require any consent or referendum of the

10 voters; and (iii) does not constitute a default under, or result in the creation of any lien,

11 charge, encumbrance or security interest upon, the assets of the Authority or any of the

12 Member Governments under any agreement or instrument to which the Authority or any

13 of the Member Governments is a party or by which the Authority or any of the Member

14 Governments and their assets may be bound or affected, except as otherwise provided

15 herein.

16 (C) Validity of the Contract. This Contract has been duly entered into and

17 delivered by the Board of the Directors in the case of the Authority, the Board of County

18 Commissioners in the case of Pasco, Hillsborough and Pinellas, by the City Council and

19 Mayor in the case of New Port Richey, St. Petersburg and Tampa and, as of the Effective

20 Date, constitutes a legal, valid and binding obligation of the Authority and the Member

21 Governments, fully enforceable in accordance with its terms, except to the extent that the

22 enforceability of this Contract may be limited by any applicable bankruptcy, moratorium,








1 reorganization or other similar laws affecting creditor's rights generally, or by the exercise

2 of judicial discretion in accordance with general principles of equity.

3 (D) Pending Litigation. Other than matters previously disclosed in writing to the

4 parties hereto, there is no action, suit or proceeding, at law or in equity, before or by any

5 court or governmental authority, pending against the Authority or any of the Member

6 Governments, wherein any unfavorable decision, ruling or finding would materially and

7 adversely affect the performance by the Authority or any of the Member Governments of

8 their obligations hereunder or the other transactions contemplated hereby, or which, in any

9 way, would adversely affect the validity or enforceability of this Contract, or any other

10 agreement or instrument entered into by the Authority in connection with the transactions

11 contemplated hereby.

12 SECTION 8. AUTHORITY'S AGREEMENT TO PROVIDE WATER

13 SERVICE. (A) Provision of Water Service. The Authority shall sell and deliver sufficient

14 Quality Water to the Member Governments to meet their need for Quality Water and the

15 Member Governments shall purchase and receive the Quality Water delivered by the

16 Authority to meet their needs in accordance with the terms of this Contract; subject,

17 however, to the representations, conditions, limitations and restrictions set forth in this

18 Contract and the Interlocal Agreement. Except as provided in the Interlocal Agreement,

19 Water Service obtained by the Member Governments from the Authority may be utilized

20 to serve only the Member Governments or their customers within their respective Water

21 Service Areas. Nothing herein shall be construed to prohibit the Member Governments

22 from temporarily exchanging or purchasing Water, either among themselves or with other








1 public or private utilities, for emergency or maintenance purposes in the ordinary course

2 of business.

3 (B) Insufficient Water. The Authority shall be in default hereunder should it fail

4 to provide to each Member Government a supply of Quality Water sufficient to meet its

5 needs, except where the Authority's failure to supply the Quality Water needs of each

6 Member Government is due to force majeure, as described in Section 21(E) hereof. In the

7 event that there is, at any time, an insufficient supply of Quality Water available to fulfill

8 the needs of the Member Governments due to force majeure described in Section 21(E)

9 hereof, the Authority shall not be in default hereunder, if, in such circumstances, it shall

10 furnish and deliver to the Member Governments, their pro rata share (or a share that as

11 closely approximates their pro rata share as is reasonably practicable in the

12 circumstances) of available supply, unless otherwise required by law, court order, or

13 appropriate regulatory authorities. Each Member Government's pro rata share shall be

14 based on the average of the actual amount of Quality Water supplied each month by the

15 Authority to such Member Government over the previous twelve (12) month period. The

16 Authority shall use its best efforts to prevent an insufficiency of Quality Water and to

17 remedy any such insufficiency and shall take all necessary actions to supply the Quality

18 Water needs of each Member Government in accordance with the terms of the Interlocal

19 Agreement.

20 (C) Water Use Restrictions. In the event of an insufficiency in the supply of

21 Quality Water described in the preceding paragraph, the Authority may request the

22 Member Governments to implement water use restrictions which shall be applied on a








1 uniform basis among all Member Governments. In the event a Member Government does

2 not implement such a request within thirty (30) days of the request and the insufficiency

3 in available Quality Water is still present, the Member Governments agree to implement

4 water use restrictions upon request of the Authority. The purposes of such restrictions

5 shall be to reduce demand for Quality Water among Member Governments and to ensure

6 that a particular Member Government or Governments does not unduly suffer as a result

7 of such insufficiency.

8 (D) Member Government's Rights During Production Failure. Nothing in this

9 Section 8 shall affect a Member Government's rights under Section 3.17 of the Interlocal

10 Agreement in the event of a Production Failure.

11 SECTION 9. MEMBER GOVERNMENTS' WATER SERVICE. Except as

12 otherwise provided herein or in the Interlocal Agreement, all Water required to service the

13 customers within the respective Water Service Areas shall be supplied by the Authority.

14 Nothing herein shall be construed to prohibit the Member Governments from temporarily

15 exchanging or purchasing Water, either among themselves or with other public or private

16 utilities, for emergency or maintenance purposes in the ordinary course of business. A

17 Member Government shall notify the Authority in writing of any change in its Water Service

18 Area. Authority approval of a change in a Member Government's Water Service Area is

19 not required except if such change involves providing Water outside its boundaries in the

20 case of a Member Government which is a county or the boundaries of the county where

21 the Member Government is located in the case of a Member Government which is a








1 municipality. The parties hereto agree that Pasco may provide Water Service in

2 Hillsborough to customers in the Wyndham Lakes Subdivision.

3 SECTION 10. POINTS OF CONNECTION AND METER LOCATIONS. (A)

4 Points of Connection. The Points of Connection and the location of the Metering Facilities

5 (which shall include master meters) that will be used to connect the Member Governments'

6 water utility systems and the Authority's System, for Quality Water, shall be as provided

7 in Exhibit C hereto. Each Member Government may have more than one Point of

8 Connection with the Authority's System. Any change in the Points of Connection for a

9 Member Government shall be incorporated by reference in Exhibit C hereto. The parties

10 may, by mutual written agreement, more specifically identify or modify said Points of

11 Connection or the location of the Metering Facilities, and any such additional legal

12 description or modifications shall be considered to be a part of this Contract, as if initially

13 set forth herein. After thirty (30) days written notice to the Authority, and with the

14 Authority's prior written approval, not to be unreasonably withheld, delayed or conditioned,

15 the Member Governments may, at any time, at their sole cost and expense, relocate or

16 modify the location of the Points of Connection, as long as said relocation does not

17 unreasonably interrupt, impair or interfere with the ability of the Authority to provide Water

18 Service to the respective Water Service Area or service to other customers of the

19 Authority. At the request and expense of a Member Government, the Authority may

20 relocate or modify the location of a Point of Connection. In the event the Authority on its

21 own initiative desires to modify a Point of Connection for a Member Government, it must








1 receive the approval of such Member Government, which approval shall not be

2 unreasonably withheld, and it must pay the expenses of such modification.

3 (B) Conveyance of Easements. It shall be the duty of the Authority to install,

4 operate and maintain any required Metering Facilities at the Points of Connection, as set

5 forth in Section 11 hereof. The Member Governments shall convey to the Authority, as

6 and when the Authority requests, at no cost and expense to the Authority, an appropriate

7 non-exclusive easement over, under or above such portions of the Water Service Areas

8 as may be reasonably requested by the Authority for the installation, operation and

9 maintenance of such Metering Facilities at the Points of Connection. Such grants of non-

10 exclusive easements shall be adequate to meet the Authority's needs but need not be

11 more than the minimum required, according to generally accepted engineering standards,

12 in order to perform the functions requiring said non-exclusive easements. No other

13 easement granted by the respective Member Government over, under or above such

14 portions of the Water Service Areas shall unreasonably interfere with the ability of the

15 Authority to duly and properly install, operate or maintain the Points of Connection and

16 Metering Facilities. The Authority shall acquire any property it requires for easements at

17 the metering location and Points of Connection if not already owned by a Member

18 Government.

19 (C) Pumping Stations. If a booster pump station is required to meet pressure

20 described in Exhibit C hereto at a Point of Connection, the booster pump station shall be

21 constructed, owned and operated by the Authority or, in the alternative at the option of the

22 Authority, a Member Government may construct, own and operate such booster pumping








1 station, provided a credit shall be issued to such Member Government reflecting the

2 Authority's avoided cost or the Member's actual cost, whichever is less. The Member

3 Governments agree to provide available sites for future pump stations to the Authority at

4 fair market value so that the Authority can carry out its obligations to provide adequate

5 pressure to all Member Governments.

6 SECTION 11. METERING FACILITIES. (A) Installation of Metering Facilities.

7 The Authority shall acquire and install such Metering Facilities as are adequate in view

8 of the Member Governments' right to receive Water Service and as will accurately

9 measure the volume of Quality Water delivered to Member Governments by the Authority.

10 The Authority shall retain ownership of the Metering Facilities, together with any

11 appurtenances thereto. The type of Metering Facilities selected shall be at the discretion

12 of the Authority, subject to compliance with industry standards for similar Metering

13 Facilities.

14 (B) Inspection of Metering Facilities. Visual inspection and routine maintenance

15 of the Metering Facilities and appurtenances thereto shall be performed annually by the

16 Authority, and the Authority shall prepare or shall have prepared an Inspection Report

17 regarding the condition, accuracy and state of the Metering Facilities. The Inspection

18 Report shall be prepared at the Authority's expense by a representative of the

19 manufacturer of the Metering Facilities or a third-party reasonably acceptable to the

20 Authority and the Member Governments, and a copy of each such Inspection Report shall

21 be furnished to the Member Governments. The Authority shall perform or have performed








1 annually at its expense a certified calibration test of the Metering Facilities and submit the

2 results thereof to the Member Governments.

3 Upon request and at the expense of a Member Government, the Authority shall

4 make arrangements for a meter test to be conducted by an independent testing facility.

5 The Authority shall be responsible for negotiating and paying to the independent meter

6 testing facility any fees charged for such a test. Such independent meter testing facilities

7 shall conform to the manufacturer's standards. Where appropriate, the meter may be field

8 tested. The Member Governments shall have the right to observe any field test, and the

9 Authority shall provide the Member Governments with a written report of the results of

10 each such test.

11 (C) Inaccurate Meters. The Authority shall employ water meters that register

12 within the accuracy limits provided by the manufacturer. Should the accuracy of any of the

13 Metering Facilities be'determined to be inaccurate beyond limits prescribed in applicable

14 Environmental Permits, such Metering Facilities will be assumed to have been inaccurate

15 since the last annual Inspection Report, calibration or the last field test or for a period of

16 six (6) months, whichever is less, and the following month's billing will be adjusted taking

17 into account the nature of the inaccuracy to show a credit or additional charge to the

18 respective Member Governments for metered flow for that period. Inaccuracies which are

19 not beyond the limits prescribed in applicable Environmental Permits shall not be credited

20 or charged to the affected Member Governments.

21 SECTION 12. ANNUAL REPORT. Commencing on the Effective Date hereof

22 and by February 1 of each year thereafter, each Member Government shall supply the








1 Authority with an updated Annual Report, in the form provided in Exhibit K attached hereto,

2 setting forth the next five (5) Fiscal Years of projected Water Service demand within their

3 respective Water Service Areas. Such projected Water Service demand shall state its

4 projected average day and maximum day Water Service requirements. The Annual Report

5 shall include a Long Term Forecast. The Long Term Forecast shall set forth the next

6 twenty (20) Fiscal Years of projected Water Service demand within the respective Water

7 Service Areas. At the Authority's request, such Member Government shall furnish to the

8 Authority its back-up and supporting information, data and projections that form the basis

9 of any Annual Report or Long Term Forecast. The Annual Reports shall be utilized by the

10 Authority in formulating its capital improvement program; provided the Authority agrees

11 that such Annual Reports are only one factor in formulating its capital improvement

12 program and it further agrees not to rely exclusively on such Annual Reports in its

13 determination of the Quality Water needs of the Member Governments.

14 SECTION 13. RATE. (A) Authority's Annual Estimate. No later than April 15

15 of each year during the term of this Contract, the Authority shall submit to the Member

16 Governments the Annual Estimate which shall set forth the anticipated cost to the Authority

17 of providing Water Service to the Member Governments for the forthcoming Fiscal Year.

18 The Annual Estimate shall be based upon the Authority's proposed budget for such Fiscal

19 Year. The Annual Estimate shall describe the Fixed Costs and Variable Costs of the

20 Authority. The Annual Estimate may be revised from time to time to reflect changes to the

21 Authority's budget. The Authority's budget shall be approved as provided in the Interlocal

22 Agreement.








1 (B) Rate. The rate in effect each Fiscal Year shall be sufficient to pay the Annual

2 Estimate established by the Authority. During the term of this Contract, the Member

3 Governments irrevocably agree to pay to the Authority, as compensation for the Water

4 Service received by such Member Governments, a monthly charge for such Water Service

5 based on the rate approved by the Authority and total volume of Quality Water delivered

6 to such Member Governments by the Authority. In addition, the Authority's rate structure

7 may provide for debits and credits for different levels of treatment of Quality Water

8 required of the Authority or a Member Government as described in Section 3.04 of the

9 Interlocal Agreement. The Authority shall also provide for credits to those Member

10 Governments who do not elect to take cash, in whole or in part, for the sale of their

11 Transferred Assets to the Authority as provided in the Interlocal Agreement. The Authority

12 and the Member Governments agree that the rate for Water delivered to Tampa from the

13 Tampa Bypass Canal shall be established pursuant to the provisions of Section 3.08(D)

14 of the Interlocal Agreement. The Member Governments shall be billed on a monthly basis

15 in accordance with bills rendered by the Authority to each Member Government. The

16 monthly bills delivered by the Authority to the Member Governments shall consist of two

17 components. The first component shall be a charge for the Fixed Costs of the Authority.

18 Each Member Government shall pay monthly an amount equal to one-twelfth of the Fixed

19 Costs provided in the Annual Estimate times B, whereby A equals the amount of Quality

20 Water delivered to such Member Government during the previous Fiscal Year and B

21 equals the total amount of Quality Water delivered to all of the Member Governments

22 during such Fiscal Year. The amount of Fixed Costs payable by the Member Governments








1 shall be subject to a true-up pursuant to Section 13(E) hereof. The second component of

2 each monthly bill shall be the charge for the Variable Costs. Each Member Government

3 shall pay an amount equal to the amount of Quality Water consumed by the Member

4 Government during the prior month times the rate then in effect times -D, whereby C equals

5 the Variable Costs and D equals the Annual Estimate then in effect. All bills shall become

6 due within thirty (30) days of receipt thereof by a Member Government.

7 (C) Rate Setting. The initial rate for Water Service to be charged by the

8 Authority to the Member Governments is contained in Exhibit F to this Contract. Between

9 April 15 and August 1 of each Fiscal Year, the Authority may prepare and approve an

10 adjustment to the Water Service rate then in effect, if appropriate, based on the Authority's

11 Annual Estimate of providing Water Service to the Member Governments during such

12 period during which the adjustment will be in effect. Any rate adjustment put into effect as

13 part of the Authority's, budget process described above shall become effective no earlier

14 than the next succeeding October 1. The Authority may also prepare and approve an

15 adjustment to the rate at such other time or times as shall be required by the Financing

16 Documents.

17 The rate to be charged in a Fiscal Year to the Member Governments for Water

18 Service may include the following components:

19 (i) Operation, Maintenance and Administrative Costs. Operation,

20 Maintenance and Administrative Costs shall be based on the cost of service

21 provided by the Authority in such Fiscal Year.








1 (ii) Debt Service Charges. Debt Service Charges relating to any

2 Authority's Obligations shall be based upon the payment of, redemption premium,

3 if any, and interest coming due on the Obligations in such Fiscal Year.

4 (iii) Renewal and Replacement Charges. Renewal and Replacement

5 Charges shall be based on an engineering estimate by the Authority's consulting

6 engineer of amounts to be deposited into the renewal and replacement fund or

7 account at a level sufficient to satisfy in such Fiscal Year all requirements of

8 covenants given or undertaken by the Authority in the Financing Documents.

9 (iv) Bond Coverage Costs. Bond Coverage Costs shall be based upon

10 coverage requirements established by the Financing Documents.

11 (v) Capital Improvement Charges. Capital Improvement Charges shall

12 be based upon the amount identified therefore in the Authority's Annual Estimate for

13 such Fiscal Year.

14 (vi) Operating Reserve Funds. Operating Reserve Funds shall be based

15 upon the amount identified therefore in the Authority's Annual Estimate for such

16 Fiscal Year.

17 The Member Governments agree that the Authority may establish a rate

18 stabilization fund. Operation, Maintenance and Administrative Costs and/or Operating

19 Reserve Funds may be utilized by the Authority to fund such rate stabilization fund.

20 (D) Procedure for Rate Adjustments. Prior to the adoption of any proposed new

21 or adjusted rate, the Authority shall provide to the Member Governments its proposed rate,

22 with supporting data and calculations. Any disagreements in the proposed rate shall be








1 submitted for determination in the manner and mode set forth in Section 19 hereof.

2 Notwithstanding any disagreement by any such Member Government of the proposed rate,

3 the Authority may, nonetheless, implement said proposed rate at any time not less than

4 sixty (60) days after receipt thereof by the Member Governments. Upon completion of the

5 determination regarding the propriety of the proposed rate, pursuant to the procedures set

6 forth in Section 19 hereof, the rate so determined to be proper shall become the adopted

7 and approved adjusted rate. If the proposed rate is determined to have been in excess of

8 the rate permitted under this Contract, in whole or in part, then the Authority shall, within

9 thirty (30) days of said determination, refund to such Member Government the difference

10 between the proposed rate collected by the Authority and the rate found to be proper

11 pursuant to the determination made under Section 19 hereof.

12 A copy of the Authority's rate, as it may be adjusted or proposed from time to time,

13 is intended to be incorporated herein by this reference, and shall be considered to be

14 attached hereto as Exhibit F.

15 (E) Annual True-Up. Following the end of each Fiscal Year, an annual adjustment

16 in the Fixed Costs component of bills paid during that Fiscal Year shall be computed on

17 the basis of (i) the Fixed Costs which are provided in the Annual Estimate in effect during

18 the Fiscal Year then ended and (ii) the actual amount of Quality Water delivered to each

19 of the Member Governments during the Fiscal Year then ended. The Authority shall

20 determine the amount of Fixed Costs payable by each Member based upon actual delivery

21 of Quality Water during the previous Fiscal Year. Such determination shall be made within

22 forty-five (45) days of the end of the Fiscal Year. In the event the determination reflects








1 that an underpayment has been made by a Member Government as a result of

2 consumption of an increased amount of Water by such Member Government, then the full

3 amount due and owing for said underpayment shall be paid by the Member Government

4 to the Authority within sixty (60) days of the Member Government's receipt of the

5 determination. In the event the determination reflects that an overpayment has been made

6 by a Member Government as a result of consumption of a lesser amount of Quality Water

7 by such Member Government, then the amount of said overpayment shall be paid to the

8 Member Government within sixty (60) days following distribution of the determination.

9 Neither underpayments nor overpayments shall bear interest. Each such adjustment in

10 payments shall be verified by the Authority's annual audit. The annual audit shall be

11 distributed to the Member Governments on or before March 1 of the year following the end

12 of each Fiscal Year. The Authority shall adjust any overpayments or underpayments to

13 reflect the Quality Water consumption amounts provided in the annual audit.

14 (F) Carry-Forward. Any unencumbered moneys of the Authority present at the

15 end of a Fiscal Year shall be budgeted by the Authority for the succeeding Fiscal Year and

16 shall be utilized for the same purposes for which rates are charged by the Authority to the

17 Member Governments pursuant to this Section 13.

18 SECTION 14. PLEDGE OF CONTRACT REVENUES. The Authority is

19 hereby authorized to pledge all payments due, owing or received by Member Governments

20 pursuant to the terms hereof, any interest or other income derived from moneys received

21 under this Contract and any other moneys of the Authority for the purpose of securing the

22 Obligations issued by the Authority.








1 SECTION 15. DEVELOPMENT OF NEW WATER SUPPLY SOURCES.

2 Unless prevented by force majeure, as described in Section 21(E) hereof, the Authority will

3 develop new Water Supply Facilities as provided in the Interlocal Agreement in order to

4 meet the Quality Water supply needs of the Member Governments. The Authority and the

5 Member Governments realize that the development of new water supply sources and the

6 implementation of the Master Water Plan are paramount to the Authority's ability to fulfill

7 its Water Service obligations under this Contract, and the parties hereby agree to work

8 together toward accomplishing the objectives set forth in the Master Water Plan and the

9 Interlocal Agreement.

10 SECTION 16. MEMBER GOVERNMENTS' RIGHTS TO DEVELOP AND

11 SUPPLY WATER. Member Governments may develop Water Supply Facilities or

12 purchase Water from persons other than the Authority only to the extent provided in the

13 Interlocal Agreement.

14 SECTION 17. ADDITIONAL REPRESENTATIONS, WARRANTIES AND

15 COVENANTS OF THE AUTHORITY. The Authority hereby represents, warrants and

16 covenants to the Member Governments as follows:

17 (A) Water Quality. The Authority shall deliver to the Member Governments

18 Quality Water from the Authority's System at the Points of Connection. Upon the request,

19 and at the expense, of a Member Government and upon the conditions described in

20 Section 3.04 of the Interlocal Agreement, the Authority may provide additional treatment

21 to the Quality Water.








1 (B) Environmental Permits. The Authority shall obtain, renew, maintain and

2 modify, if necessary, all Environmental Permits necessary to provide Water Service to the

3 Water Service Areas in accordance with the terms of the Interlocal Agreement. The

4 Authority further agrees to comply with all Environmental Permit conditions and applicable

5 rules and regulations.

6 (C) Financing Water Supply Facilities. The Authority shall from time to time

7 issue such Obligations as it deems necessary to cover the costs incurred in constructing,

8 acquiring, operating, replacing and expanding the Authority's System; provided any

9 Obligations issued to finance operating expenses shall mature no later than one year from

10 the date of their issuance.

11 (D) Accounting. The Authority shall maintain accounts and records for all funds

12 received and disbursed by it with respect to Water Service. On or before each March 1,

13 beginning on the March 1 immediately following the date upon which all conditions

14 precedent in Section 5 hereof are satisfied, the Authority shall complete an audit of the

15 aforesaid accounts. Said audit shall be conducted by a nationally recognized certified

16 public accounting firm.

17 (E) Adequate Water and Environmental Effects. The Authority shall supply

18 Water Service to the Member Governments and reduce adverse environmental effects of

19 excessive or improper withdrawals of Water from concentrated areas as provided herein

20 and in the Interlocal Agreement.

21 (F) Conservation. The Member Governments shall have primary responsibility

22 for implementing means, methods and techniques relating to Water conservation;








1 provided, however, the Authority may continue to plan and coordinate the conservation

2 efforts of the Member Governments.

3 (G) Operation of System. The Authority shall at all times operate and maintain

4 the System in accordance with prudent utility practices.

5 (H) Compliance with Laws. The Authority shall comply with all laws, rules and

6 regulations applicable to this Contract and its obligations arising hereunder.

7 (I) Equitable Treatment of Member Governments. The Authority shall treat all

8 Member Governments equitably without preference for any one Member Government over

9 another Member Government, all in accordance with the terms of this Contract and the

10 Interlocal Agreement.

11 (J) Rate. The rate charged by the Authority to the Member Governments for

12 Water Service shall be the lowest reasonable nddequaterate to fulfill the purpose of

13 the Authority pursuant to the Interlocal Agreement and this Contract.

14 SECTION 18. ADDITIONAL REPRESENTATIONS, WARRANTIES AND

15 COVENANTS OF THE MEMBER GOVERNMENTS. The Member Governments hereby

16 represent, warrant and covenant to the Authority as follows:

17 (A) Irrevocable Commitment to Pay. The Member Governments shall pay their

18 respective monthly bills for Water Service to their respective Water Service Areas for

19 every Fiscal Year throughout the term of this Contract in the manner provided in Section

20 13 hereof. Said payments by the parties shall be made without notice or demand and

21 without set-off, counterclaim, abatement, suspension or deduction. The Authority is

22 undertaking the acquisition, construction, operation, replacement and expansion of the








1 Authority's System on the representations, warranties and covenants of the Member

2 Governments set forth in this Section 18.

3 (B) Acquisition of Real Property. The Member Governments shall cooperate with

4 the Authority in acquiring all interests in real property necessary to acquire, construct,

5 manage, operate and expand the Authority's System.

6 (C) Member Governments' Water Utility System Charges. The Member

7 Governments shall fix, revise, maintain and collect such fees, rates, tariffs, rentals, or other

8 charges for the use of products, services and facilities of their respective Member

9 Government's water utility systems to the extent necessary to fund the timely payment of

10 their respective obligations and liabilities under this Contract.

11 (D) Member Governments' Water Utility System Operation and Maintenance

12 Account. The Except as otherwise provided herein, the Member Governments shall

13 maintain their Member Governments' water utility system operation and maintenance

14 accounts throughout the term of this Contract for the purpose of paying their obligations

15 and liabilities under this Contract. At all times during the term of this Contract, the parties'

16 obligations and liabilities under this Contract shall be considered an operating expense

17 of their water utility systems and shall be paid from their water utility systems operation

18 and maintenance accounts: provided, however, that such obligations and liabilities of a

19 Member Government shall not be considered an operating expense of its water utility

20 system nor need it be paid from the operation and maintenance account to the extent the

21 Member Government has budgeted and appropriated legally available moneys for such

22 purpose and is current on all its obligations arising hereunder.








1 (E) Member Government Payment Obligation. A Member Government shall not

2 be liable under this Contract for the obligations of any other Member Government. A

3 Member Government shall be solely responsible and liable for performance of its

4 obligations under this Contract. The obligation of a Member Government to make

5 payments under this Contract is a severable obligation and not a joint obligation with the

6 other Member Governments.

7 (F) Cooperation on Issuance of Authority Obligations. Each Member

8 Government shall cooperate with the Authority in issuance of the Authority's Obligations.

9 In such connection, each Member Government and the Authority shall comply with

10 reasonable requests of each other and will, upon request, do as follows: (i) make

11 available general and financial information about itself;(ii) consent to publication and

12 distribution of its financial information; (iii) certify that its general and financial information

13 is accurate, does not contain any untrue statements of a material fact and does not omit

14 to state a material fact necessary to make the statements in the information, in light of

15 circumstances under which they are made, not misleading; (iv) make available certified

16 copies of official proceedings; (v) provide reasonable certifications to be used in a

17 transcript of closing documents; and (vi) provide and pay for reasonable requested

18 opinions of counsel as to the validity of its actions taken in respect to and the binding

19 effect of the Interlocal Agreement and this Contract, title to its Water supply system, as

20 applicable, and pending or-threatened litigation which could materially affect its

21 performance hereunder. In addition, each Member Government agrees to take no action

22 which shall adversely affect the exclusion from gross income of interest on the Authority's








1 Obligations for purposes of federal income taxation. Each Member Government shall

2 provide the Authority reasonable assurance that no actions taken by it shall adversely

3 affect the exclusion from gross income of interest on the Authority's Obligations for

4 purposes of federal income taxation. Each Member Government further agrees that it shall

5 pay any arbitrage rebate liability arising pursuant to Section 148 of the Internal Revenue

6 Code of 1986, as amended, from the use or investment of proceeds of the Series 1998

7 Bonds which are paid to such Member Government for acquisition of its Transferred

8 Assets by the Authority.

9 SECTION 19. ARBITRATION. (A) Arbitration. Except as otherwise provided

10 in this Section 19, any disputes respecting monetary defaults committed by the Authority

11 or any of the Member Governments, any disputes regarding Water quality as provided in

12 Exhibit D hereto, and any disputes between the Authority and any Member Government

13 involving fiscal matters arising under this Contract, which are not otherwise resolved after

14 due diligent effort by the parties, shall be resolved through binding arbitration in

15 accordance with the following provisions of this Section 19. Such binding arbitration shall

16 be the sole and exclusive method of resolving disputes described above.

17 (i) Arbitration shall be commenced by one party serving written notice

18 upon on the other parties of its demand to arbitrate. Within sixty (60) days after

19 actual receipt of a written demand to arbitrate, the parties shall proceed with

20 arbitration. Within said sixty (60) days, the Authority and the Member Government

21 each shall appoint a person as arbitrator. Each appointment shall be signified in

22 writing by each party to the other, and the arbitrators so appointed shall, within ten








1 (10) days of their appointment, appoint a third arbitrator and who shall chair the

2 panel. If the arbitrators appointed by the parties are unable to agree upon a third

3 arbitrator, the third arbitrator shall be appointed by the American Arbitration

4 Association from its qualified panel of arbitrators. If the Authority or the Member

5 Government fails to appoint an arbitrator within sixty (60) days after receipt from the

6 other party of a written demand to arbitrate, then the arbitrator appointed by the

7 party not in default hereunder shall appoint a second arbitrator and the two so

8 appointed shall appoint a third arbitrator to chair the panel. None of the arbitrators

9 shall have a business or other pecuniary relationship with either party, except for

10 payment of the arbitrator's fees and expenses.

11 (ii) In the event a dispute arises involving the Authority and more than

12 one Member Government in regard to the same subject matter, such parties may

13 agree to one arbitration proceeding to settle such a dispute. Within sixty (60) days

14 of such agreement, the Authority, individually, and the Member Governments,

15 collectively, shall each appoint a person as arbitrator. Each appointment shall be

16 signified in writing by each party to the other parties and the arbitrators so

17 appointed shall, within ten (10) days of their appointment, appoint a third arbitrator

18 who shall chair the panel. If the arbitrators appointed are unable to appoint a third,

19 such third arbitrator shall be appointed by the American Arbitration Association from

20 its qualified panel of arbitrators. If either the Authority or the Member Governments

21 fail to appoint an arbitrator within sixty (60) days after agreement to proceed with

22 a single arbitration, then the arbitrator appointed shall appoint a second arbitrator








1 and the two so appointed shall appoint a third arbitrator to chair the panel. None

2 of the arbitrators shall have a business or other pecuniary relationship with any of

3 the parties, except for payment of the arbitrator's fees and expenses.

4 (iii) The three arbitrators, after being duly sworn to perform their duties

5 with impartiality and fidelity, shall proceed to determine the questions submitted.

6 The arbitrators may, at their discretion, and shall, upon the written request of either

7 the Authority or the Member Government(s), engage experts to provide peer review

8 of any scientific and technical studies introduced by parties. The arbitration hearing

9 shall convene not earlier than ninety (90) days and not later than one hundred

10 twenty (120) days of the appointment of the chair by the arbitrators, unless the

11 parties agree to an earlier date. The arbitrators shall render an award within sixty

12 (60) days of the conclusion of the arbitration hearing, and such award shall be in

13 writing and in duplicate, one counterpart thereof to be delivered simultaneously to

14 each of the parties. The award shall contain findings of fact and conclusions of law

15 and shall be final and binding upon the parties involved.

16 (iv) The fees, charges and expenses of such arbitrators and any experts

17 engaged by the arbitrators shall be borne equally by the parties. The fees of

18 respective counsel engaged by the parties, and the fees of expert witnesses and

19 other witnesses called by the parties shall be paid by the respective party engaging

20 such counsel or engaging such witnesses.

21 (v) Except to the extent inconsistent with this Section 19, the American

22 Arbitration Association standards shall apply to any arbitration proceedings








1 conducted under the provisions of this Section 19. The venue for any such action

2 shall be the county in which the Authority maintains its principal office. Limited

3 discovery shall be allowed in any such arbitration proceeding of up to twenty-five

4 (25) interrogatories per party including all subparts, up to ten (10) depositions per

5 party with a limitation of eight (8) hours per deposition, the exchange of witness and

6 exhibit list in accordance with a schedule approved by the arbitrators, and any other

7 discovery procedures agreed to by the parties and approved by the arbitrators

8 provided, however, that requests for admission shall not be allowed in any such

9 arbitration proceeding. Discovery shall be conducted pursuant to the rules set forth

10 in Exhibit L attached hereto unless all parties to the proceeding agree to modify

11 such rules.

12 (B) Continuation of Payments. The Member Governments agree that during any

13 such period of arbitration, they shall continue to promptly make all payments due to the

14 Authority, pursuant to the terms of this Contract, and the Authority shall continue to provide

15 Water Service to such Member Governments in accordance with the terms hereof.

16 (C) Exclusive Remedy. Other than as provided herein, the Authority and the

17 Member Governments hereby establish binding arbitration, as described in this Section

18 19, as the sole and exclusive method of resolving the disputes arising hereunder which are

19 subject to arbitration. It is expressly agreed that no Member Government shall fund the

20 participation of, or provide in-kind contributions to, any third-party in an administrative or

21 judicial review of any matter which is the subject of arbitration hereunder; provided,

22 however, that this Section 19(C) shall not apply to the Hillsborough County Environmental








1 Protection Commission while in compliance with the agreement between itself and the

2 Authority.

3 (D) Events Not Subject to Arbitration. Other than disputes regarding monetary

4 defaults, disputes regarding Water quality as provided in Exhibit D hereto and disputes

5 regarding fiscal matters arising under this Contract, no other disputes arising hereunder

6 shall be subject to the mandatory arbitration provisions of this Section 19; provided the

7 parties hereto may avail themselves of such arbitration procedures for other disputes on

8 a voluntary basis.

9 SECTION 20. AUTHORITY'S SOURCES OF WATER. Subject to any rights

10 a Member Government may have pursuant to the Interlocal Agreement, the Authority may

11 provide Water Service to satisfy its obligations hereunder from any component of its

12 System or such other source deemed appropriate by the Authority and the Authority may

13 use any component of its System or such other source to transport water to the Points of

14 Connection.

15 SECTION 21. DEFAULT AND REMEDY. (A) Defaults. In the event any of

16 the parties default under any of the terms or provisions of this Contract and such default

17 is not subject to the provisions of Section 19 hereof, the parties may avail themselves of

18 any rights or remedies available under applicable law. Notwithstanding the commission

19 of an act of default by a Member Government under any of the terms or provisions of this

20 Contract, none of the parties hereto shall be relieved from their obligations under the terms

21 of this Contract to provide, receive or pay for timely and sufficient Water Service in

22 accordance with the provisions of this Contract. The parties, however, shall not be








1 assumed to have waived any such default by the continuation of the provision or payment

2 of said Water Services. The parties hereto acknowledge that this Contract may not be

3 terminated except as provided in Section 4 hereof.

4 (B) Reliance by Holders of Obligations. The parties acknowledge that to finance

5 the acquisition and construction of improvements and expansion of the System, the

6 Authority will issue Obligations from time to time and, by reason of such issuance by the

7 Authority, it is essential that the Authority be paid in a timely fashion all sums due from

8 Member Governments pursuant to this Contract. In light of the obligations of the Authority

9 to holders of Obligations, and the Authority's reliance on Member Governments'

10 representation and covenant that payment of all sums due to the Authority under the terms

11 of this Contract shall be prompt in their remittal, the parties hereby agree to resolve any

12 disputes over the correct amount of monthly billings in accordance with Section 19 hereof.

13 During the pendency of such dispute resolution proceedings, the Authority agrees to

14 continue to provide Water Service to the Member Governments, and the Member

15 Governments agree to continue to pay in full, as billed, for such service, but subject to the

16 Authority's obligation to refund to the Member Governments any amount collected in

17 excess of the amount ultimately determined to have been proper with interest on such

18 excess amount from the date of payment at the rate then prevailing for investments in the

19 Local Government Surplus Funds Trust Fund.

20 (C) Failure to Pay Monthly Bills. In the event that a Member Government fails

21 to pay the full amount of a bill for monthly service or for any other amount coming due to

22 the Authority under this Contract within thirty (30) days of receipt of said bill, then such








1 Member Government shall pay interest on the unpaid balance from the original due date

2 to the date of payment at the rate then prevailing for investments in the Local Government

3 Surplus Funds Trust Fund.

4 (D) Bankruptcy by Member Government. In the event a Member Government

5 becomes insolvent, or voluntary or involuntary bankruptcy proceedings are instituted

6 against such Member Government, or a Member Government becomes unable or fails to

7 meet its obligations to its creditors as they come due, the Authority shall thereupon

8 become entitled to seek the appointment of a receiver for the revenues of such member

9 Member Government's water utility system (but not for the operation of a Member

10 Government's water utility system). In the event a receiver is appointed for the revenues

11 of such Member Government's water utility system in accordance with this Section 21, said

12 receiver shall, subject to orders of the appointing court, have the exclusive right to obtain,

13 collect and deposit orinvest all revenues payable to or received by a Member Government

14 from its water customers, to pay to the Authority from such revenues all amounts due or

15 becoming due to the Authority under this Contract, and to make payments under the

16 provisions of resolutions or indentures pertaining to outstanding debt of a Member

17 Government that is secured by the revenues of the water utility system.

18 The Authority's right to seek the appointment of a receiver under the provisions of

19 this Section 21 shall be subordinate to any right to the appointment of a receiver that may

20 be conferred upon the holders of debt obligations secured by the revenues of a Member

21 Government's water utility system. By virtue of the treatment of amounts due to the

22 Authority under this Contract as operating expenses of a Member Government (except as








1 otherwise provided in Section 18(D) hereof), it is acknowledged that the Authority's right

2 to receive payments hereunder will be prior to the right of the holders of the debt

3 obligations of a Member Governments water utility system. A Member Government shall

4 have the right to contest the appointment of a receiver only in the event that such Member

5 Government is not in default on any payment obligations to the Authority hereunder at the

6 time of the filing of the Authority's petition for the appointment of such a receiver. Such

7 Member Government shall be entitled to have the receivership discharged at any time

8 upon demonstration to the court that the Authority is current in the payment of all amounts

9 then due and owing to the Authority hereunder and in substantial compliance with the

10 material covenants and agreements of the Member Government hereunder.

11 (E) Force Majeure. In the event that the performance of this Contract by any

12 party is prevented or interrupted in consequence of any cause strictly beyond the control

13 of such party including, but not limited to, Acts of God-; war;, national emergency;_

14 allocation or other governmental restrictions upon the use or availability of labor; or

15 materials or natural resources,. shortages of energy sources or supplies-; failure to obtain

16 electricity or telephone service;, shortages of raw materials-; rationing-; civil insurrection,

17 riot, disorder or demonstration-; strike-; lock out;- embargo;, flood;_ tidal wave-; fire-;

18 explosion;; bomb detonation;_ nuclear fallout;, windstorm-; hurricane;, earthquake;, a

19 casualty or, disaster or catastrophe;, unforeseeable failure or breakdown of pumping.

20 transmission, processing or other facilities-; governmental rules, acts, order orders,

21 restrictions, regulations or requirements; (other than denial of a Primary Environmental

22 Permit): discretionary acts or actions of any government, public, governmental authority,








1 commission, board, agency, agent, official or officer (except for the acts or actions of the

2 Authority or Member Governments or its agents or officers and affecting this Contract )-

3 or the denial of a Primary Environmental Permit); the enactment of any statute, ordinance,

4 resolution, regulation, rule, ruling or order; (other than denial of a Primary Environmental

5 Permit): a decree, judgment or injunction of any court, or the failure to obtain any required

6 permit or governmental approval after making its best efforts to obtain same-; said party

7 shall not be liable for such nonperformance, but only for the duration of or to the extent of

8 said force majeure and only if said party is not directly or indirectly responsible therefore.

9 Any party claiming to be relieved of any duty pursuant to this Section 21 shall give prompt

10 written notice thereof to the other parties. The parties agree, however, to remedy with all

11 reasonable dispatch the cause or causes preventing a party from carrying out its

12 agreement.

13 SECTION 22.' DISPOSITION OF ASSETS UPON TERMINATION OF

14 AUTHORITY. Upon termination of the Authority, all assets and property of the Authority

15 shall be disposed of as provided in Section 6.04 of the Interlocal Agreement.

16 SECTION 23. APPLICABLE LAW AND VENUE. The laws of the State of

17 Florida shall govern the validity, interpretation, construction and performance of this

18 Contract and venue for any suit involving this Contract shall be in the county where the

19 Authority's principal office is located.

20 SECTION 24. ASSIGNMENT. No assignment, delegation, transfer or

21 novation of this Contract or any part hereof shall be made unless approved in writing by

22 all parties.








1 SECTION 25. NOTICES. All notices, demands, requests and other

2 communications hereunder shall be deemed sufficient and properly given, if in writing and

3 delivered in person to the following addresses or sent by certified or registered mail,

4 postage prepaid with return receipt requested, at such addresses; provided, if such

5 notices, demands, requests or other communications are sent by mail, they shall be

6 deemed as given on the third day following such mailing which is not a Saturday, Sunday

7 or a day on which United States mail is not delivered:

8 If to the Authority: West Coast Regional Water Supply Authority
9 2535 Landmark Drive, Suite 211
10 Clearwater, Florida 33761
11 Attention: General Manager
12
13 If to Pinellas: Board of County Commissioners
14 315 Court Street
15 Clearwater, Florida 34616
16 Attention: County Administrator
17
18 If to Pasco: Board of County Commissioners
19 7530 Little Road, Room 340
20 West Pasco Government Center
21 New Port Richey, Florida 34654
22 Attention: County Administrator
23
24 If to Hillsborough: Board of County Commissioners
25 601 East Kennedy Boulevard, 26th Floor
26 Tampa, Florida 33602
27 Attention: County Administrator
28
29 If to St. Petersburg: City of St. Petersburg
30 One Fourth Street North
31 St. Petersburg, Florida 33701
32 Attention: City Administrator
33
34 If to Tampa: City of Tampa
35 315 East Kennedy Boulevard
36 Tampa, Florida 33602
37 Attention: Gity Administrator Mayor








1 If to New Port Richey: City of New Port Richey
2 5959 5919 Main Street
3 New Port Richey, Florida 34653 34652
4 Attention: City Manager
5
6 Any party may, by like notice, designate any further or different addresses to which

7 subsequent notices shall be sent. Any notices hereunder signed on behalf of the notifying

8 party by a duly authorized attorney at law shall be valid and effective to the same extent

9 as if signed on behalf of such party by a duly authorized officer or employee.

10 SECTION 26. THIRD-PARTY BENEFICIARIES. The Authority,

11 St. Petersburg, Tampa, New Port Richey, Pasco, Pinellas and Hillsborough agree the

12 holders of any Obligations issued by the Authority to finance or refinance the acquisition,

13 construction, improvement, replacement or operation of the Authority's System shall be

14 third-party beneficiaries of this Contract and the rights, obligations, representations and

15 warranties of the Authority, Hillsborough, New Port Richey, Pasco, Pinellas, St. Petersburg

16 and Tampa pursuant to this Contract and the Interlocal Agreement. No right or cause of

17 action shall accrue upon or by reason hereof, or for the benefit of any other person not

18 expressly named as a party in this Contract.

19 SECTION 27. WAIVER. Unless otherwise specifically provided by the terms

20 of this Contract, no delay or failure to exercise a right resulting from any breach of this

21 Contract shall impair such right or shall be construed to be a waiver thereof, but such right

22 may be exercised from time to time and as often as may be deemed expedient. Any waiver

23 shall be in writing and signed by the party granting such waiver. If any representation,

24 warranty or covenant contained in this Contract is breached by any party and thereafter

25 waived by another party, such waiver shall be limited to the particular breach so waived








1 and shall not be deemed to waive, either expressly or impliedly, any other breach under

2 this Contract.

3 SECTION 28. CAPTIONS AND REFERENCES. The title page, table of

4 contents, section headings and captions contained herein are included for convenience

5 of reference only and shall not be considered part of this Contract or affect in any manner

6 its construction or interpretation. Except as otherwise indicated, all references herein to

7 sections are to sections of this Contract.

8 SECTION 29. SEVERABILITY. In the event that any provision of this

9 Contract shall, for any reason, be determined invalid, illegal or unenforceable in any

10 respect, the parties hereto shall negotiate in good faith and agree to such amendments,

11 modifications or supplements of this Contract or such other appropriate actions as shall,

12 to the maximum extent practicable in light of such determination, implement and give effect

13 to the intentions of'the parties as reflected herein, and the other provisions of this

14 Contract, as amended, modified, supplemented or otherwise affected by such action, shall

15 remain in full force and effect.

16 SECTION 30. AMENDMENT. This Contract may only be amended by a

17 written document duly executed by the Authority, Hillsborough, New Port Richey, Pasco,

18 Pinellas, St. Petersburg and Tampa. The parties hereto agree to make no amendment

19 hereto or to the Interlocal Agreement which will materially adversely affect the rights or

20 security of the holders of the Obligations.








1 SECTION 31. NO OTHER AGREEMENTS. This Contract shall constitute the

2 entire agreement of the Authority, Hillsborough, New Port Richey, Pasco, Pinellas,

3 St. Petersburg and Tampa with respect to the matters provided herein.

4 SECTION 32. EXISTING AGREEMENTS. The agreements for the supply of

5 water by the Authority to a Member Government described in Exhibit G hereto shall be

6 terminated and shall no longer be in effect upon the Effective Date hereof. The

7 agreements described in Exhibit H hereto shall remain in full force and effect. The parties

8 hereto agree to modify the agreements described in Exhibit I as specified therein and

9 further agree that the agreements described in Exhibit I shall be superseded to the extent

10 they are not expressly modified. The agreements described in Exhibit J hereto shall be

11 superseded to the extent of any conflict or inconsistency with the Interlocal Agreement or

12 this Contract. Any other agreement of the Authority or Member Government relating to

13 Water production, transmission, treatment, delivery or sale not specifically described in

14 Exhibit G, H, I or J shall be superseded by the Interlocal Agreement and this Contract to

15 the extent of any conflict or inconsistency with such Agreement or this Contract.

16 SECTION 33. SUCCESSORS AND ASSIGNS. This Contract shall be binding

17 upon and inure to the benefit of the respective successors, permitted assigns,

18 administrators and trustees of the Authority, Hillsborough, New Port Richey, Pasco,

19 Pinellas, St. Petersburg and Tampa.

20 SECTION 34. EXECUTION OF DOCUMENTS. This Contract shall be

21 executed in multiple duplicate originals, any of which shall be regarded for all purposes

22 as an original and all of which shall constitute one and the same instrument.








1 SECTION 35. INTERLOCAL AGREEMENT. This Contract shall constitute

2 an interlocal agreement pursuant to Section 163.01, Florida Statutes. A true and correct

3 copy of this Contract and any subsequent amendments shall be filed with the Clerk of the

4 Circuit Court in Pinellas, Pasco and Hillsborough Counties.

5 SECTION 36. OBLIGATIONS OF MEMBER GOVERNMENTS. All monetary

6 and fiscal obligations of a Member Government arising under this Contract shall be

7 payable solely as an operating expense of its water utility system as described in Section

8 18(D) hereof.

9 SECTION 37. CONFLICT WITH INTERLOCAL AGREEMENT. To the extent

10 any provision herein shall conflict with a provision in the Interlocal Agreement, the

11 provision in the Interlocal Agreement shall be controlling.

12 SECTION 38. GOOD FAITH. The parties hereto agree to exercise good faith

13 and fair dealing in respect to all matters relating to this Contract.

14 SECTION 39. MISCELLANEOUS PROVISIONS. (A) Whenever the singular

15 is used in this Contract and when required by the context, the same shall include the

16 plural, and the masculine, feminine and neuter genders shall each include the others.

17 (B) Whenever approvals of any nature are required by any of the parties to this

18 Contract, it is agreed that same shall not be unreasonably withheld, delayed or

19 conditioned, unless the Contract indicates that said approval is within the discretion of one

20 of the parties. Said approval shall promptly be communicated to the requesting party not

21 more than sixty (60) days after its request (or, as to those provisions in this Contract

22 expressly requiring action within a shorter period, then within such period). In the event








1 that the party being called upon for the approval fails to either approve, deny or approve

2 with conditions within said sixty (60) day period (or such shorter period), the request made

3 to the delaying party shall be deemed to be automatically approved, without any further

4 action or notice required by either party, unless the delaying party shall have requested

5 an extension of time for good cause prior to the expiration of the sixty (60) day period (or

6 such shorter period).

7 (C) It is agreed by and between the parties hereto that all words, terms and

8 conditions contained herein are to be read in concert, each with the other, and that a

9 provision contained under one heading may be considered to be equally applicable under

10 another in the interpretation of this Contract.

11 (D) Failure to insist upon the strict compliance of any of the terms, covenants,

12 or conditions hereof shall not be deemed a waiver of such terms, covenants, or conditions,

13 nor shall any waiver or relinquishment of any right or power hereunder at any one time, or

14 times, be deemed a waiver or relinquishment of such right or power at any other time or

15 times or of any other right or power.








IN WITNESS WHEREOF, the Chairman of the West Coast Regional Water Supply

Authority has caused this Agreement to be executed and delivered as of the day and year

first above written.

WEST COAST REGIONAL WATER
ATTEST: SUPPLY AUTHORITY


Jerry L. Maxwell. Secretary


By:
Ed Turanchik. Chairman

Date:


(SEAL)


APPROVED AS TO FORM:


Donald D. Conn. General Counsel


WCRWSA Special Counsel


STATE OF FLORIDA
COUNTY OF PINELLAS

The foregoing instrument was acknowledged before me this day of
1998. by Ed Turanchik. as Chairman for the West Coast Regional Water
Supply Authority.


Notary Public


Personally Known
Type of Identification Produced


Print Name

My Commission Expires:

OR Produced Identification








1 IN WITNESS WHEREOF, the Board of County Commissioners of Hillsborough

2 County, Florida, has caused this Agreement to be executed and delivered as of the day

3 and year first above written.


ATTEST:
RICHARD AKE
CLERK OF THE CIRCUIT COURT


HILLSBOROUGH COUNTY, FLORIDA


Deputy Clerk


Chairman Board of Gotnt


Commissioners


Date:


APPROVED AS TO FORM:


(SEAL)


19 Office of the County Attorney
20
21
22 STATE OF FLORIDA
23 COUNTY OF HILLSBOROUGH
24
25 The foregoing instrument was acknowledged before me this day of
26 1998. by as Chairman for the Hillsborough County
27 Commission.


Notary Public


Print Name

My Commission Expires:


Personally Known
Tvoe of Identification Produced


OR Produced Identification








IN WITNESS WHEREOF, the Board of County Commissioners of Pasco County,

Florida, has caused this Agreement to be executed and delivered as of the day and year

first above written.


ATTEST:


PASCO COUNTY, FLORIDA


Deputy Clerk


Chairman Bead of Cunty Commissioners

Date:


(SEAL)


Glerk Office of the County Attorney


APPROVED AS TO FORM:










IN WITNESS WHEREOF, the Board of County Commissioners of Pinellas County,

Florida, has caused this Agreement to be executed and delivered as of the day and year

first above written.

ATTEST: PINELLAS COUNTY, FLORIDA
KARLEEN F. DE BLAKER
CLERK OF THE CIRCUIT COURT


Deputy Clerk


By:
Chairman

Date:


APPROVED AS TO FORM:


(SEAL)


Office of the County Attorney


STATE OF FLORIDA
COUNTY OF PINELLAS

The foregoing instrument was acknowledged before me this day of
S1998. by as Chairman for Pinellas County.
Board of County Commissioners.


Personally Known
Type of Identification Produced


Notary Public


Print Name

My Commission Expires:

OR Produced Identification









1 IN WITNESS WHEREOF, the City Council of the City of New Port Richey, Florida,

2 has caused this Agreement to be executed and delivered as of the day and year first

3 above written.


ATTEST:


City Clerk


APPROVED AS TO FORM:


CITY OF NEW PORT RICHEY, FLORIDA


Mayor


(SEAL)


Office of the City Attorney


STATE OF FLORIDA
COUNTY OF PASCO


The foregoing instrument was acknowledged before me this day of
1998. by as Mayor for the City of New Port
Richey.


Notary Public


Print Name

My Commission Expires:


Tvye of Identification Produced


erson Pmr,.ar .intf cation..----
y- o GAJ


nR PmrlllrPrl Ir(Rntifir.atinn


P ll Known









IN WITNESS WHEREOF, the City Council of the City of St. Petersburg, Florida, has

caused this Agreement to be executed and delivered as of the day and year first above

written.


ATTEST:


City Clerk


APPROVED AS TO FORM:


CITY OF ST. PETERSBURG, FLORIDA


Mayor


(SEAL)


Office of the City Attorney


STATE OF FLORIDA
COUNTY OF PINELLAS

The foregoing instrument was acknowledged before me this day of
S1998. by as Mayor for the City of
St. Petersburg.


Personally Known
Type of Identification Produced


Notary Public


Print Name

My Commission Expires:

OR Produced Identification









IN WITNESS WHEREOF, the City Council of the City of Tampa, Florida, has caused

this Agreement to be executed and delivered as of the day and year first above written.


ATTEST:


CITY OF TAMPA, FLORIDA


City Clerk

APPROVED AS TO FORM:


Mayor


(SEAL)


Office of the City Attorney


STATE OF FLORIDA
COUNTY OF HILLSBOROUGH

The foregoing instrument was acknowledged before me this day of
S1998. by as Mayor of the City of Tampa.


Notary Public


Personally Known
Type of Identification Produced


Print Name

My Commission Expires:

OR Produced Identification


OR Produced Identification









EXHIBIT A


AUTHORITY'S SYSTEM










EXHIBIT A
AUTHORITY's SYSTEM
(General Description)
MARCH 23, 1998

EXISTING AUTHORITY ASSETS
TO REMAIN IN AUTHORITY SYSTEM

Cypress Creek Wellfield and Transmission Main 13 production wells located on
4800 acres in Central Pasco County, of which 3500 acres are owned by SWFWMD, with
wellsites licensed to Authority, and 1300 additional acres owned by Authority. Includes
six miles of collector and transmission mains 16 inch through 42 inch diameter;
associated monitoring wells, and all equipment related thereto.

Cypress Creek Water Treatment Plant 110 MGD pumping station, chlorination and
pH adjustment facilities, 2 5 MG water storage tanks, standby emergency electric diesel
generators, analytical laboratory, warehouses, administration and maintenance offices,
located on 40 acre site licensed from SWFWMD.

Cross Bar Ranch Wellfield and Transmission Main 17 production wells located on
wellsites owned by the Authority in Northern Central Pasco County on property owned
by Pinellas County. Includes 20 miles of collector and transmission mains 16 inch
through 60 inch diameter, associated monitoring wells; and all equipment related thereto.

Cypress Creek Transmission Main Includes 19 miles of transmission main 64
through 84 inches in diameter.

U. S. 41 Booster Station 5 MGD booster facility located on 5 acre site owned by the
Authority in Central Pasco County.

West Pasco Booster Station 3 MGD booster facility located on 1 acre Authority
easement in West Pasco County.

Odessa Intertie 3 MGD meter facility on a 3 acre sites owned by the Authority in West
Pasco County.

Morris Bridge Booster Station and Transmission Main 30 MGD booster facility on
3 acre site licensed to the Authority by the City of Tampa. Includes 5 MG water storage
tank and 4 miles of 64 inch diameter transmission main.

Cypress Bridge Wellfield and Transmission Main 10 production wells located on six
(1 to 4 acre) individual sites in Southern Pasco and four 4 acre individual sites in
Northern Hillsborough County, all sites owned by Authority or licensed to Authority.
Includes 20 miles of collector and transmission mains 16 inch through 64 inches in
diameter, associated monitoring wells; and all equipment related thereto.


T:\GENCONCL'GOVERN\EXHIBITA.DOC
03/24/98









Lake Bridge Water Treatment Plant 5 MGD pumping station, chlorination and pH
adjustment facilities, 2-150,000 gallon water storage tanks, located on a 50 acre site
owned by the Authority in Northern Hillsborough County.

Northwest Hillsborough Regional Wellfield and Transmission Main Seven
production wells on individual one acre wellsites owned by or licensed to the Authority
in Northwest Hillsborough County. Includes 8 miles of collector and transmission mains
12 through 36 inches in diameter, associated monitoring wells; and all equipment related
thereto.

Sheldon Road Transmission Main 1-1/2 miles of 30 inch transmission main in
Northwest Hillsborough County.

South Central Hillsborough Regional Wellfield and Transmission Main 17
production wells on individual 1-4 acre wellsites owned by or licensed to the Authority in
Southern Hillsborough County. Includes 19 miles of collector and transmission mains 16
inches through 54 inches in diameter, associated monitoring wells; and all equipment
related thereto.

Tampa Bypass Canal Pumping Station 40 MGD lift station location on the Harney
Canal in Hillsborough County on a site licensed by SWFWMD. Includes a 42 inch
transmission main, associated monitoring wells; and all equipment related thereto.

Starkey Wellfield 14 production wells on 8,000 acres owned by SWFWMD in
Western Pasco County on wellsites licensed to the Authority by SWFWMD. Includes 8
miles of collector and transmission mains 6 inches through 42 inches in diameter,
associated monitoring wells; and all equipment related thereto.

North Pasco Wellfield Two active production wells, and a total of six sites on one
acre sites in western Pasco County on land licensed to the Authority by Pasco County.
Includes 4 miles of collector and transmission mains 16 inches through 36 inches in
diameter, associated monitoring wells; and all equipment related thereto.

Tampa/Hillsborough Interconnect Booster Station 1 MGD booster pump station
adjacent to North Boulevard in NW Hillsborough County.


AUTHORITY ASSETS IN PROPERTY ACQUISITION OR CONSTRUCTION
PHASE TO REMAIN IN AUTHORITY SYSTEM


Cypress Bridge and Morris Bridge Access Roads Wetland crossing improvements
along 17 mile transmission main corridor in Central Pasco and Northern Hillsborough
Counties.


T:'GENCONCL'GO VERN\EXHIBITA.DOC
03/24/98










Cypress Creek Water Treatment Plant Electrical 2400 volt switchgear replacement
and lightning protection improvements.

Cypress Creek Transmission Main Replacement Replacement of 8 miles of 84 and
66 inch pipe manufactured by Interpace.

Keller Transmission Main Replacement of 1.5 miles of 42 and 54 inch pipe
manufactured by Interpace.

Tampa/Hillsborough Interconnect Booster Station New 10 MGD booster facility on
site adjacent to North Boulevard in NW Hillsborough County.

Cosme Transmission Main 8 miles of 48 through 72 inch diameter transmission main.



EXISTING AUTHORITY ASSETS TO BE TRANSFERRED
BY AUTHORITY TO MEMBERS


West Pasco Transmission Main (to Pasco County) Includes 3-1/2 miles of 16 inch
through 24 inch diameter transmission main to be transferred to Pasco County.

Lithia WTP and South County Transmission Mains (to Hillsborough County) 45
MGD pumping station and chlorination facilities. Includes 2 5 MG water storage tanks,
emergency electric diesel generators, analytical laboratory, warehouse, administration
and maintenance offices, located on a 40 acre site owned by Hillsborough County in
Southern part of County. Includes 22 miles of transmission mains 24 inches through 42
inches in diameter.

Gardinier Interconnect (to Hillsborough County) 6 MGD interconnect facility in
Southern Hillsborough County.

Tampa/Hillsborough Interconnect Transmission Main (to Hillsborough County and
City of Tampa) 1-1/2 miles of 30 inch transmission main, from Authority to City of
Tampa and Hillsborough County.


MEMBER ASSETS TO BE TRANSFERRED BY MEMBERS TO AUTHORITY


Hillsborough County Dispersed Wells 8 production wells (consisting of The
Crippenwood, Manors of Crystal Lake (2), Eagles (2), Truman, Bloomingdale and
Highview wells) located on individual sites at various locations owned by Hillsborough
County, plus two additional existing interconnect meters between Hillsborough County
and the City of Tampa, and two interconnect meters between Hillsborough County and
the City of Temple Terrace; and all equipment related thereto.


T:GENCONCL\GOVERN\EXHIBITA.DOC
03/24198











Cosme/Odessa Wellfield 23 production wells and monitor wells in Northwest
Hillsborough County on land owned by City of St. Petersburg. Includes 5 miles of
collector and transmission mains 6 inches through 36 inches in diameter and water
treatment plant influent flowmeter; and all equipment related thereto.

Section 21 Wellfield 6 production wells and monitor wells in Northwest Hillsborough
County on land owned by City of St. Petersburg. Includes 3 miles of collector and
transmission mains 12 inches through 36 inches in diameter; and all equipment related
thereto.

South Pasco Wellfield 8 production wells and monitor wells in southern Pasco County
on land owned by City of St. Petersburg; and all equipment related thereto.

St. Petersburg Transmission Main 12 miles of 42 inch diameter transmission main
located in Southern Pasco and Northwest Hillsborough Counties; and all equipment
related thereto.

Eldridge Wilde Wellfield 58 production wells and monitor wells located in
Northeastern Pinellas and Northwest Hillsborough Counties on lands owned or controlled
by Pinellas County. Includes all collector piping and water treatment plant influent
flowmeter; and all equipment related thereto.

Morris Bridge Wellfield Includes 20 production wells, monitor wells, and 8 miles of
collector and transmission mains; and all equipment related thereto.


T:\GENCONCL\GOVERN\EXHIBITA.DOC
03/24/98








EXHIBIT B


MASTER WATER PLAN






EXHIBIT B


MASTER WATER PLAN

The Master Water Plan, as approved by the Authority's Board of Directors in December 1995,
comprised the development of 85 mgd of new supply and three pipeline interties in two phases.
Further evaluation of three developmental alternatives and a conservation program to save 17 mgd
over the 10 year development period have reinforced the Plan. The Master Water Plan currently
includes the following potential new supply projects, as may be subsequently modified by the
Authority Board pursuant to the permitting procedures established in the Interlocal Agreement:

Cypress Bridge Permit Increase Ongoing evaluation of operating and monitoring data for the
Cypress Bridge Wellfield, which straddles Hillsborough and Pasco Counties, for potential
incremental increase in production above current permitted capacity.

Tampa Bypass Canal Project looks to utilize available supply from the Tampa Bypass Canal
beyond that which is committed as augmentation to the City of Tampa Hillsborough River Reservoir.
A component of the Enhanced Surface Water System.

Industrial/Agricultural Exchange/Alafia River Proposes to capture seasonally variable available
flows from the Alafia River and Lithia Springs for storage in an off-stream reservoir. A component
of the Enhanced Surface Water System.

Hillsborough River High Water Proposes to harvest a portion of wet-season flows in the
Hillsborough River after City of Tampa and downstream ecological needs have been met. A
component of the Enhanced Surface Water System.

Enhanced Surface Water System The previous three supply projects (Tampa Bypass Canal,
Industrial/Agricultural Exchange/Alafia River, and Hillsborough River High Water) with the South
Central Hillsborough Intertie. The Enhanced Surface Water system realizes greater yields and
increased efficiencies over the individual projects through shared conveyance, storage, and treatment
facilities.

Brandon Urban Dispersed Wells Selective redevelopment of groundwater supply in the Brandon
area.

Cone Ranch and Dispersed Wells Project to develop long-planned available groundwater supply in
Northeast Hillsborough County in conjunction with hydrologic restoration.

Hillsborough Bay Resource Exchange Indirect potable reuse through supplemental treatment of
H.F. Curren effluent and subsequent augmentation of Tampa Bypass Canal. Public acceptability
currently being evaluated.

Seawater Desalination Investigation of this supply option through issuance of a request for
proposals for privatized development and subsequent evaluation of responses.

Brackish Water Desalination Continued evaluation by Authority and Member Governments of
opportunities for development of brackish water supplies.


Exhibit B is provided for informational purposes only.


E .RESDEVLPDeVEL~FNtC.?IA. Sl CORR'.1WPMWPEXHB DOC


___


RLEV 11108








EXHIBIT C


POINTS OF CONNECTION










EXHIBIT C
POINTS OF CONNECTION INFORMATION


QUALITY WATER CREDIT NEEDED TO ANTICIPATED DESIGN PRESSURE
PROPOSED TO BE OBTAIN QUALITY AMOUNT OF CREDIT AT POINT OF
MEMBER FACILITY SUPPLIED POINT OF CONNECTION DELIVERED WATER S/1000 GALLONS CONNECTION NOTES
Pasco County U.S. 41 Intertie Booster Pump Discharge Yes No 0 80 psig
To be relocated
by County or
combined
50 psig (80 psig upon w/Pasco Intertie
Odessa Intertie Flowmeter Outlet Yes No 0 relocation) Meter
W. Pasco Intertie Booster Pump Discharge To be relocated
Yes No 0 80 psig by County
Lake Bridge WTP HSP Discharge Yes No 0 80 psig
Starkey WF Flowmeter Aerator Tray
Little Road WTP Outlet No Yes $0.05 Elevation, Ft
Hillsborough County Lake Park WTP Plant Inf Flowmeter Outlet Yes No 0 40 psig
NW Hillsborough Plant Inf Flowmeter Outlet No Yes $0.01 40 psig
PWF
Tampa/Hillsborough Booster Pump discharge Yes No 0 80 psig
Interconnection
Lithia WTP Plant Inf Flowmeter Outlet No Yes $0.05 Aerator Tray
Elevation, Ft.
Crippenwood Well Flowmeter Outlet No Yes $0.05 65 psig Iron
Manors of Crystal
Lake Well Flowmeter Outlet Yes No 0 70 psig
Eagles Well Flowmeter Outlet No Yes $0.05 70 psig
Truman Well Flowmeter Outlet Yes No 0 40 psig
Bloomingdale Well Flowmeter Outlet Yes No 0 40 psig
Highview Well Flowmeter Outlet No Yes 0 70 psig
U.S. 41 from City of
U.S. 41/Progress Tampa to Hillsborough
Village County Yes No 0 50 psig
Waters Avenue from City
of Tampa to Hillsborough
Waters Avenue/UPS County Yes No 0 50 psig
U.S. 301 from City of
Temple Terrace to
U.S. 301/Jefferson Rd. Hillsborough County Yes No 0 50 psig
U.S. 301/Williams Rd. U.S. 301 from City of
Temple Terrace to
Hillsborough County Yes No 0 50 psig
Aerator Tray
New Port Richey Maytum WTP Plant Inf Flowmeter Outlet No Yes $0.05 Elevation, Ft.


Q:\PA'DI)ELIVRY .l)OC
03/20/98










PAGE 2 (CONT) EXHIBIT C POINTS OF CONNECTION INFORMATION


Q:\PAT\DELIVRY1.I)OC
03/20/98


QUALITY WATER CREDIT NEEDED TO ANTICIPATED DESIGN PRESSURE
PROPOSED TO BE OBTAIN QUALITY AMOUNT OF CREDIT AT POINT OF
MEMBER FACILITY SUPPLIED POINT OF CONNECTION DELIVERED WATER $/1000 GALLONS CONNECTION NOTES
54" meter to be
relocated by
WCRWSA
S.K. Keller WTP Flowmeter Outlets (54 42" meter to be
Pinellas County from Regional System inch and 42 inch) Yes No 0 75 psig eliminated
S.K. Keller WTP -
from Eldridge Wilde
WF Plant Inf Flowmeter Outlet No Yes $0.05 20 psig
Aerator Tray To be replaced
St. Petersburg Cosme WTP Plant Inf Flowmeter Outlet No Yes $0.01 Elevation Ft. by WCRWSA
To be deleted
upon
completion of
NWHRWF Flowmeter Aerator Tray Cosme TM by
Cosme WTP Outlet No Yes $0.01 Elevation Ft. WCRWSA
To be
constructed by
Cosme WTP Bypass Flowmeter Outlet Yes No $0.00 70 psig WCRWSA
Treatment Unit
New Plant Inf Flowmeter Pressure Requirement, To be installed
Tampa Morris Bridge WTP Outlet No Yes $0.05 psig by WCRWSA
Hillsborough River
Reservoir (from Hillsborough River Reservoir Elevation, Not subject to
Tampa Bypass Canal) Reservoir NA NA NA Ft. WQ standards








Proposed
N/SC Intrtie


SLithia'
I W.T.P. T


S.C. Hillsborough


Regional System

Section 21/South Pasco


U U u <


42" L
i Lake i
I Park I
'W.T.P.


Lake Par]


Proposed
KLoop 72 "TM








k W.T.P.


WCRWSA
North Blvd. To be transferred to
S-City of Tampa

r 3- 0" TO S
To be transferred to
Hillsborough County
Hbo Coty Tampa/Hillsborough Interconnect
A I Future Cosme TM from Regional System

NW Hillsborough' NW Hillsborough
i Potable Water M Rpamnal
30" I 30" Regional
I Supply Facility 30 30 W.F.


N.W. Hillsborough

SHillsbOrOUt WCRWSA Connected Pipes ".%.,, .,
Hillsboroug ount -Hillsborough County Flow Meter
. Points of Connection ityTampa Booster Station
Pg 1 of 2 Proposed WCRWSA


L~ I











7 Crystal Grove


r ) \WTP 1

M

Manors of Crystal Lakes


--f US 41/Progress Village Area


Water Avenue/UPS--
Water Avenue/UPS


Eagles Golf
CourseArea


I


Eagles


w--LJ- WTP-


Truman


US 301 & Jefferson Rd.
US 301 & Jefferson Rd.


US 301 & Williams Rd.


ILm1- WTP


z


Bloomingdale


Bloomingdale


Highview


-N-F


.WCRWSA Connected Pipes m.
Hillsborough County Hillsborou County Flow Meter
City of Tampa I)AE: 03/2o9
Points of Connection City ofTemple Terrace
PoI Pg2of2 -' Proposed WCRWSA w: .


i I


*-HE-x-


r)


Q


1

--t[I~- IWTP~)
VJTP


+M














'Maytum_ _
SW.T. P. 3
TIm 30"


<


City of New Port Richey WCRWSA MFlow Meer F,-. NllV. h, NPK
Point of Conn ion New Port Richey D Al. o3or
Point ofPg C of I Connected Pipes ),AWN .L








I I
* Future Odessa
I W.T.P. ad pipeline
proposed by I
* Pasco County
I I
S


I
I

I
--. S


I

I


(3) M

BS


, Note: Disconnected after
Meter 3 is completed


Cypress Creek T.M.
Note: Meters (1) and (2)
and Booster Station will
be relocated, as required,
to Meter (3) location by
WCRWSA upon completion
ofNew Odessa Regional
WTP/TM by Pasco Co. Booster
Station will continue as a
stand alone or become integral
with new WTP, credited to
County or owned by Authority.


I
Cypress Creek


I-
IM(1
I~T

N h
* .(


84" T.M.


Note: Meter(l) will be
removed by WCRWSA
upon completion of
New Odessa Regional
WTP/TM by Pasco Co.


Odessa


Pasco County WCRWSA Connected Pipes "
S- Pasco County Flow Meter DATE: o.3_
Points of Connection Proposed Pasco County Boseration
P g I o f 3 B oo ster S tatio n _ _


I I


I













Little
I I
<- Road 36"
I W.T.P.
1. _


Pasco County WCRWSA Flow Meter "~: tco ,..
Pasco County 'AE: O20/
Points of ConnectionCont
.ji Pg 2 of 3 Connected Pipes mAWN BV: .































12" \


Note: Meter and booster
station will be relocated,
as required, by WCRWSA
upon completion of New
Land O' Lakes Regional
WTP/TM by Pasco Co.


-S.'
~0


000


000


US 41


I I-Il I


16"
l m


Lake Bridge


Pasco County WCRWSA Flow Meter "u U. ru.
S- -- Pasco County DATE: 03/20/9
P alsRe frf* P(nlI fi Iasco County BS. Booster Station
Points of Connection Connected Pipes strt
Pg 3 of 3 Connected Pipes








Keller
W.T.P.


---- II


A+


- m4( -


54"


Meter
(1)


To
580 Booster
Station


I
L -


< 42"
--


KA

Keller Interpace Replacement T.M.


Meter .
(2) .


WCRWSA 0 Connected Pipes.
Proposed WCRWSA Flow Meter oJ2
. Points of Connection Proposed built by WCRWSA B Proposed DA
Pg I of I I and owned by Pinellas County Booster Station "WN


------~P-------


NOTE: Meters (1) and (2) will be taken out of service
when Meter (3) and the Keller T.M. are completed.
Meter (4) and Proposed B.S. to be built by
Pinellas County as part of proposed hydrogen
sulfide control facilities, credited to county or
acquired by Authority.







- U- U- U- 5 U- *-


Cosme T.M.
A A,," ISectionI I South I


II


I Cosme I
i W.T.P.


r


I
36" WTF
I Bypass Val
I Closed


6(


60"
T -M


I


I


-U>


(1)


Meter


Cosme
* Odessa
W.E


I


I
I


36"


NOTE: Meter 1 will be taken out of service
upon completion of Meter 2


Northwest
Hillsborough
Regional
Wellfield


City of St. Petersburg- WCRWSA Connected Pipes "---
City of St. Petersburg DE: 03/20
J ..- -- -City of St. Petersburg n o,^,.
Points of Connection Proposed WCRWSA I,
Pg 1 of 1


*L'f


"L+


.


/


*-*0 M->


4-


42"
4.-M ..-.-.







Hillsborough
River
Reservoir


Y


42"


~<


Structure-162


Hillborough


River I
W.T.P. i


- --------
Morris i
Bridge L-- -
SW.T.P.
I-I -


Morris Bridge
T.M.


New Meter to be (1
installed by WCRWSA (

-----


To be acquired by
WCRWSAfrom
Tampa as part of
wellfield transaction


North Central
Hillsborough T.M.


City of Tampa WCRWSA Flow Meter "l
Points of Connection -- City of Tampa S Booster Station
-- Pg I Proposed by WCRWSA DACWN e.L..
"- -' __Pg 1 of 1 Connected Pipes


I


--


I
I








EXHIBIT D


SUPPLEMENTAL WATER QUALITY PARAMETERS









EXHIBIT D


SUPPLEMENTAL WATER QUALITY PARAMETERS


Water supplied from the Authority's System shall be sampled annually at a
minimum, at the Point(s) of Connection for the following parameters. The Quality Water
definition and the supplemental parameters listed below define the water quality to be
provided by the Authority.

Contaminant Goal

Sulfides 0.1 mg/I
Total Hardness 300 mg/I as CaC03
Alkalinity 40 mg/I as CaC03 (minimum value)

Note: Supplemental parameters are not currently included in S.F.D.E.P.
62-550.


The results of the annual sampling program shall be provided to all the Member
Governments in a report format. The cost of the annual sampling program shall be
borne by the Authority as an Operation, Maintenance and Administrative Cost to be
shared equitably among its Members. In the event that the annual sampling program
indicates the maximum' contaminant level from the table is exceeded for one or more
parameter, the Authority shall follow the retesting and mitigative measures currently
defined in State and Federal regulations.

Within 60 days of February 23,1998, or the next following regularly scheduled
meeting of the Authority's Board of Directors, the Authority and Member Governments
shall propose a list of a minimum of 19 Supplemental Water Quality parameters and
assigned levels for Board approval. Such list, when approved by the Board, shall
supplement this Exhibit D. Any Member Government that does not concur with the
amended list of parameters or their assigned levels, shall be entitled to seek relief by
the arbitration process established in Section 19 of the Contract. The standards for the
arbitration process shall be:

1. Whether cost-effective alternative water supplies can be developed
consistent with Master Water Plan objectives, including diversity of supply
sources, and

2. Whether Quality Water delivered by the Authority would not cause a
particular Member Government utility to adopt new treatment techniques
beyond modified chemical dosages and/or optimization of existing unit
processes, to meet a moderately altered source of Quality Water.










In the event that a Member Government requests sampling for additional
parameters or an increase in sampling frequency, the cost associated with the sampling
will be borne solely by that Member Government and not by the Authority. If scheduling
permits, the Authority may provide the sampling services at cost to the Member
Government or the Member Government may perform the additional testing.

Sampling shall be conducted in accordance with the procedures defined in the
current regulations for the Primary and Secondary Drinking Water Standards and/or
according to Standard Methods, latest edition, for those parameters for which testing
procedures are not defined in the regulations.

The Authority shall evaluate each new supply element to ensure that:

1. Quality Water is provided that at a minimum, meets all Federal and State
drinking water quality standards with the exception of corrosion control
and disinfection so as to protect public health and safety and provide
water as aesthetically-pleasing as is currently supplied.

2. Individual Member Governments will continue to provide additional
treatment to meet their individual utility-specific water quality goals and
customer expectations for level of service.

3. Member Governments, acting through the Authority, may provide for
common water quality goal-related elective standards more stringent than
Federal and State drinking water standards, and.

4. Cost-effective alternative water supplies are developed consistent with
Master Water Plan objectives, including diversity of supply sources, and

5. Quality Water delivered by the Authority would not cause a particular
Member Government utility to adopt new treatment techniques beyond
modified chemical dosages and/or optimization of existing unit processes,
to meet a moderately altered source of Quality Water.

Prior to the initiation of any new supply element, a formal review against the
criteria set forth above shall be performed by the Authority to evaluate anticipated
finished water quality, impacts to existing system water supply quality, and impacts to
current member government-specific water treatment practices and costs. This review
shall include the presentation of an anticipated raw water operating schedule that
defines for each individual Member Government the predominant raw water source,
potential significant additional raw water sources, water quality parameters and
anticipated levels, and frequency of significant water quality changes.


T.\GENCONCL'.SIMON\GENERAL\EX-D DOC








EXHIBIT E


WATER SERVICE AREAS





EXHIBIT E






West
Pasco County
East-Central
Pasco County
New Port
Richey



Northwest
Hillsborough




City of
Tampa

SSouth-Central
Hillsborough
PinelasJ County
l County




City of
St. Petersbur

In v 0 1









1 EXHIBIT F
2
3
4 RATE
5
6
7







EXHIBIT F
West Coast Regional Water Supply Authority
Unitary Rate for Fiscal Year 1998
Equity Model Scenario Revised March 23, 1998


Expenditures


Debt Service for Existing Facilities
Salaries and Wages
Professional, Legal and Other Services
Other Operating Costs
Non-Oper Project Expenses & Capital Equipment

Annual Credit for Acquired Facilities, Land and Treatment Allowances
Debt Service for Capital Improvement Projects

Less Revenues from TBC (15mgd @ $.08/1000 gallons)
Less Interest Earned

Additional Professional and Legal Services (Acquired Facilities)
Less Contribution from Regional System Fund Balance


Projected
FY 1998


$ 6,865,736
$ 5,639,326
$ 7,837,434
$ 9,956,815
$ 753,079

$ 24,700,307
$ 2,067,234

$ (438,000)
$ (656,000)

$ 3,325,000
$ (5,057,716)


Total Projected Expenditures I $ 54,993,215


West Coast Regional Water Supply Authority
Water Demand Projection


Water Consumption Projections


Projected
FY 1998


Hillsborough County 34.13 21%
City of Tampa (See Note 1) 5.00 3%
Pasco County 14.66 9%
City of New Port Richey 3.95 2%
Pinellas County 68.89 42%
City of St. Petersburg 37.50 23%
Total Projected Water Demand (MGD) 164.13 100%

Projected Unitary Water Rate $11000 gallons 0.92


Projected Fixed Total
Projected Variable Total


$ 48,093,215
$ 6,900,000
$ 54,993,215


Note:
[1] For Unitary Rate Budget purposes, it is assumed that the City of Tampa will receive
> 15.0 mgd of untreated surface water (TBC) @ $.08/1,000 gallons
> 5.0 mgd of ground water from the Authority's other water supply facilities
[2] Acquired Facilities: Members have the option of receiving lump sum cash or a 30year monthly credit for the
Transferred Facilities. The payments are used to offset the cost of water purchased from the Authority. Any tables which estimate
Members cost will show a yearly reduction associated with these facilities. If a member takes the lump sum payment
the member will control the amount of yearly offset of cost and will not receive a monthly credit from the Authority.
[3] Acquired Facilities: The interest rate for the actual debt service and associated credits will be fixed based upon the
municipal interest rates at the time of financing as detailed in the Amended and Restated Interlocal Agreement.


Projected
Percentage









1 EXHIBIT G
2
3
4 TERMINATED AGREEMENTS
5
6
7 (1) Transmission Line Agreement by and between St. Petersburg and Pinellas
8 dated July 10, 1973
9
10 (2) Agreement for Development and Operation of the Cypress Creek Wellfield
11 by and between Pinellas, Pasco and St. Petersburg dated August 30,1974
12
13 (3) Interlocal Agreement Creating WCRWSA dated October 25, 1974 and First
14 Amendment dated May 31, 1977
15
16 (4) Agreement by and between Pinellas and Pasco Water Authority, Inc. dated
17 July 7, 1976 and Addendum dated January 1, 1977
18
19 (5) Agreement by and between Pinellas and Pasco Water Authority, Inc. dated
20 January 11, 1977
21
22 (6) Cross Bar Ranch Wellfield Water Supply Agreement by and between
23 Pinellas and WCRWSA dated April 11, 1979 and Amendment dated January 29, 1980
24
25 (7) Agreerient by and between Hillsborough and WCRWSA dated August 28,
26 1980
27
28 (8) Agreement by and between St. Petersburg and WCRWSA dated
29 September 17, 1980
30
31 (9) Water Supply Contract for Hillsborough County by and between Hillsborough
32 and WCRWSA dated November 10, 1981, along with First Amendment dated August 11,
33 1982, Second Amendment dated November 23, 1983, Third Amendment dated
34 November 6, 1985, Fourth Amendment dated November 6, 1985, Fifth Amendment dated
35 October 4, 1989, Sixth Amendment dated December 6, 1989, Seventh Amendment dated
36 April 4, 1990, Eighth Amendment dated January 22, 1992, Ninth Amendment dated
37 October 6, 1993, Tenth Amendment dated April 5, 1995 and Eleventh Amendment dated
38 February 21, 1996
39
40 (10) Water Exchange Contract by and between St. Petersburg and WCRWSA
41 dated December 4, 1981 and First Amendment dated April 14, 1984
42


G-1








1 (11) Starkey Wellfield Water Supply Contract by and between Pasco, New Port
2 Richey and WCRWSA dated December 15, 1981 and the First Amendment dated
3 October 29, 1982 and the Second Amendment dated June 7, 1988.
4
5 (12) Exclusive Water Purchase Agreement by and between Pasco, S.C. Bexley,
6 Angeline Corporation, and L.S.B. Corporation dated August 25, 1983
7
8 (13) Water Supply Contract for Tampa Bypass Canal by and between Tampa and
9 WCRWSA dated January 17, 1985
10
11 (14) Operation and Management Agreement by and between St. Petersburg and
12 WCRWSA dated March 16, 1987
13
14 (15) Surplus Water Supply Contract by and between Hillsborough and WCRWSA
15 dated April 29, 1987
16
17 (16) South Central Pasco Water Supply Contract by and between Pasco and
18 WCRWSA dated June 7, 1988
19
20 (17) Pasco Excess Water Supply Contract by and between Pasco and WCRWSA
21 dated November 1, 1988
22
23 (18) North Pasco Regional Wellfield Water Supply Contract by and between
24 Pasco, New Port Richey and WCRWSA dated January 23, 1990
25
26 (19) Agreement to Finance 84 and 66 Inch Investigation and Litigation by and
27 between Pinellas, Pasco, Hillsborough, St. Petersburg and WCRWSA dated December 11,
28 1990
29
30 (20) Regional System Water Supply Contract by and between Pinellas, Pasco,
31 Hillsborough, Tampa, St. Petersburg and WCRWSA dated July 24, 1991
32
33 (21) Agreement to Finance Regional System by and between Pinellas, Pasco,
34 Hillsborough, Tampa, St. Petersburg and WCRWSA dated August 6, 1992
35
36 (22) Interlocal Agreement for Meter Reporting Services for South Pasco Wellfield
37 by and between St. Petersburg and WCRWSA dated April 19, 1993
38
39 (23) Agreement to Finance Regional System by and between Pinellas, Pasco,
40 Hillsborough, Tampa, St. Petersburg and WCRWSA dated April 18, 1994
41
42 (24) Morris Bridge Surplus Water Supply Contract by and between WCRWSA and
43 Tampa dated May 20, 1997
44


G-2








1 (25) Agreement by and between WCRWSA and Pinellas dated September 9,
2 1997
3


G-3








1 EXHIBIT H
2
3
4 SURVIVING AGREEMENTS
5
6
7 (1) Clarification and Reaffirmation of and Assignment of St. Petersburg to the
8 WCRWSA of Any and All Causes of Action in Connection with the Development and
9 Construction of the Cypress Creek Transmission Main dated June 19, 1989
10
11 (2) Clarification and Reaffirmation of and Assignment of Pinellas to the
12 WCRWSA of Any and All Causes of Action in Connection with the Development and
13 Construction of the Cypress Creek Transmission Main dated June 19, 1989
14
15 (3) New Water Source Funding Agreement between SWFWMD and Tampa for
16 the Tampa Water Resource Recovery Implementation Program (F009) dated May 21,
17 1995 and Amendment dated September 30, 1996 and Second Amendment dated
18 November 6, 1997
19
20 (4) Tampa/Hillsborough County Interconnect Water Supply Agreement by and
21 between WCRWSA and Tampa dated January 21, 1998
22
23 ( Cooperative Agreement between SWFWMD and WCRWSA for Northwest
24 Hillsborough Interconnect dated February 14. 1996.
25








1 EXHIBIT I
2
3
4 MODIFIED AGREEMENTS
5
6
7 (1) Morris Bridge Wellfield Agreement by and between SWFWMD, the
8 Hillsborough River Basin Board and Tampa dated April 22, 1970
9
10 (2) Starkey Wellfield Agreement by and between SWFWMD and New Port
11 Richey dated August 16, 1972
12
13 (3) Cypress Creek Wellfield Agreement by and between SWFWMD, SWFWMD
14 (Regulatory), Pinellas, Pasco and St. Petersburg dated November 14, 1973
15
16 (4) Starkey Wellfield Agreement by and between SWFWMD and New Port
17 Richey dated March 26, 1974 and Supplemental Agreement dated July 16, 1974
18
19 (5) Easement Agreement by and between SWFWMD and Tampa dated
20 October 8, 1975
21
22 (6) Cypress Creek Wellfield Agreement by and between St. Petersburg and
23 WCRWSA dated November 22, 1976
24
25 (7) Cypress Creek Wellfield Agreement by and between Pinellas and WCRWSA
26 dated November 22, 1976
27
28 (8) Starkey Wellfield Addendum Agreement by and between SWFWMD and
29 New Port Richey dated March 2, 1977
30
31 (9) Cypress Creek Wellfield Agreement by and between Pasco and WCRWSA
32 dated March 22, 1977
33
34 (10) Starkey Wellfield Agreement by and between Pasco and New Port Richey
35 dated August 31, 1978
36
37 (11) License Agreement for Cypress Creek Wellfield between SWFWMD,
38 Hillsborough River Basin Board, Pinellas-Anclote River Basin Board and WCRWSA dated
39 July 10, 1979.
40
41 (12) Cross Bar Ranch Wellfield Agreement by and between Pinellas and
42 WCRWSA dated November 8, 1977
43
44 (13) Water Transfer and Management Agreement by and between SWFWMD,
45 New Port Richey and WCRWSA dated December 15, 1981
46








1 (14) South Pasco Wellfield License Agreement between St. Petersburg and
2 SWFWMD dated October 9, 1989.
3
4 (15) Cypress Creek Wellfield License Agreement by and between SWFWMD and
5 St. Petersburg dated March 18, 1991 and First Amendment dated March 1, 1993
6
7 (16) Starkey Wellfield License Agreement by and between SWFWMD and
8 WCRWSA dated May 17, 1993
9
10 (17) New Water Source Funding between WCRWSA and Tampa for the Tampa
11 Water Resource Recovery Implementation Program (F009) dated June 19, 1995 and
12 Amendment dated September 30, 1996
13
14









EXHIBIT J


SUPERSEDED AGREEMENTS


(1) Interlocal Agreement by and between Tampa and Hillsborough dated
June 26, 1979

(2) Section 6 of the Interlocal Agreement by and between Hillsborough and
WCRWSA for Financing the Acquisition of the Cone Ranch dated February 17, 1988fe{gy
Sectin 6 o.f this Interieeal Agreement shall be superseded.]









EXHIBIT K


FORM OF ANNUAL REPORT










EXHIBIT K


FORM OF ANNUAL REPORT


A. SHORT TERM FORECAST
Water Service demand for the next five (5) fiscal years at each of your
delivery points and any proposed new delivery points.
1. Average Daily Flow Rates
2. Maximum/Peak Daily Flow Rates
3. Maximum/Instantaneous/Peak Hour Flow Rates (if applicable)
4. Pressure (PSI)
5. Water System Storage Capacity (mg)

B. LONG TERM FORECAST
Anticipated Water Service demand for the next twenty (20) fiscal years at
each of your delivery points and any proposed new delivery points (in five
year increments).
1. Average Daily Flow Rates
2. Maximum/Peak Daily Flow Rates
3. Maximum/Instantaneous/Peak Hour Flow Rates (if applicable)
4. Pressure (PSI)
5. Water System Storage Capacity (mg)

C. SUPPORTING OPERATIONAL INFORMATION
Please indicate any changes that have or may occur to the following, and
provide maps of the changes if available (hard-copy or digital).
1. Points of Connection (including connections with other member
governments)
2. Pumping Station/Water Treatment Plant (Facility) Information

D. SUPPORTING PLANNING INFORMATION
Please provide the following data in total and for each of your water service
areas (demand planning areas).
1. Per Capita Use
2. Water Conserving Rate Structure
3. Water Audit Program
4. Residential Water Use
5. Reclaimed Water Use
6. Population Estimates (functional service population)
7. Changes to Service Area boundaries (text description and map)


T:\RESDEVLP\DEVELP\DYEANNUALRE









1 EXHIBIT L
2
3
4 ARBITRATION DISCOVERY RULES
5
6




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