HomeMy WebLinkAboutD-1242-96 Sale of Carmel WaterOrdinance No. D-1242-96
AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL,
INDIANA, AMENDING CHAPTER 9, ARTICLE 2 OF THE CARMEL CITY CODE
ENTITLED "WATER SERVICE"
WHEREAS, the Carmel City Code, Chapter 9, Articles 1 and 2 regulate water
service provided by the City of Carmel Municipal Water Utility (the "Utility"); and
WHEREAS, the current provisions of Chapter 9 do not address a sale of untreated
water from the Utility to another water utility; and
WHEREAS, the Utility has adequate water supply to allow it to sell water to
another water utility for the benefit of the ratepayers/owners of the Utility; and
WHEREAS, in keeping with the spirit of Chapter 2, Article 1, Division II, Section
2-4 of the Cannel City Code, the Common Council should approve any such agreements
to sell excess water to another water utility.
NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of
Carmel that Chapter 9, Article 2, Division II of the Carmel City Code be amended as
follows:
Section 9-27 is hereby added to Chapter 9, Article 2, Division II of the Carmel City Code,
and shall read as follows:
Sec. 9-27 Sale of Untreated Water.
Any agreements by the City of Carmel to sell untreated water to another water
utility must be duly approved by proper Ordinance passed by the Common
Council, and maintained in the Office of the Clerk-Treasurer for public inspection.
PASSED AND ADOPTED by the Common Council of the City of Carmel,
Indiana, this o~tt day of ~~~ , 1996.
COMMON COUNCIL OF THE CIT]f OF ~L, INDIANA
. ~
r
Diana L. Cordray, Clerk-TreasOn}
Presented to the Mayor of the City of Carmel this .~ .. day, of
1996 at ~/pp~
// James Brainard, Mayor
Diana ~.. ~
PH (317) 571-2443
FAX (31D 571.2462
CARMEL UTtLI-TIES
ONE CIVIC SQUARE
P.O. BOX 1399
CARMEL. INDIANA ~603~
MEMO
WATER UTILITY
WASTEWATER UTILITY
October 16, 1996
TO:
-Members oCth~ C_armelCity ¢ou_ncil
JotmDuff4,-Managei__ ~ ~ - ' !"
FROM~
Carm6[UtilitieS
Attachedis additional ihfohnati~n:.Which'was prgvided ~the}Wa=t? Thg~ FOrCe and mayb6 6f
use in your review of the sale of. water to IndianapOli§ W~ter Company:
City of Cam~el Municipal Water Utility - How has it gotten to the
point of selling water to the Indianapolis Water Company?
Most people who have either lived or worked in Cannel since 1988 have been aware'in some
capacity that Carmel'has had serious problems in meeting a growing community's drinking water
supply needs. In the summer of 1988, Carmel experienced a drought that resulted in a limited
water supply, water pressure problems in many of the northern areas oftowrg and a very serious
problem in the event of a fire. These problems were the direct result of tremendous population
growth in the 1980's, and the general understandable desire of the community to keep their grass
and expensive landscaping looking green and healthy. Direct results of this were controversial
water restrictions in 1988, 1990, 1992, and 1994. Ail of these summers were hot and dry
enough to force Carmel City Officials to limit lawn sprinkling in the interest of public safety.
In 1992 a decision was made to build a new treatment facility and wells to handle the current and
futurepopuiations peak water usage. It is important to realize that our system could meet the
non-summer months water demands, but faced serious problems during peak usage that was
almost three times greater than the normal daily average. The City was committing itself to what
will eventually be in excess often million dollars ($10 million) to upgrade its' water supply and
system to handle peak demands for one or two weeks out of the year. Currently our system is
sized to safely treat and pump 11 million gallons of water per day. In 1995 and 1996 our
maximum peak days have been 9.2 mgd and 9.4 mgd respectively. One conclusion from this
would be that we have spent $10 million to meet the peak demands for a few days each year.
However, it is also very clear that the month of July in 1995 and July/August in the summer of
1996 would have resulted in water restrictions had we not increased our capacity. The additional
capacity has led to increased sales and profits which were limited in the past due to not having the
water to sell. Carmel's growth will continue with a sufficient water supply at all times of the year.
During non-summer months Carmel averages 2.8 million gallons of water pumped per day.
Future projections at buildout predict a daily usage of 5.5 million gallons per day with summer.
time peaks of 15.2 million gallons. As stated before, we are currently capable of pumping 11
mgd of treated water, and have a definite plan in place to expand to 16 mgd by the time full
development occurs: Specific improvements that have taken place since 1993 are as follows:
- Construction of Water Plant #5 added an additional 4 mgd per day that will eventually be
expanded to 12 mgd.
- Addition of five new wells with the capacity of providing 8.0 mgd
- Land acquisition for four future well sites that will provide an additional 7.0 mgd.
- Water distribution improvements that have allowed water to reach our water towers quicker
and thereby maintain pressure.
The summer of 1996 has provided a good test for these improvements. It has certainly lived up to
our expectations and will continue to do so. Mayor Brainard has made it very clear that we will
stay ahead of Carmel's growth, and never see water restrictions and pressure problems again.
The City of Carmel's Municipal Water Utility is in the best position it has ever been to provide
quality water to our customers and be profitable at the same time. As much as these
improvements were obviously needed, it is also obvious that we have a tremendous amount of
capacity that is not being used for at least nine months out of the year. From a business
perspective, selling some of our unused capacity makes perfect sense for the City. If we sell
more water, we can pay offall of the costs for improvements at a faster rate, keep water rates at
least stable, and continue to improve customer service.
3
Carmel Utilities Average Pumpage 1993 to Present
Year Winter Avg 9/16-/5/14 Summer Avg 5/15-9/14
1993 2,536,430 3,321,673
1994 2,840,952 4,321,290
1995 2,889,619 4,549,240
1996to d~e 2,701,184 4,600,000
Carmel Water Utility, figures for treated water based on 1995 year end financials
Treated Water IWC Raw Water Sale Proieetions
1995 Profit before Depreciation ~ 59.13%
1995 Profit after Depreciation ~ 29.34%
Project 64% profit without Depreciation
Project 40% profit with Depreciation
* Selling 3 mgd tO IWc would gross $11,390 per month (based on 30.37 avg days)
* Our costs per.month would be $6836 which would net us $4554 or a 40% profit
$11,390 Revenue
-$ 6836 Expenses
$4554 Net
* For Carmel to generate $11,390 a month selling treated water we would need to add
695 new customers which is at least two years growth - Figured as follows:
Average customer usage per month is 8,000 gaLlons which costs $16.38 before tax
$11,390 divid6d by'$16.38 = 695
To generate $11,390 in treated water sales we would need to pump 5,560;000
million gallons of treated water per month. Profit margins would be less do to
treatment costs, distribution costs, customer service/billing costs, and
administrative costs.
WATER PURCHASE AGREEMENT
THIS WATER PURCHASE AGREEMENT ("Agreement"), entered into this
~,7~ day of ..4/rrae~ , 1996 ("Effective Date") between Indianapolis Water company
("IWC"), an Indiana corporation, and the City of Carmel, Indiana ("Carmel"), by its Board
of Public Works and Safety, a municipal corporation, located in Clay Township of Hamilton
County, Indiana and approved by Carmel's Common Council pursuant to Chapter 9 Article
5, Section 9-217 of the Carmel City Code.
WHEREAS, Carmel owns and operates a municipal water utility which provides
water to its customers and possesses an adequate water supply to accomplish this purpose
and to sell raw, untreated water to IWC; and
WHEREAS, IWC owns and opergtes a water utility and is engaged in the business of
supplying water utility service to the public in various parts of central Indiana, and is willing
to purchase raw, untreated water from Carmel upon the terms and conditions hereinafter set
out:
NOW, THEREFORE, in consideration of the foregoing recitals and of the mutual
covenants and conditions hereinafter described, th~ parties agree that:
1. Term. The initial term of this Agreement shall commence on the Effective Date
and terminate, on the latter of the tenth anniversary of the Effective Date or the Initial
Delivery Date defined below (the "Initial Term"). Thereafter, this Agreement may be
renewed at the mutual election of IWC and Carmel and as evidenced by a separate written
document executed by all appropriate parties for an additional five (5) year period. In the
event the Parties are unable to agree on a renewal of this Agreement, then IWC may, at its
election, continue this Agreement for an additional two (2) year period from the end of the
Initial Term of the Agreement on the same terms and conditions set forth herein except for
the price set out in Section 6, Monthly Minimum Guaranteed Payment and Other Payments,
of this Agreement.
2. Water Pur¢hase. Carmel hereby agrees to sell and IWC hereby agrees to.buy
from Carmel, raw, untreated water ("Water") which, as of the Effective Date, Carmel
in~ends to provide from the well fields near its water treatment plant located at 5484 East
126th Street, Carmel; Indiana (the "plant").
3. 'Exclusivity. So long as this Agreement is in force, IWC agrees that it will not
obtain water from the Aquifer (defined below) by any other method or source other than
· from Carmel. For purposes of this Agreement only, the Aquifer's boundaries are 146th
Street to the North, 96th Street to the South, U.S. 31 (Meridian Street) to the West and
White River to the East ("Aquifer").
4. Initial Delivery Date. The Date on which the latter of the following ~ccurs: (a)
Carmel receives written notice from IWC that IWC has completed the installation of the
water main and the meter and meter pit and all other equipment necessary for Carmel to
prov. ide the Water as contemplated herein (by way of illustration and not limitation, the
backflow preventative air gap) and (b) Carmel has inspected and is reasonably satisfied with
the water main connection to Carmel's raw, untreated water system (the "System").
5. Use of Water Purchased. IWC agrees that all Water purchased hereunder shall be
solely for its own use or for resale to its customers after treatment at IWC's White River
· North Purification Plant ("WRN'), located at 11825 Rive~ Avenue, Carmel, Indiana.
6. Monthly Minimum Guaranteed Payment and Other Payments. IWC guarantees ·
that Carmel will receive a monthly minimum payment ("Monthly Minimum Guaranteed '
Payment") over the Initial Term of this Agreement for the months, or portions thereof, from
September 15, through May 15, inclusive, ("Supply Months") on a take-or-pay basis for
three :(3)' million gallons of Water per day ("Minimum Daily .Gallonage") at an initial charge
of One hundred twenty five and no/100's dollars ($125.00) per million gallons. Said
Monthly Minimum Guaranteed Payment shall begin at the end of the Experimental Period
(defined below).
The parties agree that the initial charge of One hundred twenty-five and no/100's
dollarg ($125.00) per million gallons consists of the following components:
Purchased Power Charge
Capital Charge
Administrative Charge
Other Variable Charge
$ 44.45
27.78
2.77
50.00
Total $125.00
The parties further agree that any increases in the charge per million gallons during/
the Initial Term of this .Agreement are limited to the purchased power. Upon notification
that Carmel's electric power supplier has received an increase in'its base rates and charges,
Carmel shall recalculate the purchased power component of the charge Per million gallons by
taking the then.'current purchased power component times the percentage increase received by
Carmbl,selectric power supplier. That amount shall be added to the then current charge per
million gallons. Any sudh increase shall be applied to the same billing period that the
increased electric power rate is applied to Carmel's expenses.
2
In the event IWC elects to continue this Agreement for an additional two (2) years
under the conditions set out in Section 1, Term, then IWC agrees that the then current price
will be increased by the cumulative effect of the consumer price index for the Initial Term,
adjusted so that the ~ffect of any year within the Initial Term would not exceed three perceht
(3 %), applicable to the components set forth above, other than the purchased.power charge:
Notwithstanding the take-or-pay provisions provided herein, in the event Carmel is not
able to provide the Minimum Daily Gallonage, upon notice to IWC, the Monthly Minimum
Guaranteed Payment shall be commensurately reduced at the current price per million
gallons, or portion thereof, to the extent that Carmel provides less than the Minimum Daily
Gallonage.
In addition, IWC will.pay for any gallonage in excess of the Minimum Daily
Ga!lo~nage at the price set forth above per million gallons or portion thereof, ratably
determined. Carmel shall invoice IWC for such Water in addition to the Minimum Daily
;Gallonage (if any) monthly or as otherwise agreed by the parties.
, The Minimum Daily Gallonage shall be figured on a thirty (30) day average with the
i~itial thirty (30) day period beginning on the Initial Delivery Date.
For the period of time May 16 - May 30, June, July, August and September 1 -
'September 14 ("Nonsupply Months"), Carmel and IWC shall mutually agree as to the daily
volume available to IWC, and IWC shall pay for such gallonage actually delivered at the
price set forth above per million gallons or portion thereof, ratably determined. During the
Nonsupply Months, IWC may contact Carmel's Utility Manager who shall make a good
faith effort to determine and reply to IWC within one hour of contact as to the quantity of
Water and Delivery Flow Rate (defined below) available to IWC on any day. in this period.
The first six (6) mouths following the Initial Delivery Date (or such lesser
period of time mutually agreeable to IWC and Carmel's Utility Manager) shall be considered
an "Experimental Period" during which IWC and Carmel can make reasonable alterations to
operations, controls or infrastructure to carry out the terms and conditions of this Agreement. '
During the Experimental Period, IWC shall pay for the gallonage actually delivered at one
hundred .twenty five and no\100's dollars ($125.00) per million gallons or portion thereof,
ratably determined and will not pay the Monthly Minimum Guaranteed Payment until the
expiration of such Experimental Period.
Carmel shalI provide a monthly invoice to IWC for the Monthly Minimum Guaranteed
Payment plus any charges' in excess thereof. IWC shall pay Carmel within fifteen (15) days
of the dat~ of the invoice. Failure to pay within the fifteen (15) days shall subject IWC.to
the late penalty as set.out in Carmel's tariff and approved by the Indiana Utility Regulatory
Commission ("IURC").
3
7. Delivery Flow Rate. The rate of Water flow delivered to IWC ("Delivery Flow
Rate") shall be approximately 6.5 mgd during a period of time each day agreed to by Carmel
through Carmel's Utility Manager. The Delivery Flow Rate can be increased up to 8 mgd
("Maximum Flow Rate") with prior written consent by Carmel's Utility Manager'or his
designee upon written request by IWC. Said request and consent shall be sent by facsimile
transmission during the hours of 8:00 a.m. to 5:00 p.m. seven days a week, unless a
different method is agreed to by the parties. However, in no event. ~an any additional daily
gallonage exceed four million gallons of Water per day ("Maximum Daily Gallonage")
without the prior written approval of Carmel's Board of Public Works and Safety.' The
Delivery Flow Rate shall be gradually increased to the Delivery Flow Rate and decreased
from the Delivery Flow Rate over a thirty (30) minute interval to allow the System to
automatically respond to the changes in the Delivery Flow Rate.
8. Main Extension and Cost. IWC will install at its sole cost and expense along
"Location A"as depicted on Exhibit A, a 6,600 foot long 24-inch diameter water main from
WRN to the piping of the Water at the Plant. The cost of the water main for L6cation A is
.estimated to be' $582,000. The total reimbursable project cost of the water main extension
shall be established at the lesser of the pro rata estimated cost of the ~vater main, as set forth-
above, up to the right of way to WRN or the pro rata actual cost of the water main up to the
right-of-way to WRN for purposes of Section 13, Water Shortages, Diminished Supply and.
Liquidated Damages, of this Agreement ("Reimbursable Project Cost"). IWC shall provide
Carmel with documentation of the actual cost of the water main at the time of completion.
Nothing shall be installed, including fire hydrants, on the water main. The water main from
the Plant to WRN shall be owned and maintained by IWC, subject to the provisions of
Section. 13, Water Shortages, Diminished Supply and Liquidated Damages.
9. Safety. The installation of the water main shall be accomplished in a good and
workmanlike manner and in accordance with the terms of the easements within which the
installation occurs, and according to the reasonable specifications provided by Carmel,
including, but not limited to, IWC's installatk/n of a backflow preventative air gap at the
point of discharge to prevent any possibility of backflow into the System. No other
connections shall be made into the raw water piping between the point of discharge by the
Plant and the backflow preventative air gap.
Subject to Section 25, Force Maieure, IWC agrees that the construction of the water
main extension 'and any restoration work up to the WRN property line shall be concluded
within eight (8) weeks from the commencement of the work. IWC shall us6 its best efforts
to see that such construction and restoration is completed within that time frame.
10. · Indemnification. IWC shall indemnify and hold Carmel harmless from and
against any and all c!aims, loss, liability, expenses (including attorney fees) for loss or
damage to the Aquifer, property of Carmel, or third parties, for injury to or death of a
pe(son or persons or for any damhge to~ property resulting directly or indirectly from IWC's
performance or non performance of the terms hereof.
11. Meter Ownership and Operation. The meter and meter pit shall be the
property of IWC and will be installed, operated, and maintained by IWC. Carmel shall have
the right of access to the meter and meter pit for purposes of obtaining and verifying metey
readings and for obtaining water samples for testing water quality at the water meter at WRN
(the "Delivery Point"). While Carmel shall have access to the meter and the meter pit, it
shall have no obligation to. obtain water samples at the meter pit. IWC shall submit to
Carm61's Utility Manager a monthly written report of the water usage within ten (10) days of
the end of each thirty (30) day period.
The meter shall be calibrated and maintained in accordance with the regulations of the
~URc, or any successor regulatory agency. Carmel shall have the fight to request testing of
the meter, but shall not request, except in the case of an emergency, such testing more often
than once every twelve (12) months. A~meter registering more than two percent (2%) above
or below the test results shall be deemed to be running fast or slow and thus inaccurate. 'If
the meter is deemed to be running faster than an accurately calibrated meter, Carmel shall
refund to IWC, or alternatively credit IWC's account, with th~ amount in excess of that
determined to be an average charge for one-half (1\2) of the time elapsed since the last meter
test, or one (1) year, whichever period is shorter. A meter found to be running slower than
an accurately calibrated meter shall entitle Carmel to add to IWC's account by a similar
calculation methodology.
12. Easements and R~ghts-of-Wa¥. Except for the costs associated with Hamilton
County rights-of-way, Carmel shall be responsible for the procurement and payment of all
easement costs related to the, proposed water main at Location A and for all right-of-way
permits for Location A. Carmel hereby represents, that it currently owns adequate right-of-
way. and\or easements for the installation of a water main, a meter and a meter pit wi,thin
Location' A.
13. Water Shortages, Diminished Supply and Liquidated Damages. -Carmel wiil,
at all times, endeavor to operate and maintain its System in an efficient manner. In the event
of 'an extended shortage of Water, or the supply of Water to Carmel is otherwise diminished
over an extended period of time, the Minimum Daily Gallonage delivered to IWC pursuant to
the Monthly Minimum Guaranteed Payment shall be reduced or terminated in the same ratio
or proportion as the amounts supplied to other Carmel Water customers are reduced or
diminished, and the IWC Monthly Minimum Guaranteed Payment adjusted accordingly. If
Carmel determines that its supply of Water is permanently diminished so that it cannot
supply at least sixty percent (60%) of the Minimum Daily Gallonage, then Carmel may
terminate this .Agreement upon payment to IWC for the unamortized Reimbursable Project
Cost existing at such time. Amortization of the Reimbursable Project Cost shall be over 120
months co.nunencing with the Initial.Delivery Date, on a straight line basis, as set forth on
Exhibit B attached hereto. If the Reimbursable Project Cost chfinges due to the provisions of
Section 8, Main Extension and Cost, the parties agree that Exhibit B shall be amended to
reflect the revised amortization of the Reimbursable Project Cost. Upon payment of the
unamortized portion of the Reimbursable Pr9ject Cost, the water main up to the right-of-way
to WRN shall become the property of Carmel. Upon the termination of this Agreement prior
to the expiration of the Initial Term, Carmel shall have the right to ownthe water main up to
the right-of-way of WRN and the right to disconnect the water main at the same location.
In no event shall Carmel be liable to IWC for consequential or incidental damages
'including, by way of illustration and not limitation, lost profits.
14. Right of first offer and first refusal. In the event that IWC determines to sell the
water main, then Carmel shall have the first option to purchase said main at its fair market
value. In the event IWC receives any offer to purchase the water main from a bona fide
third party purchaser, and IWC determines that it wishes to sell the water main, then Carmel
shall have the right of first refusal to purchase the main at the price and upon the terms and
conditions that are being offered by the bona fide third party purchaser prior to IWC selling
the main to such other purchaser.
15. Emergency. In the event of an emergency and unless otherwise agreed by the
parties, Carmel shall have the right to cease delivery of water to IWC within one hour of
notification by Carmel.
16. Water Quality. Carmel commits to no chlorine, bacteriological', chemical or
physical standards regarding quality of the Water at the Delivery Point. Notwithstanding any
provisions to the contrary, IWC may terminate this Agreement upon determination that.the
Water provided is not appropriate or advisable for IWC's purification or distribution process.
All information upon which IWC bases this determination shall be furnished to Carmel, but
to no other person or entity without Carmel's written consent. Carmel shall furnish IWC
copies of all testing reports on the Water as required by IDEM or EPA at the time of IWC's
filing with the respective agencies. Said determination shall be without prejudice to either
IWC or Carmel, and each shall be relieved of the financial obligations under Section 6,
Monthly Minimum Guaranteed Payment and Other Payments and Section 13', Water
Shortages, Diminished Supply and Liquidated Damages
17. Water Pressure. Carmel shall provide at the Delivery Point a minimum'of
. twenty pounds (20 lbs) of pressure per square inch.
18. Successors. All the terms of this Agreement shall be binding upon and inure
to'the fienefit of IWC,'its successors and assigns, and upon Carmel and any successor entity
thereto.
19. Mutual Assistance on Regulatory Matters. This Agreement is subject to such
pertinent laws, regulations, and roles of the State of Indiana and its administrativ~e
agencies, and where permits, certificates or approvals may be required for the construction
of lines, improvements or betterments, or the charges herein provided, the parties agree to
work together to assist each other 'as 'the case may be.
20.
IWC is:
Notifications. The address for all matters to be mailed by certified mail to
Indianapolis Water Company
P. O. Box 1220
Indianapolis, Indiana 46206
Attention: President
with a copy to the General Counsel at the same address
The facsimile number for IWC for purposes of notificatio~n under Section 7,
Delivery Flow Rate, is 571-0054.
The address for all matters to be mailed by certified mail to Carmel:
City of Carmel '
City Hall
One Civic Square
Carmel, Indiana 46032
Attention: Utility Manager
with a copy to the City Attorney at the same address
The facsimile number for Carmel for purposes of notification under Section 7,
Delivery Flow Rate, is 571-2462.
21. Discrimination Prohibited. IWC hereby represents and warrants/hat it and
its consultants shall comply with all existing laws of the United States and the State of
Indiana prohibiting the discrimination against any employee or applicant fo~' employment or
subcontract work in the performance 6f any project contemplated by this Agreement with
respect to hire, tenure, terms, conditions, or privileges of employment or any matter directly
or indirectly related to employment or subcontracting because of race, religion, color, sex,
handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran
status.
22.. Amendment. This Agreement may be amended or modified only in writing
signed by Carmel and IWC With the same formality as this Agreement. Any proposals to
modify this Agreement shall be made by the proposing party in writing, stating' specifically
the propo.sed modification and the justification therefore, to the other party. The parties
.hereby agree to negotiate, in good faith, any proposed modification of this Agreement
offered by either party.
'23. Severabilit¥. If any provision of this Agreement is held to be invalid, illegal, or
unenforceable bY a court of competent jurisdiction, the provision shall be stricken, and all
6ther provisions of this Agreement which can operate independently of such stricken
provisign shall continue in full force and effect.
24. Assignment. This Agreement shall not be assigned by either party without the
prior written consent of the other. Hbwever, such consent shall not be unreasonably
withheld or denied.
7
25. Force Maieure. Neither Carmel nor IWC slmll be liable to the other, for
damages caused by the interruption, suspension, or reduction of the delivery of Water or
taken due to, occasioned by, or in consequence of, any of the following causes or
cofltingencies: storms, tornados, sleet, floods, lightning, earthquakes, landslides, washouts
or other revulsions of nature; epidemics, accidents, fires, collisions, explgsi0ns; strikes, lock-
outs, differences with workmen or other industrial disturbances; vandalism, sabotage, riots;
inability to secure materials, supplies or equipment; forfeiture or failure of machinery,
equipment, compresses, mains, pipes, delivery lines, storage or delivery facilities; wars,
insurrections, blockades, acts of public enemies, civic disturbances; federal, state or other
governmental laws, orders, decrees, restraints, or regulations; and any other causes or
contingencies not within the control of the party whose performance is interfered with,
whether of the kind herein enumerated or otherwise. Provided, however, such causes or
contingencies affecting the performance shall not relieve Carmel or IWC of liability in the
event of its concurring negligence or in the event of failure of either to use due diligence to
remedy the situation and remove the cause in an adequate manner and with all reasonable
dispatch.
26. Nonwaiver. No failure by either Carmel or IWC, at any time, to require the
performance by the other of any term of this Agreement shall in any way affect the right of
either party to enforce such terms, nor shall any waiver by either party of any term hereof be
taken or held to be a waiver of an)~ other provisions of this Agreement. No waiver of any
term or provision of this Agreement shall be effective unless the same is in writing and
signed by the parties hereto. '
27. Captions. The captions, headings and arrangements in this Agreement are for
cogvenience only and do not in any way define, limit or modify the terms or positions '
hereof.
28. Regulatory Approval. This Agreement is contingent upon Carmel and IWC
obtaining all fiecessary regulatory approva!, which approval does not change the terms of this
Agreement.
29, Entire Agreement. This Agreement, including the Exhibits attached hereto and
incorporated herein, represents the entire understanding between Carmel and IWC regarding
the subject matter and supersedes all prior negotiations, representations and\or contracts,
either oral or written.
8
IN WITNESS WHEREOF, the parties hereto, acting under authority of their
respective governing bodies, have caused this Agreement to be duly executed in tWo
counterparts, each of which shall constitute an original.
· INDIANAPOLIS WATER COMPANY
ATTEST:
J6hri M. Davis, Secretary
CITY OF CARMEL, INDIANA
By its Board of Public Works
and Safety
James Brainard, Mayor and Member
Billy ~V/alker, Member
/.~5'(i ~tson, Member
Approved:
9
Approved by the Common Council of the City of Carmel, Indiana, this f ~/& day of
/4]~];-a~ , 1996.
, Me[nber
, Member
· Member~
, Member
, Member
3.o
State of Indiana
County of Marion
SS: '
On this // day of _~r~Oz~'r- , 1996, before the undersigned, a Notary Public in and for
the State of Indiana, personally appeared J. A. Rosenfeld and John M.' Davis, President ~ind
Secretary of the Indianapolis Water Company, respectively, who acknowledged the execution of
the foregoing Agreement to be their voluntary act 'and deed on behalf of the Indianapolis Water
Company.
Witness my 'hand and notarial seal.
Signatur~ (
Printed
My commission Expires:De& ~,, I q
My County of Residence: D/ID rfr.~
11
EXHIBIT A
INGRESS
HAZELDALE V1LLA~I
ADOI]]ON
~'.0 I{GD
7U'IgJRE
1.5
TO
I.W.C.
13 PLUki
.,0 MGD
PLANT 5 ~:~am ~'m~L'T
J~ 24" TO IWC
NTS
CARMEL, INDIANA
- RAW WATER SYSTEM &
POTENTIAL SUPPLY TO I.W.
CO.
Exhibit B
Amortization Schedule for the $582,000 Water Main
Straight Line Amortization over 120 Months
(To Be Replaced, If Necessary, Pursuant to Section 8 of the Agreement)
Month of
Conkract
1
2
- 3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
26
27
28
29
30
Remaining
Monthly Balance Month of Monthly
Amortization (End of Month) Contract Amortization
$ 4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
~,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
$ 577,150
572,300
567,450
56Z600
55Z750
552,900
548,050
543,200
538,350
533,500
528,650
523,800
518,950
'514,100
509,250
504,400
499,550
494,700
489,850
485,000
480,150
475,300
470,450
465,600
460,750
455,900
451,050
446,200
441,350
436,500
31 $ 4,85O
32 4,850
33 4,85O
34 4,850
35 4,850
36 4,850
37 4,850
38 4,850
39 4,850
40 4,850
41 4,8b0
42 4,850
43 4,850
44 4,850
45 4,~50
46 4,850
47 4,850
48 4,850
49 4,850
50 4,850
51 4,850
52 4,850
53 4,850
54 4,850
55 4,850
56 4,850
· 57 4,850
58 4,850
59 4,850
60 4850
Remaining
Balance
(End of Month)
$ 431,650
426,800
421,950
417,100
412,250
407,400
402,550
397 700
392 850
388 000
383 150
378300
373450
368 600
363750
358 900
354 050
349 200
344350
339 500.
334 650
329 800
324950
320 100
315 250
310 400
305 550
300 700
295 850
291 000
Prepared by: Crowe Chizek and Company LLP
10/i5/96
Amortization Schedule £or the $582,000 Water Main
Straight Line Amortization over 120 Months
To Be Replaced, If Necessary, Pursuant to Section 8 of the Agreement)
- Exhibit B
(Continued)
Month of MOnthly
Contract Amortization
61 $ 4,850
62 4,850
63 ' 4,850
64 4,850
65 '4,850
66 4,850
67- 4,850
68 4,85'0
69 4,850
70 4,850
71 4,850
.72. 4,850
73 4,850
74 4,850
75 4,850
76 4,850·
77 4,850
78 4,850
79 4,850
80 4,850
81 4,850
82 4,850
83 4,850
84 4,850
85 4,850
86 4,850
87 4;850
88 4,850
- 89 4,850
90 4,850
Remaining
Balance
(End of Month)
$ 286,150
281,300
276,450
271,600
.266,750
261,900
257,050
252,200
247,350
242,500
237,650
232,800
227,950
223,100
218,250
213,400
208,550
203,700
198,850
194;000
189,150
184,300
179,450
174,600
169,750
164,900
160,050
155,200
I50,350
145,500
Remaining
Month df Monthly ' Balance '
Contract Amortization (End of Month)
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
$ 4,850
4,850'
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850.
4,850
4,850
4,850
4,850
4,850
4,850
4,850
4,850
$ 140,650
135,800
130;950
126,100
121,250.
116,400
111,550
1063700
101,859
97,000
92,150
87,300
82,450
77,600
72,750
67,900
63,050
58,200
53,350
48,500
4~,650
38,800
33,950
29,!00
24,250
19,400
14,550
9,700
4,850
Prepared by: Crowe Chfzek and Company LLP
10/15/96