BAWA Resolution No. 2017-02RESOLUTION NO. 2017-02
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN AREA
WATER AUTHORITY AUTHORIZING THE SECOND AMENDMENT TO THE
WATER SUPPLY CONTRACT -- TREATED WATER WITH COUNTRY TERRACE
WATER CO, INC., TO INCREASE THE CONTRACT QUANTITY; MAKING
OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE
EFFECTIVE DATE THEREOF.
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BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN AREA WATER
I_\ill I [S7.J I
Section 1: That contingent upon the approval of the City Council of the City of Baytown,
Texas, the Board of Directors of the Baytown Area Water Authority hereby authorizes the Second
Amendment to the Water Supply Contract -- Treated Water with Country Terrace Water Co, Inc., to
increase the contract quantity. A copy of the amendment is attached as Exhibit "A" and incorporated
herein for all intents and purposes.
Section 2: This resolution shall take effect immediately from and after its passage by the
Board of Directors of the Baytown Area Water Authority.
INTRODUCED, READ and PASSED, by the affirmative vote of the Board of Directors of the
Baytown Area Water Authority this the 18th day of January, 2017.
ATT T:
TICIA BRYSCH, AssistWt Secretary
APP OVED AS TO FORM:
ACIO RAMIREZ, SR., Gene 1 ounsel
BRENDA BRADLEY SMITH, President
`• COBFSOI%Legal,Karen\Files\BAWAResolution\2017Vanuary\SecondAmendmentwithCountryTen-aceWaterColnc.doc
Exhibit "A"
Second Amendment to the
Walter SuP ply Contract -- Treated Water
Country Terrace Water Co., Inc.
STATE OF TEXAS
COUNTY OF HARRIS
This Second Amendment to that certain "Water Supply Contract -- Treated Water" between
the Baytown Area Water Authority, a governmental agency and a body politic and corporate of the
State of Texas, created pursuant to Chapter 600, Acts of the 63rd Legislature, Regular Session, 1973,
hereinafter referred to as `BAWA," and the Country Terrace Water Co., Inc., a Texas corporation
having a mailing address of P.O. Box 24433, Houston, Texas 77229, hereinafter referred to as
"CTW," is trade and entered into by and between the same parties on the date herein after last
specified.
WITNESSETH:
WHEREAS, CTW and BAWA entered into a Water Supply Contract -- Treated Water, dated
September 28, 2001, hereinafter referred to as the "Contract," in order for BAWA to supply and
CTW to receive treated water not exceeding a monthly average of 0.1 10 million gallons of water per
day; and
WHEREAS, on or about April 19, 2006, CTW and BAWA executed the First Amendment to
the Contract, which increased the Contract Quantity to a monthly average of0.125 million gallons of
water per day; and
WHEREAS, CTW has requested that the Contract Quantity be increased again; and
WHEREAS, BAWA is willing to honor CTW's request upon the terms and conditions set
forth herein;
NOW THEREFORE, for and in consideration of the premises and the mutual covenants and
agreements herein contained, the parties hereto do hereby mutually agree as follows:
Definitions. Unless a different meaning clearly appears from the context, words and phrases
as used in this Second Amendment shall have the same meanings as in the Contract.
2. Amendment. Section 2.01 of Article Il "Sale and Delivery of Water" of the Contract is
hereby amended to read as follows:
2.01 Subject to the ten -ns and conditions of this Contract, during the
Contract Tenn, BAWA agrees to sell and deliver (or cause to be delivered) to
CTW, all of CTW's water requirements of treated water at the Points of
Second Amendment to the Water
Supply Contract -- Treated Water, Page I
Delivery at daily rates of delivery; and CTW agrees to purchase from BAWA,
all of CTW's treated water requirements for resale at the Points of Delivery
during the term of this Contract. It is expressly agreed to and understood
that BAWA shall not be obligated to deliver to CTW treated water in excess
of the Contract Quantity which shall be the monthly average per day of 0.150
MGD.
Generallv.
3.01 Interpretation. This Second Amendment has been jointly negotiated by the parties
hereunder and shall not be construed against a party hereunder because that party may
have assumed primary responsibility for the drafting of this Second Amendment.
3.02 Captions. Captions contained in this Second Amendment are for reference only and,
therefore, have no effect in construing this Second Amendment. The captions are not
restrictive of the subject matter of any section in this Second Amendment.
3.03 No YVaiver. By this Second Amendment, BAWA does not consent to litigation or
suit, and BAWA hereby expressly revokes any consent to litigation that it may have
granted by the terms of this Second Amendment, the Contract or any other contract or
agreement or addenda, any charter, or applicable state law. Nothing contained herein
shall be constructed so as to limit or waive BAWA's sovereign immunity.
3.04 Construction. The provisions of this Second Amendment and the provisions of the
First Amendment and the Contract should be read together and construed as one
agreement. In the event of any conflict between a provision of the Contract and the
First Amendment, and the Second Amendment, the Second Amendment shall
control.
IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment in
multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but
one and the same amendment, this _ day of , 2017, the date of
execution by the General Manager of the Baytown Area Water Authority.
BAYTOWN AREA WATER AUTHORITY
RICHARD L. DAVIS, General Manager
ENVIT431
LETICIA BRYSCH, Assistant Secretary
APPROVED AS TO FORM:
Second Amendment to the Water
Sunniv Contract -- Treated Water, Page 2
IGNACIO RAMIREZ, SR„ General Counsel
COUNTRY' TERRACE WATER CO., INC.
�
Si7nat u•e 1
Printed Name
,1 .1(fi IG1(! ►'I
STATE OF TEXAS b Title
COUNTY OF HARRIS
Before mc, -�LQ L h-(" I i) _ the undersigned notary public, on this daypersonall appeared _V1l'4/-
toht5/hercapacity asLwivtet-�l'li-�,dCN:OfCountry
Terrace Water Co., Inc.
known to me
proved to me on the oath of or
A proved to me through his current.1 { K t'
{description of identification card or other document issued by the federal
government or any state government that contains the photograph and signature of
the acknowledging person)
(check one)
to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that
he executed that instrument for the purposes and consideration therein expressed.
Given under my hand and seal of office this ,day of 1j (� ✓, L , j j .{ ( I , 2017.
I 1
%i DAN11MIoplz
Maaiv sl,n. ul
My (:ott:xn ; Notary Public in and for the State of?Texas
N"Vr My mnussion lixpur.:
July 11, 2010
My commission expires: i .a ► t
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Second Amendment to the Water
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