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HomeMy WebLinkAboutC-3162 - Emergency water services agreement0 TO: FROM: SUBJECT: 0 0 C-1 r f81991 Mayor and City Council Members Public Works Department September 8, 1997 CITY COUNCIL AGENDA ITEM NO. 5 C -31(r) EMERGENCY WATER SERVICES AGREEMENT WITH IRVINE RANCH WATER DISTRICT RECOMMENDATION: 1. Approve the emergency water services agreement with Irvine Ranch Water District. 2. Authorize the Mayor and City Clerk to execute the agreement on behalf of the City. DISCUSSION: In the summer of 1997, Irvine Ranch Water District (IRWD) acquired the Santa Ana Heights Mutual Water Company ( SAHMWC). During negotiations between SAHMWC and IRWD, a request was made by SAHMWC to Newport Beach for an emergency water service inter -tie at Irvine Avenue and Orchard Drive. . Since IRWD acquired SAHMWC during preparation of the emergency water service agreement, staff continued working on their request with IRWD to develop an emergency water service agreement for the northeasterly portion of the SAHMWC service area. This area is located within the City of Newport Beach sphere of influence. Staff has researched the location where the emergency water inter -tie is requested at Irvine Avenue and Orchard Drive. The City's water main in Irvine Avenue is served by the Big Canyon Reservoir and several MWD connections. In staffs opinion, the City's system is capable of providing the emergency water needed during intermittent high demand, such as fire flow conditions, without any negative consequences to the City's water system. The City would only be delivering water through this connection under extremely high demand such as fire flows and occasional peak hour flows. The type of emergency inter -tie that is being requested includes a meter and a pressure reducing valve that opens automatically or at a preset pressure level. A similar type of inter -tie was installed by the City in 1990 to serve the northwesterly portion of their service area during low pressure conditions. Our records indicate that, in the last year, pressure conditions have not been low enough to utilize the connection. iEmergenoater Service Agreement with IRWD September 8, 1997 Page 2 In accordance with Municipal Code Section 14.04.150, Contractual Agreement to Supply Water Outside the City, an agency must have a written contract authorized by the City Council to purchase water from the City. Any contract or agreement for the sale of water is therefore subject to the approval of the City Council. On May 27, 1997, the Public Works Committee authorized Staff to present the emergency water service agreement to the City Council for approval. CONCLUSION: Staff recommends that the City Council approve the emergency water service agreement with Irvine Ranch Water District. Respectfully submitted, PUBLIC WORKS DEPARTMENT Don Webb, Director By: - Eldon G. Davidson Utilities Manager EGD:tam Attachment: Copy of Emergency Water Service Agreement 11 0 AGREEIINT BETWEEN CITY OF NEWPIST BEACH AND IRVINE RANCH WATER DISTRICT WATER SERVICE COMPANY LLC FOR AN EMERGENCY WATER SYSTEM INTERCONNECTION This Agreement is made and entered into effective this _ day of 1997, by and between the City of Newport Beach, a municipal corporation ( "City") and the Irvine Ranch Water District, a California Water District ( "IRWD ") acting for and on behalf of the Irvine Ranch Water District Water Service Company LLC, California limited liability company RECITALS A. City and LLC each own and operate water facilities for the distribution of domestic water within their respective service boundaries. B. LLC is interested in causing construction of an emergency interconnection with the City's water system to provide emergency water service to the residential and business area within LLC's service area known as Santa Ana Heights. The area to be served is shown in Exhibit "A" which is attached and incorporated herein by reference. Santa Ana Heights is located within the City's sphere of influence. C. LLC desires to have an offsite interconnection from City's existing transmission main in Irvine Avenue for backup water service during emergencies and low pressure conditions. D. City is willing to permit an interconnect to City's water system and LLC is willing to pay all costs associated with engineering and construction of this interconnection, and cause IRWD to administer the construction contract. E. City, IRWD and LLC each have the power and authority in law to enter into this Agreement. NOW THEREFORE, City and LLC for mutually valuable consideration, receipt of which is hereby acknowledged, hereby agree as follows: 1. CONSTRUCTION OF INTERCONNECTION MLLC and IRWD shall design, build and administer the construction contract for the MPSIUMURWDMAGMT 08.21.97 Apraaaa Rc.. l Ncw t Rath and Irvim Ra h W aar Ou"ict Waar Scrvia Camp C Fa An Em Ipe Waar Spam Imc,camaatian Page 2 proposed interconnection, consisting of interconnecting water mains, a new pressure reducing vault and new meter vault, collectively known as the "Water Interconnection." All design, construction and administration costs and expenses shall be borne by LLC and IRWD. Following completion of construction of the Water Interconnection and upon inspection and acceptance of the Water Interconnection by City, LLC shall dedicate to City those portions of the Water Interconnection constructed pursuant to this Agreement free and clear of any interest or encumbrance of LLC or IRWD. LLC shall have the right to connect to the portions of the Water Interconnection accepted by City in such a manner that the Water Interconnection will provide a backup water supply connection for an emergency water supply to LLC. City shall thereupon assume all maintenance and operational responsibilities for the portions of the Water Interconnection accepted by City, except those maintenance responsibilities covered within the guaranty by the installation contractor. LLC shall cause the contract to provide that the contractor guarantees the Water Interconnection for a period of one (1) year after acceptance and that such guaranty may be assigned to City for such portion of the Water Interconnection accepted by City. 0. 2. DETAILS OF WATER INTERCONNECTION The alignment, sizing, materials and other design information concerning the Water Interconnection shall be approved by City and shown on engineering drawings approved by City. 3. ENVIRONMENTAL REVIEW IRWD shall act as the lead agency for the purpose of taking proceedings under the California Environmental Quality Act with respect to the Water Interconnection. For this purpose all work pursuant to this Agreement shall be deemed a single project and reference will be made to any related environmental proceedings accomplished by or on behalf of City. 0 %WP51MKBIIRWD\NBAGMT 08.21.97 m 0 4. CITY CRITERIA AND INFORMATION Ae... Ben ce. Ci1� t Beach aM 1M. BancB W. U'ntria Water service Cnn am w An Bmerzc a Wa¢r Spn n haertwaec iw Page 3 City agrees to provide to LLC and IRWD all existing plans for the Irvine Avenue water main, adjacent street and City utilities, water usage tables, water main maintenance schedules and other data collected by City for use in preparing the design of the Water Interconnection. City shall designate and approve the preferred site for the meter vault to be constructed within Irvine Avenue or an adjacent right -of -way. City shall designate design criteria for use by LLC and IRWD in designing the Water Interconnection and shall provide LLC and IRWD with access to City facilities as necessary and as may be requested by the LLC's respective parties. City shall assist LLC in applying for and securing all City permits for the work. City agrees that no fees shall be charged for permits which are issued by City for such work. 5. CHANGE ORDERS LLC shall consult with City in regard to changes needed in the work as they become evident. All such change orders must be approved by LLC and City. LLC shall provide City with a copy of each approved and executed change order. 6. AS -BUILT CONSTRUCTION DRAWINGS LLC shall furnish the City with a copy of the record mylar as- builts construction drawings. 7. INTERCONNECTION OWNERSHIP The City shall become owner of the portion of the Water Interconnection that includes the connection to the City's water system, the main connecting the City's water system to the meter and pressure regulation vault, and the meter and pressure regulatory vault and appurtenances. %WYS I \RKB \IRWDWBAGMT 08.21.97 • Ayeemon, Eer se1emW^Y f Ncwpdt B h and W. Ramp W-- 04-i Wafer Service CCpp��"" LC Far An Em Fwy W'a¢r SY%WM I�aion Page 4 8. USE OF INTERCONNECTION The Water Interconnection will be available for use by LLC in two (2) modes of operation. One mode is automatic emergency service. The other mode is a standby emergency service.. a. Automatic Emergency Service In this mode of operation, the Water Interconnection shall be set to supply emergency water to LLC on demand without any manual operation or advance notice to City. 48 hours advance notice to City is required if LLC has a pre - scheduled operation to take water. This automatic mode of operation will be in effect from the date of execution of this Agreement until December 31, 2002. The City will have sole responsibility for setting the pressure ranges on the automatic valve supplying water to LLC. The City will cooperate with LLC in the selection of the pressure ranges for the automatic valve. b. Standby Emergency Service (Manual Operation) In this mode of operation, LLC shall give the City 48 hours notice of a planned use of the Water Interconnection and as much time as is practical if there is an emergency condition. The advance notice affords the City time to properly adjust its system so that it will be able to supply both the needs of its own system and the interconnected system. The standby mode becomes effective January 1, 2003. City, in its sole discretion, may withhold or defer approval; of any request for water if the City cannot accommodate the water demand from both its own system and the requesting party's system at the requested time of a planned outage. The City will make all reasonable effort to provide the requested supply through the Water Interconnection under this section. 0 \WP5 MUMN@WD\NBAGMT 08.21.97 • • Ayomsm Rct an Cil wpW Both and Irvine Bench Wamr Oinvl Wamr S kc Cm y 1CCC.TTT An Em Vmy Watt' Srmm Inena ion Page 5 C. Liability Limitations The foregoing notwithstanding, the City does not guarantee that at a given time, any specified water flow, quantity, quality or pressure will be available to be taken through the Water Interconnection, and the City will not be responsible to LLC for outages, fluctuations in or losses of pressure or any other condition which may cause LLC to be unable to obtain its desired flow or pressure through the Water Interconnection. 9. MEASUREMENT AND BILLING A one -way reading meter shall be installed as part of the Water Interconnection to measure water flowing through the Water Interconnection in 100 cubic foot units. The meter shall be read before and after each use of the Water Interconnection during the stand -by mode and read bimonthly during the automatic mode and the City will bill LLC within the next billing cycle. The rate and charges for water supplied through the Water Interconnection by the City shall be according to current rate structure of the City. Any bill for water used hereunder shall be payable upon receipt by LLC and shall be due within the time period stated on the billing party's invoice. 10. INDEMNIFICATION Neither IRWD, LLC nor City, nor any officer or employee thereof, shall be responsible, for any loss, damage or injury of any kind or character to any person or property arising out of anything done or omitted by the other under or in connection with any work or obligation performed under this Agreement. It is also agreed that pursuant to Government Code Section 895.4, IRWD, LLC and City shall each be fully indemnified and held harmless by the others from any liability imposed for injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by the others under or in connection with any work or obligation performed under this Agreement. IWP5IIRKBIIRWDINBAGMT 0811.97 • Ap¢mam Uc not Newpon D h aM Irvine Rancn Wafer Dwwv Weer Service Compury LLC For An Emerpn� Waar SVwm Imertmierian Page 6 U 11. CONTRACTORS INSURANCE LLC shall require or cause the construction contractor for the Water Interconnection to be required to maintain policies of public liability insurance for personal injury and property damage, including motor vehicle operators, during all times of the contract in amounts satisfactory to LLC and City and in a form satisfactory to LLC's legal counsel and City's City Attorney. Said policies of public liability insurance shall name the City, its officers, agents and employees as additional insured thereon. 12. INSURANCE LLC, must provide proof of Workers Compensation Insurance coverage for all workers and employees. LLC shall name the City of Newport Beach as an additional insured on all policies of insurance for liability coverage. Such coverage shall be in accord with the insurance requirements outlined below: a. The insurance afforded said additional insured(s) shall apply as primary insurance M and no other insurance maintained by the City of Newport Beach shall be called upon to contribute with insurance provided by this policy. b. The policy shall include the following provision: "The insurance afforded by the policy applies separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the liability of the company affording coverage." C. Insurance companies affording coverage shall be (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, and (2) assigned Policyholders' Rating "A" (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property- Casualty. • \WP51\RKB \IRWDWBAGMT 08.21.97 07 • 17J • AVamem Berra. Cry Brach ab Wm Baah Wamr Dwwm W., Swim Ca Emerzcmy Wamr Spwm Imerow.ml.. Page 7 13. NOTICE Any notice or other document and all billings and payments required or permitted to be given by either parry hereto to the other party shall be deemed received upon delivery in person to the recipient or upon deposit in the United States mail in the State of California, with postage prepaid, and addressed to the parry for whom intended at the following address: To CITY: City of Newport Beach Public Works Department - Utilities 3300 Newport Boulevard P.O. Box 1768 Newport Beach, CA 92658 -8915 To IRWD: Irvine Ranch Water District 15600 Sand Canyon Avenue Post Office Box 57000 Irvine, California 92619 -7000 To LLC: Irvine Ranch Water District Water Service Company LLC 15600 Sand Canyon Avenue Post Office Box 57000 Irvine, California 92619 -7000 14. WAIVER . A waiver by City of any breach of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein whether of the same or different character. \WP51 \RKB \IRWD\NBAGMT 08.21.97 r, • ASramcm Berw f Nerpwt Brad aN IMm Fare Wairr Dmuv Waar &ry C f Fa An Emrrpr Wamr Syamm Imrrcmrcclim Page 8 15. COST OF LITIGATION 0 If any legal action is necessary to enforce any provision hereof or for damages by reason of an alleged breach of any provisions hereof, the prevailing party shall be entitled to receive from the losing party all costs and expenses, including reasonable attorney's fees, in such amount as the court may adjudge to be reasonable costs of litigation. 16. TERMINATION Either parry shall have the right to terminate this Agreement at any time without cause upon thirty (30) days' written notice. Either party may terminate this Agreement immediately if City's water source is depleted or incurs unacceptable pressure fluctuations or drops or water quality degradation occurs in either party's water system. 17. ENTIRE AGREEMENT This Agreement supersedes any and all other agreements either oral or in writing, between the parties hereto with respect to the Water Interconnection and contains all of the covenants and agreements made between the parties with respect to that matter in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other prior agreement, statement or promise regarding this subject which is not contained in this Agreement shall be valid or binding upon either party. 18. PARTIAL INVALIDITY If any provision in this Agreement is held by a court of law, with competent jurisdiction, to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. 19. AMENDMENTS n U %WPS1%RKB %1RWDWBAGMT 08.23.97 0 .` • Avecmenr Be an G Bach aM IW- Rvc- Wavr Duvin Wa¢r Swvice �q a An Emer�enq Waw Sr-- Irvermmalion Page 9 This Agreement shall not be amended except by a written amendment executed by the parties hereto. 20. SUCCESSORS The benefits and burdens of this Agreement are intended to run to the successor of either party to this Agreement. \WP51\RKBURWD\NBAGMT 08.2 1.97 A[rtcmeea Be ! Ck.pore Beach eN [M. Rvch Wauv ouvia W[ur 3..i LC Far An E.' Wave S'W. Inxrto ion Page 10 IN WITNESS WHEREOF, this Agreement has been executed in triplicate in the names of the parties by their duly authorized officers on the date first hereinabove written. APPROVED AS TO FORM Robin Clauson Assistant Ciry Attorney ATTEST: LaVonne Harkless City Clerk %WP51 %RKBVRWDVJBAGMT 08.21.47 CITY OF NEWPORT BEACH, a Municipal Corporation Ian Debay, Mayor ,City" IRVINE RANCH WATER DISTRICT, a California Water District, by and for the IRVINE RANCH WATER DISTRICT WATER SERVICE COMPANY LLC LLC" IRVINE RANCH WATER DISTRICT, a California Water District, "IRWD" 0 i i 0 4 N NOT TO SCALE i i� OF • I IRVINE RANCH WATER DISTRICT EMERGENCY INTER -TIE LOCATION MAP CORONA DEL MAR FREEWAY BRISTOL SOUTH SANTA ANA HECHTS WATER COMPANY [EKHOM07 6% CITY OF NEWPORT BEACH PUBLIC WORKS DEPARTMENT DRAWN. A CASTANON DATE: MAY 1& 1997 AGREEMPT BETWEEN CITY OF NEWPOAPBEACH AND IRVINE RANCH WATER DISTRICT WATER SERVICE COMPANY LLC FOR AN EMERGENCY WATER SYSTEM INTERCONNECTION This Agreement is made and entered into effective this Yt�day of 1 : - L'< 1997, by and between the City of Newport Beach, a municipal corporation ( "City ") and the Irvine Ranch Water District, a California Water District ( "IRWD ") acting for and on behalf of the Irvine Ranch Water District Water Service Company LLC, California limited liability company RECITALS A. City and LLC each own and operate water facilities for the distribution of domestic water within their respective service boundaries. B. LLC is interested in causing construction of an emergency interconnection with the City's water system to provide emergency water service to the residential and business area within LLC's service area known as Santa Ana Heights. The area to be served is shown in Exhibit "A" which is attached and incorporated herein by reference. Santa Ana Heights is located within the City's sphere of influence. C. LLC desires to have an offsite interconnection from City's existing transmission main in Irvine Avenue for backup water service during emergencies and low pressure conditions. D. City is willing to permit an interconnect to City's water system and LLC is willing to pay all costs associated with engineering and construction of this interconnection, and cause IRWD to administer the construction contract. E. City, IRWD and LLC each have the power and authority in law to enter into this Agreement. NOW THEREFORE, City and LLC for mutually valuable consideration, receipt of which is hereby acknowledged, hereby agree as follows: 1. CONSTRUCTION OF INTERCONNECTION LLC and IRWD shall design, build and administer the construction contract for the \WP51\RKB \IRWD \NBAGMT 08.21.97 0 Agreement Between City Of Newpme Beach arN Bvine Ranch Water District Water Service Company LLC For An Gmergemy Water System Interconnection Page 2 proposed interconnection, consisting of interconnecting water mains, a new pressure reducing vault and new meter vault, collectively known as the "Water Interconnection." All design, construction and administration costs and expenses shall be borne by LLC and IRWD. Following completion of construction of the Water Interconnection and upon inspection and acceptance of the Water Interconnection by City, LLC shall dedicate to City those portions of the Water Interconnection constructed pursuant to this Agreement free and clear of any interest or encumbrance of LLC or IRWD. LLC shall have the right to connect to the portions of the Water Interconnection accepted by City in such a manner that the Water Interconnection will provide a backup water supply connection for an emergency water supply to LLC. City shall thereupon assume all maintenance and operational responsibilities for the portions of the Water Interconnection accepted by City, except those maintenance responsibilities covered within the guaranty by the installation contractor. LLC shall cause the contract to provide that the contractor guarantees the Water Interconnection for a period of one (1) year after acceptance and that such guaranty may be assigned to City for such portion of the Water Interconnection accepted by City. 2. DETAILS OF WATER INTERCONNECTION The alignment, sizing, materials and other design information concerning the Water Interconnection shall be approved by City and shown on engineering drawings approved by City. 3. ENVIRONMENTAL REVIEW IRWD shall act as the lead agency for the purpose of taking proceedings under the California Environmental Quality Act with respect to the Water Interconnection. For this purpose all work pursuant to this Agreement shall be deemed a single project and reference will be made to any related environmental proceedings accomplished by or on behalf of City. \WP51 \RKB \IRWD \NBAGMT 08.21.97 0 Agreement Between City Of Newport Beach and Irvine Balkh Water Dlsvict Water Service Company LLC For An Emergency Water System Interconnection Page 3 4. CITY CRITERIA AND INFORMATION City agrees to provide to LLC and IRWD all existing plans for the Irvine Avenue water main, adjacent street and City utilities, water usage tables, water main maintenance schedules and other data collected by City for use in preparing the design of the Water Interconnection. City shall designate and approve the preferred site for the meter vault to be constructed within Irvine Avenue or an adjacent right -of -way. City shall designate design criteria for use by LLC and IRWD in designing the Water Interconnection and shall provide LLC and IRWD with access to City facilities as necessary and as may be requested by the LLC's respective parties. City shall assist LLC in applying for and securing all City permits for the work. City agrees that no fees shall be charged for permits which are issued by City for such work. 5. CHANGE ORDERS LLC shall consult with City in regard to changes needed in the work as they become evident. All such change orders must be approved by LLC and City. LLC shall provide City with a copy of each approved and executed change order. 6. AS -BUILT CONSTRUCTION DRAWINGS LLC shall furnish the City with a copy of the record mylar as- builts construction drawings. 7. INTERCONNECTION OWNERSHIP The City shall become owner of the portion of the Water Interconnection that includes the connection to the City's water system, the main connecting the City's water system to the meter and pressure regulation vault, and the meter and pressure regulatory vault and appurtenances. \WP51 \RKB \IRWD \NBAGMT 08.21.97 • Agreement Between City Of Newlron Beach arc rvia, Ranch Water District Water Service Company LLC For An Emergency Water System Interconnection Page 4 8. USE OF INTERCONNECTION The Water Interconnection will be available for use by LLC in two (2) modes of operation. One mode is automatic emergency service. The other mode is a standby emergency service. a. Automatic Emergency Service In this mode of operation, the Water Interconnection shall be set to supply emergency water to LLC on demand without any manual operation or advance notice to City. 48 hours advance notice to City is required if LLC has a pre - scheduled operation to take water. This automatic mode of operation will be in effect from the date of execution of this Agreement until December 31, 2002. The City will have sole responsibility for setting the pressure ranges on the automatic valve supplying water to LLC. The City will cooperate with LLC in the selection of the pressure ranges for the automatic valve. b. Standby Emergency Service (Manual Operation) In this mode of operation, LLC shall give the City 48 hours notice of a planned use of the Water Interconnection and as much time as is practical if there is an emergency condition. The advance notice affords the City time to properly adjust its system so that it will be able to supply both the needs of its own system and the interconnected system. The standby mode becomes effective January 1, 2003. City, in its sole discretion, may withhold or defer approval of any request for water if the City cannot accommodate the water demand from both its own system and the requesting party's system at the requested time of a planned outage. The City will make all reasonable effort to provide the requested supply through the Water Interconnection under this section. \WP51 \RKB \1RWD \NBAGMT 08.21.97 0 Agreement Between City Of Newport Beach awl Irvine Ranch Water District Water Serva,c Company LLC For An Emergency Water System Interconnection Page 5 C. Liability Limitations The foregoing notwithstanding, the City does not guarantee that at a given time, any specified water flow, quantity, quality or pressure will be available to be taken through the Water Interconnection, and the City will not be responsible to LLC for outages, fluctuations in or losses of pressure or any other condition which may cause LLC to be unable to obtain its desired flow or pressure through the Water Interconnection. 9. MEASUREMENT AND BILLING A one -way reading meter shall be installed as part of the Water Interconnection to measure water flowing through the Water Interconnection in 100 cubic foot units. The meter shall be read before and after each use of the Water Interconnection during the stand -by mode and read bimonthly during the automatic mode and the City will bill LLC within the next billing cycle. The rate and charges for water supplied through the Water Interconnection by the City shall be according to current rate structure of the City. Any bill for water used hereunder shall be payable upon receipt by LLC and shall be due within the time period stated on the billing party's invoice. 10. INDEMNIFICATION Neither IRWD, LLC nor City, nor any officer or employee thereof, shall be responsible for any loss, damage or injury of any kind or character to any person or property arising out of anything done or omitted by the other under or in connection with any work or obligation performed under this Agreement. It is also agreed that pursuant to Government Code Section 895.4, IRWD, LLC and City shall each be fully indemnified and held harmless by the others from any liability imposed for injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by the others under or in connection with any work or obligation performed under this Agreement. \WP51 \RKB \IRWD \NBAGMT 08.21.97 0 Agreement Between City Of Newport Beach and Irvine Raneh Water Diswet Water Service Company LLC For An Emergency Water System Interconnection Page 6 11. CONTRACTORS INSURANCE LLC shall require or cause the construction contractor for the Water Interconnection to be required to maintain policies of public liability insurance for personal injury and property damage, including motor vehicle operators, during all times of the contract in amounts satisfactory to LLC and City and in a form satisfactory to LLC's legal counsel and City's City Attorney. Said policies of public liability insurance shall name the City, its officers, agents and employees as additional insured thereon. 12. INSURANCE LLC, must provide proof of Workers Compensation Insurance coverage for all workers and employees. LLC shall name the City of Newport Beach as an additional insured on all policies of insurance for liability coverage. Such coverage shall be in accord with the insurance requirements outlined below: a. The insurance afforded said additional insured(s) shall apply as primary insurance and no other insurance maintained by the City of Newport Beach shall be called upon to contribute with insurance provided by this policy. b. The policy shall include the following provision: "The insurance afforded by the policy applies separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the liability of the company affording coverage." C. Insurance companies affording coverage shall be (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, and (2) assigned Policyholders' Rating "A" (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property- Casualty. \WP51 \RKB \IRWD \NBAGMT 08.21.97 0 Agreenient Between City Of Newport Beach arc1 Irvine Ranch Water District Water Service Company LLC For An Emergeney Water System Interconnection Page 7 13. NOTICE Any notice or other document and all billings and payments required or permitted to be given by either party hereto to the other party shall be deemed received upon delivery in person to the recipient or upon deposit in the United States mail in the State of California, with postage prepaid, and addressed to the party for whom intended at the following address: To CITY: City of Newport Beach Public Works Department - Utilities 3300 Newport Boulevard P.O. Box 1768 Newport Beach, CA 92658 -8915 To IRWD: Irvine Ranch Water District 15600 Sand Canyon Avenue Post Office Box 57000 Irvine, California 92619 -7000 To LLC: Irvine Ranch Water District Water Service Company LLC 15600 Sand Canyon Avenue Post Office Box 57000 Irvine, California 92619 -7000 14. WAIVER A waiver by City of any breach of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein whether of the same or different character. \ WP51 \RKB \IRWD \NBAGMT 08.21.47 0 0 Agreement Between City Of Newport Beach and Irvinc Ranch Water District Water Service Company LLC For An Emergemy Water System Interconnection Page 8 15. COST OF LITIGATION If any legal action is necessary to enforce any provision hereof or for damages by reason of an alleged breach of any provisions hereof, the prevailing party shall be entitled to receive from the losing party all costs and expenses, including reasonable attorney's fees, in such amount as the court may adjudge to be reasonable costs of litigation. 16. TERMINATION Either party shall have the right to terminate this Agreement at any time without cause upon thirty (30) days' written notice. Either party may terminate this Agreement immediately if City's water source is depleted or incurs unacceptable pressure fluctuations or drops or water quality degradation occurs in either party's water system. 17. ENTIRE AGREEMENT This Agreement supersedes any and all other agreements either oral or in writing, between the parties hereto with respect to the Water Interconnection and contains all of the covenants and agreements made between the parties with respect to that matter in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other prior agreement, statement or promise regarding this subject which is not contained in this Agreement shall be valid or binding upon either party. 18. PARTIAL INVALIDITY If any provision in this Agreement is held by a court of law, with competent jurisdiction, to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. 19. AMENDMENTS \WP51 \RKW1RWD \NBAGMT 08.21 97 • • Agrecment Between City Of Newpmt Beach and Irvine Ranch Water District Water Service Company LLC For An Emugemy Wamr tiystem Intercnn¢dian Page 9 This Agreement shall not be amended except by a written amendment executed by the parties hereto. 20. SUCCESSORS The benefits and burdens of this Agreement are intended to run to the successor of either party to this Agreement. \ W P51 \RKB \IR WD \NBAGMT 08.21.97 i Agreement Between City Of Newpnr, Beach and Irvine Ranch Water Mines Water Service Company LLC For An Emergemy Water System Intemoncenion Page 10 IN WITNESS WHEREOF, this Agreement has been executed in triplicate in the names of the parties by their duly authorized officers on the date first hereinabove written. APPROVED AS TO FORM Robin Clauson Assistant City Attorney ATTT7cT LaVonne Harkless City Clerk \WP51 \RKB \IRWD \NRAGMT 08.21.97 CITY OF NEWPORT BEACH, a Municipal Corporation Qebay, Mayor CIry IRVINE RANCH WATER DISTRICT, a California Water District, by and for the IRVINE RANCH WATER DISTRICT WATER SERVICE COMPANY LLC IRVINE RANCH WATER DISTRICT, a California Water District, CITY OF NEWPORT BEACH OFFICE OF THE CITY CLERK P.Q. BOX 1768, NEWPORT BEACH, CA 92658 -8915 September 25,1997 Leslie Flessel District Secretary Irvine Ranch Water District P.O. Box 57000 Irvine, CA 92619 -7000 Dear Leslie: (714) 644 -3005 I have enclosed a fully executed copy of the Emergency Water System Interconnection Agreement between the City of Newport Beach and the Irvine Ranch Water District as requested. Sincerely, LaVonne M. Harkless, CMC/ AAE City Clerk 3300 Newport Boulevard, Newport Beach i ~P-7 7 otrnt xa�re kap;p lX�'IYJ(T RI 1 E 811111 1 AT E R 111011 i/I, 15600 Sand Canyon Ave.. P.O. Box 57000. Irvine. CA 92619-7000.(.7141453-5300 September 17, 1997 Ms. LaVonne Harkless City Clerk City of Newport Beach 3300 Newport Boulevard Newport Beach, CA 92663 SUBJECT: AGREEMENT RELATIVE TO AN EMERGENCY WATER SYSTEM INTERCONNECTION Dear Ms. Harkless: I have enclosed four original agreements for execution by the City of Newport Beach. Once fully executed, please return one copy to Leslie Flessel, District Secretary. Thank you for your assistance in this matter. If you have any questions, please feel free to contact me. Sincerely, Gregory P. Heiertz Director of Engineering and Planning Enclosures (4)