Ordinance No. 10,566 ORDINANCE NO. 10,566
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING A PAYMENT AGREEMENT WITH HARRIS
COUNTY FRESH WATER SUPPLY DISTRICT NO. 1-A FOR AMOUNTS
OWED FOR WASTE DISPOSAL SERVICES FROM OCTOBER 2000
THROUGH NOVEMBER 2006; AND PROVIDING FOR THE EFFECTIVE
DATE THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes
the Interim City Manager to execute and the City Clerk to attest to an agreement with Harris
County Fresh Water Supply District No. 1-A for amounts owed for waste disposal services from
October 2000 through November 2006. A copy of such agreement is attached hereto as Exhibit
"A" and incorporated herein for all intents and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by
the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote f the City Council of the
City of Baytown this the 22"d day of March,2007.
i
i ST PHEN H. DONCARLO , Mayor
A
I
1
LO O Y, City Clerk
APPROVED AS TO FORM:
I NACIO RAMIREZ, $V, City Attorney
RAKaren\Files\City CoundhOrdinances12007Warch 221HarrisCountyIAPaymentAgreement.doc
PAYMENT AGREEMENT
STATE OF TEXAS §
HARRIS COUNTY §
This Payment Agreement (the "Agreement") is made this day of March, 2007,
between the City of Baytown (the "City"), a home-rule municipal corporation located in Harris
and Chambers Counties, Texas, and Harris County Fresh Water Supply District No. 1-A (the
"District"), a fresh water supply district located in Harris County, Texas.
WHEREAS, the City and the District entered into a Waste Disposal Agreement (the
"Waste Agreement") on January 20, 1999; and
WHEREAS, the City has been providing services to the District in accordance with the
terms and conditions of the Agreement since such date; and
WHEREAS, the District has paid for only a portion of the monthly service charge
required in Section 5.02 of the Waste Agreement; and
WHEREAS, the City and the District agree that payment should be made in accordance
with Section 5.02, which is calculated on the basis of metered water usage, consistent with such
calculations found in the City's Sewer Service Ordinance, as amended, which includes the base
charge for each single-family, multi-family or commercial connection; and
WHEREAS, there remains in excess of THREE HUNDRED FORTY-SIX THOUSAND
THREE HUNDRED EIGHTY-SIX AND 12/100 DOLLARS ($346,386.12) due and owing to
the City of Baytown under the Waste Agreement; and
WHEREAS, mindful of the cost and expense associated with litigation, the City and the
District have agreed to compromise, settle, and waive certain claims on the terms set out in this
Agreement; NOW THEREFORE
1.
Recitals
It is expressly understood and agreed by the City and the District that the recitals
contained herein are true and correct and that the District:
a. acknowledges that there remains due and owing a principal amount of:
(1) ONE HUNDRED FIFTEEN THOUSAND FOUR HUNDRED FIFTY-
NINE AND 95/100 DOLLARS ($115,459.95) for monthly service charges
for the period January 2005 through November 2006, and
Payment Agreement, Page 1 EXW A
(2) ONE HUNDRED FORTY-FOUR THOUSAND EIGHT HUNDRED
EIGHTY-SIX AND 26/100 DOLLARS ($144,886.26) for monthly service
charges the period from October 2000 to December 2004; and
b. agrees heretofore to make monthly service charge payments pursuant to the Waste
Agreement, which shall include the base charge for each single-family, multi-family
or commercial connection plus additional usage charges as specified in the City's
Code of Ordinances as may hereinafter be amended.
II.
District's Obligations
2.01 Reporting Requirements. Each month, the District shall provide to the City a preliminary
operating report in a form approved by the City's Director of Finance. Such preliminary
operating reports shall be tendered to the City on or before the I0`h of each month
concerning the prior month's operations. After receipt of each preliminary operating
report, the City will generate an invoice specifying the amount due and owing for the
report period. The District shall present both the preliminary operating report and the
corresponding invoice to its Board of Directors each month on or before the third
Thursday of the month for the Board's review and approval. On or before the Friday
after the third Thursday of each month, the District shall tender to the City a final
operating report for the previous month in a form approved by the City's Director of
Finance containing a certification by the presiding officer of the Board that the
information contained in the report is true and correct. Should there be any difference
between the preliminary and final operating reports, which affects the amount due and
owing to the City, the City shall adjust the next month's bill to address such difference.
The reporting requirements detailed herein shall commence in December 2006, and shall
continue until termination or expiration of the Waste Agreement. The parties understand
and agree that this provision amends the Waste Agreement, survives the expiration or
termination of this Agreement, and remains the District's obligation for as long as the
City provides waste disposal services to the District.
2.02 Payment Obligations.
a. Payments from December 2006 and later. The District agrees to remain current
on all charges owed to the City pursuant to the Waste Agreement, including all
monthly service charges commencing December 2006.
b. Payment for January 2005 through November. 2006. The District agrees to pay
and the City agrees to accept payment in the principal amount of ONE
HUNDRED FIFTEEN THOUSAND FOUR HUNDRED FIFTY-NINE AND
91/100 DOLLARS ($115,459.91)plus interest commencing on January 1, 2007, at
the rate specified in subsection d hereof, for payment of past due service charges
for the period January 2005 through November 2006. All payments shall be made
in accordance with the schedule labeled Exhibit A, which is attached hereto and
incorporated herein for all intents and purposes, and must be received on or
Payment Agreement,Page 2
before the due date specified therein. The monthly payments provided for therein
shall first be applied to the payment of interest accrued and the balance of which
payment shall be applied to the payment of principal. Payments shall be made by
the District to the City at the following address:
City of Baytown
Attn: Collections Manager
P.O. Box 424
Baytown, TX 77522-0424
C. Payment for October 2000 through December 2004. The District agrees to pay
and the City agrees to accept payment in the principal amount of ONE
HUNDRED FORTY-FOUR THOUSAND EIGHT HUNDRED EIGHTY-SIX
AND 26/100 DOLLARS ($144,886.26) for the period from October 2000 to
December 2004. All payments shall be made in accordance with the schedule
labeled Exhibit A, which is attached hereto and incorporated herein for all intents
and purposes, and must be received on or before the due date specified therein.
Payments shall be made by the District to the City at the following address:
City of Baytown
Attn: Collections Manager
P.O. Box 424
Baytown, TX 77522-0424
d. Interest. Interest shall accrue on the unpaid balance of the principal amounts
specified in subsection b of this section at the rate specified in Section 5.04 of the
Waste Agreement. Interest shall be calculated based upon a 365-day year.
e. Prepayment. The District shall have the right to prepay the principal specified in
subsections b or c of this section in whole or in part at any time, and interest shall
immediately cease to accrue as of the date of payment on any amount of principal
that is prepaid. Prepayments shall be applied as a credit against the last maturing
installment or installments of principal due hereunder and shall not operate to
defer or otherwise postpone the regular obligatory installments of principal
payable hereunder.
f. Usury Exclusion. It is the intention of the District and the City to conform strictly
to the usury laws in force in the State of Texas and the United States of Arnerica.
It is therefore agreed that:
(1) in the event that the maturity of the amount due and owing under this
Agreement is accelerated by reason of an election of the City or if the
same is prepaid prior to maturity, all unearned interest shall be cancelled
automatically, or if theretofore paid, shall either be refunded to the District
or credited on the unpaid principal amount of this District's obligations
hereunder, whichever remedy is chosen by the City,
Payment Aereement, Page 3
(2) the aggregate of all interest and other charges constituting interest under
applicable law and contracted for, chargeable or receivable under this
Agreement shall never exceed the maximum amount of interest nor
produce a rate in excess of the maximum rate of interest that the City may
charge the District under applicable law and in regard to which the District
may not successfully assert the claim or defense of usury, and
(3) if any excess interest is not provided for, it shall be deemed a mistake and
the same shall either be refunded to the District or credited on the unpaid
principal amount hereof, and the amount due pursuant to subsection b
shall automatically be deemed reformed so as to permit only the collection
of the maximum non-usurious rate and amount of interested allowed by
applicable law.
g. Waiver. The District, its successors and assigns severally waive demand,
presentment, notice of non-payment, protest, notice of protest, notice of intent to
accelerate, notice of the exercise of option to accelerate, filing of suit, and
diligence in collecting the District's obligations under this Agreement or
enforcing any security therefor, and consents and agrees to all renewals,
extensions and partial payments both before and after maturity without prejudice
to the City.
h. Attorney Fees. If payments under this Agreement as required in subsections a, b
and c are not timely paid and are placed in the hands of an attorney for collection,
or if it is collected through a court of bankruptcy, probate or other court after
maturity, then the City shall be entitled to reasonable attorneys' fees for
collection.
III.
City's Obligations
3.01 Conditional Release. Should the District perform all of its obligations pursuant to
Article I of this Agreement, the City shall release and discharge the District from any and
all claims or causes of action directly related to the payment of monthly service charges
for the periods specified in Sections 2.02.b and 2.02.c.
3.02 No Further Obligations. The parties understand and agree that the sole obligation of the
City under this Agreement is to release the District as specified in Section 3.01 should the
District fully and timely perform all of its obligations hereunder. By this Agreement, the
City has assumed no further responsibility or obligation to the District.
Payment Agreement,Page 4
IV.
Default
Failure to make any payment required in this Agreement, either the principal or interest,
as and when the same is or becomes due and payable hereunder, or in the event of default of the
District in any of the terms, provisions or conditions of the Waste Agreement or any instrument
executed or to be executed as security for payment hereof, and such default shall continue for a
period of ten (10) days after written notice to the District of such default, shall, at the election of
the City, mature all payments due hereunder so that the entire unpaid balance of the principal and
any unpaid interest is immediately due and payable. It is expressly understood and agreed that
not only will the principal and interest specified herein become due and owing but all interest
that the City has agreed to previously waive in order to compromise and settle its claim against
the District shall likewise become immediately due and owing.
V.
Authority
The officer signing on behalf of the District confirms that he/she has full authority to
execute this Agreement for and on behalf of the District and is doing so only after full
understanding of the meaning and intent of this Agreement and all of its terms.
Vl.
Notice
All notices required or permitted to be given hereunder may be given by letter sent via
registered or certified mail, return receipt requested, telegram, or any other form of written
communication and shall be deemed to be duly served and given for all purposes when sent to
the addresses or facsimile specified in the Waste Agreement.
VII.
Severability
If any provision, section, exception, subsection, paragraph, sentence, clause or phrase of
this Agreement shall for any reason be held unconstitutional, void or invalid, such invalidity
shall not affect the validity of the remaining provisions of this Agreement, which shall remain in
full force and effect, and to this end all provisions of this Agreement are declared to be
severable.
Payment Agreement,Page 5
VIII.
Effective Date
This Agreement shall become effective and enforceable immediately upon its execution
by the City Manager and shall thereafter remain in effect.
IX.
Choice of Law and Venue
This Agreement is made according to the laws of the State of Texas and shall in all
respects be interpreted and construed in accordance with and governed by the laws of the State of
Texas, regardless of the place of its execution or performance. The place of making and the
place of performance for all purposes shall be Baytown, Harris County, Texas.
X.
Headings
The captions of the various articles of this Agreement are for convenience and ease of
reference only and do not define, limit, augment or describe the scope, content or intent of this
Agreement or of any part or parts of this Agreement.
XI.
Ambiguities
In the event of any ambiguity in any of the terms of this Agreement, it shall not be
construed for or against any party hereto on the basis that such party did or did not author the
same.
XII.
Non-Waiver
Failure of the City to insist on the strict performance of any of the agreements contained
herein or to exercise any rights or remedies accruing hereunder upon default or failure of
performance shall not be considered a waiver of the right to insist on and to enforce by an
appropriate remedy, strict compliance with any other obligation hereunder to exercise any right
or remedy occurring as a result of any future default or failure of performance.
XII1.
Multiple Originals
It is understood and agreed that this Agreement may be executed in a number of identical
counterparts each of which shall be deemed an original for all purposes.
Payment Agreement, Page 6
Signed on this the day of , 2007.
District
Harris County Fresh Water Supply
District No. IA.
Signature
Printed Name
Title
ATTEST:
Signature
Printed Name
Title
APPROVED AS TO FORM:
ARTHUR C. WASHINGTON, Attorney for the District
Payment Agreement,Page 7
Signed on this the day of , 2007.
City
City of Baytown
ROBERT D. LEIPER, Interim City Manager
ATTEST:
LORRI COODY, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
R:1KarenlFiles\Contracts\\Vatcr&Wastew•atcr AgrcemcnAl lams County Fresh Watcr supply District No. IA\RcpaymentAgreemcntClcan.doc
Payment Agreement,Pale 8
02/15/2007 Page 1
Attachment A-HCFWD 1-A(Jan 2005- Nov 20061
Compound Period .........: Exact Days
Nominal Annual Rate....: 12.000 %
Effective Annual Rate...: Undefined
Periodic Rate..................: 0.0329 %
Daily Rate ......................... 0.03288 %
CASH FLOW DATA
Event Start Date Amount Number Period End Date
1 Amount Due 01/01/2007 116,469.95 1
2 Payment 01/31/2007 3,828.83 1
3 Payment 03/26/2007 5,000.00 25 Monthly 03/25/2009
4 Payment 04125/2009 4.582.20 1
AMORTIZATION SCHEDULE- Normal Amortization
Due
Date Payment Interest Principal Balance
01/01/2007 115.459.95
1 01/31/2007 3.828.83 1,138.78 2,690.05 112,769.90
2 03/25/2007 5,000.00 1.964.98 3,035.02 109,734.88
3 04125/2007 5,000.00 1.118.39 3.881.61 105,853.27
4 05125/2007 5,000.00 1,044.03 3,955.97 101,897.30
5 06/25/2007 5,000.00 1,038.51 3,981.49 97,935.81
6 07/25/2007 5.000.00 965.94 4.034.08 93,901.75
7 08125/2007 5,000.00 957.03 4,042.97 89,858.78
8 09/25/2007 5,000.00 915.82 4.084.18 85.774.60
9 10126/2007 5,000.00 846.00 4,154.00 81,620.60
10 11125/2007 5,000.00 831.86 4,168.14 77.462.46
11 12125/2007 5.000.00 763.91 4,236.09 73.216.37
2007 Totals 53,828.83 11,585.25 42.243.58
12 01/25/2008 6,000.00 746.21 4,253.79 68,962.58
13 02/25/2008 5.000.00 702.85 4.297.15 64.665.43
14 03/25/2008 5,000.00 616.54 4.383.46 60,281.97
15 04/25/2008 5,000.00 614.38 4.385.62 55.896.35
16 05/25/2008 5,000.00 551.31 4.448.69 51,447.66
17 06/25/2008 5,000.00 524.34 4,475.66 46,972.00
18 07/25/2008 5,000.00 463.29 4.536.71 42,435.29
19 08/25/2008 5.000.00 432.49 4,567.51 37.867.78
20 09/25/2008 5,000.00 385.94 4.614.06 33.253.72
21 10/25/2008 6.000.00 327.98 4,672.02 28,581.70
22 11/25/2008 5,000.00 291.30 4.708.70 23,873.00
23 12/25/2008 5,000.00 235.46 4,764.54 19,108.46
2008 Totals 60.000.00 5,892.09 64,107.91
24 01/25/2009 6,000.00 194.75 4,805.25 14,303.21
25 02/25/2009 5,000.00 145.78 4.864.22 9,448.99
26 03/25/2009 5,000.00 86.98 4,913.02 4,535.97
A
02/15/2007 Page 2
Attachment A-HCFWD 1 A[Jan 2005 - Nov 2006]
Date Payment Interest Principal Balanoe
27 04/25/2009 4,582.20 46.23 4,535.97 0.00
2009 Totals 19,582.20 473.74 19,108.46
Grand Totals 133,411.03 17,961.08 115,459.95
02/11/2007 Page 1
Attachment B-HCFWD 1-A[Oct 2000-Dec 20041
Compound Period .........: Exact Days
Nominal Annual Rate....: 0.000 %
Effective Annual Rate ...: Undefined
Periodic Rate..................: 0.0000 %
Daily Rate ........................: 0.00000 %
CASH FLOW DATA
Event Start Date Amount Number Period End Date
1 Amount Due 01/01/2007 144,886.26 1
2 Payment 05/25/2009 4,024.62 35 Monthly 03/25/2012
3 Payment 04/25/2012 4.024.56 1
AMORTIZATION SCHEDULE- Normal Amortization
Due
Date Payment Interest Principal Balance
01/01/2007 144.886.28
2007 Totals 0.00 0.00 0.00
1 05/25/2009 4.024.62 0.00 4,024.62 140,861.64
2 06/25/2009 4,024.62 0.00 4,024.62 136,837.02
3 07/25/2009 4,024.62 0.00 4,024.62 132,812.40
4 08/25/2009 4,024.62 0.00 4,024.62 128,787.78
5 09/25/2009 4,024.62 0.00 4,024.62 124,763.16
6 10/25/2009 4,024.62 0.00 4.024.62 120,738.54
7 11/25/2009 4.024.62 0.00 4,024.62 116.713.92
8 12/25/2009 4,024.62 0.00 4,024.62 112,689.30
2009 Totals 32,196.96 0.00 32,198.96
9 01/26/2010 4,024.62 0.00 4,024.62 108,664.68
10 02/25/2010 4.024.62 0.00 4,024.62 104,640.06
11 03/25/2010 4,024.62 0.00 4,024.62 100.615.44
12 04/25/2010 4,024.62 0.00 4.024.62 96,590.82
13 05/25/2010 4,024.62 0.00 4.024.62 92.566.20
14 06/25/2010 4,024.62 0.00 4,024.62 88,541.58
15 07/25/2010 4,024.62 0.00 4,024.62 84,516.96
16 08/25/2010 4,024.62 0.00 4,024.62 80,492.34
17 09/25/2010 4,024.62 0.00 4.024.62 76.467.72
18 10/25/2010 4.024.62 0.00 4.024.62 72.443.10
19 11/25/2010 4.024.62 0.00 4.024.62 68,418.48
20 12/25/2010 4,024.62 0.00 4.024.62 64.393.86
2010 Totals 48,295.44 0.00 48.295.44
21 01/25/2011 4.024.62 0.00 4,024.62 60.369.24
22 02125/2011 4.024.62 0.00 4.024.62 56.344.62
23 03/25/2011 4,024.62 0.00 4,024.62 52,320.00
24 04/25/2011 4,024.62 0.00 4,024.62 48,296.38
25 OW512011 4,024.62 0.00 4,024.62 44.270.76
02/11/2007 Page 2
Attachment B-HCFWD 1-A(Oct 2000- Dec 2004)
Date Payment Interest Principal Balance
26 06/25/2011 4,024.62 0.00 4,024.62 40,246.14
27 07/25/2011 4,024.62 0.00 4,024.62 36,221.52
28 08/25/2011 4,024.62 0.00 4.024.62 32,196.90
29 09/25/2011 4,024.62 0.00 4,024.62 28,172.28
30 10/25/2011 4,024.62 0.00 4,024.62 24,147.66
31 11/25/2011 4,024.62 0.00 4,024.62 20.123.04
32 12/25/2011 4,024.62 0.00 4.024.62 16,098.42
2011 Totals 48,295.44 0.00 48,295.44
33 01/26/2012 4.024.62 0.00 4,024.62 12,073.80
34 02/25/2012 4,024.62 0.00 4,024.62 8,049.18
35 03125/2012 4,024.62 0.00 4,024.62 4,024.56
36 04/25/2012 4,024.66 0.00 4.024.56 0.00
2012 Totals 16,098.42 0.00 16,098.42
Grand Totals 144,886.26 0.00 144,886.28
PAYMENT AGREEMENT
STATE OF TEXAS §
HARRIS COUNTY §
Mov- % kb
This Payment Agreement (the "Agreement") is made this _� day of may,
2007, between the City of Baytown (the "City"), a home-rule municipal corporation located in
Harris and Chambers Counties, Texas, and Harris County Fresh Water Supply District No. 1-A
(the"District"), a fresh water supply district located in Harris County, Texas.
WHEREAS, the City and the District entered into a Waste Disposal Agreement (the
"Waste Agreement")on January 20, 1999;and
WHEREAS, the City has been providing services to the District in accordance with the
terms and conditions of the Agreement since such date; and
WHEREAS, the District has paid for only a portion of the monthly service charge
required in Section 5.02 of the Waste Agreement; and
WHEREAS, the City and the District agree that payment should be made in accordance
with Section 5.02, which is calculated on the basis of metered water usage, consistent with such
calculations found in the City's Sewer Service Ordinance, as amended, which includes the base
charge for each single-family, multi-family or commercial connection; and
WHEREAS, there remains in excess of THREE HUNDRED FORTY-SIX THOUSAND
THREE HUNDRED EIGHTY-SIX AND 12/100 DOLLARS ($346,386.12) due and owing to
the City of Baytown under the Waste Agreement; and
WHEREAS, mindful of the cost and expense associated with litigation, the City and the
District have agreed to compromise, settle, and waive certain claims on the terms set out in this
Agreement;NOW THEREFORE
I.
Recitals
It is expressly understood and agreed by the City and the District that the recitals
contained herein are true and correct and that the District:
a. acknowledges that there remains due and owing a principal amount of:
(1) ONE HUNDRED FIFTEEN THOUSAND FOUR HUNDRED FIFTY-
NINE AND 95/100 DOLLARS ($115,459.95)for monthly service charges
for the period January 2005 through November 2006,and
Payment Agreement,Page 1
(2) ONE HUNDRED FORTY-FOUR THOUSAND EIGHT HUNDRED
EIGHTY-SIX AND 26/100 DOLLARS ($144,886.26) for monthly service
charges the period from October 2000 to December 2004; and
b. agrees heretofore to make monthly service charge payments pursuant to the Waste
Agreement, which shall include the base charge for each single-family, multi-family
or commercial connection plus additional usage charges as specified in the City's
Code of Ordinances as may hereinafter be amended.
II.
District's Obligations_
2.01 Reporting Requirements. Each month,the District shall provide to the City a preliminary
operating report in a form approved by the City's Director of Finance. Such preliminary
operating reports shall be tendered to the City on or before the I01h of each month
concerning the prior month's operations. After receipt of each preliminary operating
report, the City will generate an invoice specifying the amount due and owing for the
report period. The District shall present both the preliminary operating report and the
corresponding invoice to its Board of Directors each month on or before the third
Thursday of the month for the Board's review and approval. On or before the Friday
after the third Thursday of each month, the District shall tender to the City a final
operating report for the previous month in a form approved by the City's Director of
Finance containing a certification by the presiding officer of the Board that the
information contained in the report is true and correct. Should there be any difference
between the preliminary and final operating reports, which affects the amount due and
owing to the City, the City shall adjust the next month's bill to address such difference.
The reporting requirements detailed herein shall commence in December 2006, and shall
continue until termination or expiration of the Waste Agreement. The parties understand
and agree that this provision amends the Waste Agreement, survives the expiration or
termination of this Agreement, and remains the District's obligation for as long as the
City provides waste disposal services to the District.
2.02 Payment Obligations.
a. Payments from December 2006 and later. The District agrees to remain current
on all charges owed to the City pursuant to the Waste Agreement, including all
monthly service charges commencing December 2006.
b. Payment for January 2005 through November, 2006. The District agrees to pay
and the City agrees to accept payment in the principal amount of ONE
HUNDRED FIFTEEN THOUSAND FOUR HUNDRED FIFTY-NINE AND
91/100 DOLLARS ($115,459.91)plus interest commencing on January 1, 2007, at
the rate specified in subsection d hereof, for payment of past due service charges
for the period January 2005 through November 2006. All payments shall be made
in accordance with the schedule labeled Exhibit A, which is attached hereto and
incorporated herein for all intents and purposes, and must be received on or
Payment Agreement,Page 2
before the due date specified therein. The monthly payments provided for therein
shall first be applied to the payment of interest accrued and the balance of which
payment shall be applied to the payment of principal. Payments shall be made by
the District to the City at the following address:
City of Baytown
Attn: Collections Manager
P.O. Box 424
Baytown, TX 77522-0424
C. Payment for October 2000 through December 2004. The District agrees to pay
and the City agrees to accept payment in the principal amount of ONE
HUNDRED FORTY-FOUR THOUSAND EIGHT HUNDRED EIGHTY-SIX
AND 26/100 DOLLARS ($144,886.26) for the period from October 2000 to
December 2004. All payments shall be made in accordance with the schedule
labeled Exhibit A, which is attached hereto and incorporated herein for all intents
and purposes, and must be received on or before the due date specified therein.
Payments shall be made by the District to the City at the following address:
City of Baytown
Attn: Collections Manager
P.O. Box 424
Baytown, TX 77522-0424
d. Interest. Interest shall accrue on the unpaid balance of the principal amounts
specified in subsection b of this section at the rate specified in Section 5.04 of the
Waste Agreement. Interest shall be calculated based upon a 365-day year.
C. Prepayment. The District shall have the right to prepay the principal specified in
subsections b or c of this section in whole or in part at any time, and interest shall
immediately cease to accrue as of the date of payment on any amount of principal
that is prepaid. Prepayments shall be applied as a credit against the last maturing
installment or installments of principal due hereunder and shall not operate to
defer or otherwise postpone the regular obligatory installments of principal
payable hereunder.
f. Usury Exclusion. It is the intention of the District and the City to conform strictly
to the usury laws in force in the State of Texas and the United States of America.
It is therefore agreed that:
(1) in the event that the maturity of the amount due and owing under this
Agreement is accelerated by reason of an election of the City or if the
same is prepaid prior to maturity, all unearned interest shall be cancelled
automatically,or if theretofore paid, shall either be refunded to the District
or credited on the unpaid principal amount of this District's obligations
hereunder,whichever remedy is chosen by the City,
Payment Agreement,Page 3
(2) the aggregate of all interest and other charges constituting interest under
applicable law and contracted for, chargeable or receivable under this
Agreement shall never exceed the maximum amount of interest nor
produce a rate in excess of the maximum rate of interest that the City may
charge the District under applicable law and in regard to which the District
may not successfully assert the claim or defense of usury, and
(3) if any excess interest is not provided for, it shall be deemed a mistake and
the same shall either be refunded to the District or credited on the unpaid
principal amount hereof, and the amount due pursuant to subsection b
shall automatically be deemed reformed so as to permit only the collection
of the maximum non-usurious rate and amount of interested allowed by
applicable law.
g. Waiver. The District, its successors and assigns severally waive demand,
presentment, notice of non-payment, protest, notice of protest, notice of intent to
accelerate, notice of the exercise of option to accelerate, filing of suit, and
diligence in collecting the District's obligations under this Agreement or
enforcing any security therefor, and consents and agrees to all renewals,
extensions and partial payments both before and after maturity without prejudice
to the City.
h. Attorney Fees. If payments under this Agreement as required in subsections a, b
and c are not timely paid and are placed in the hands of an attorney for collection,
or if it is collected through a court of bankruptcy, probate or other court after
maturity, then the City shall be entitled to reasonable attorneys' fees for
collection.
III.
City's Obli atg ions
3.01 Conditional Release. Should the District perform all of its obligations pursuant to
Article I of this Agreement,the City shall release and discharge the District from any and
all claims or causes of action directly related to the payment of monthly service charges
for the periods specified in Sections 2.02.b and 2.02.c.
3.02 No Further Obligations. The parties understand and agree that the sole obligation of the
City under this Agreement is to release the District as specified in Section 3.01 should the
District fully and timely perform all of its obligations hereunder. By this Agreement, the
City has assumed no further responsibility or obligation to the District.
Payment Agreement,Page 4
IV.
Default
Failure to make any payment required in this Agreement, either the principal or interest,
as and when the same is or becomes due and payable hereunder, or in the event of default of the
District in any of the terms, provisions or conditions of the Waste Agreement or any instrument
executed or to be executed as security for payment hereof, and such default shall continue for a
period of ten (10) days after written notice to the District of such default, shall, at the election of
the City, mature all payments due hereunder so that the entire unpaid balance of the principal and
any unpaid interest is immediately due and payable. It is expressly understood and agreed that
not only will the principal and interest specified herein become due and owing but all interest
that the City has agreed to previously waive in order to compromise and settle its claim against
the District shall likewise become immediately due and owing.
V.
Auth2Eijy
The officer signing on behalf of the District confirms that he/she has full authority to
execute this Agreement for and on behalf of the District and is doing so only after full
understanding of the meaning and intent of this Agreement and all of its terms.
VI.
Notice
All notices required or permitted to be given hereunder may be given by letter sent via
registered or certified mail, return receipt requested, telegram, or any other form of written
communication and shall be deemed to be duly served and given for all purposes when sent to
the addresses or facsimile specified in the Waste Agreement.
VII.
Severability
If any provision, section, exception, subsection, paragraph, sentence, clause or phrase of
this Agreement shall for any reason be held unconstitutional, void or invalid, such invalidity
shall not affect the validity of the remaining provisions of this Agreement, which shall remain in
full force and effect, and to this end all provisions of this Agreement are declared to be
severable.
Payment Agreement,Page 5
VIII.
Effective Date
This Agreement shall become effective and enforceable immediately upon its execution
by the City Manager and shall thereafter remain in effect.
IX.
Choice of Law and Venue
This Agreement is made according to the laws of the State of Texas and shall in all
respects be interpreted and construed in accordance with and governed by the laws of the State of
Texas, regardless of the place of its execution or performance. The place of making and the
place of performance for all purposes shall be Baytown, Harris County, Texas.
X.
Headines
The captions of the various articles of this Agreement are for convenience and ease of
reference only and do not define, limit, augment or describe the scope, content or intent of this
Agreement or of any part or parts of this Agreement.
XI.
Ambiguities
In the event of any ambiguity in any of the terms of this Agreement, it shall not be
construed for or against any party hereto on the basis that such party did or did not author the
same.
XII.
Non-Waiver
Failure of the City to insist on the strict performance of any of the agreements contained
herein or to exercise any rights or remedies accruing hereunder upon default or failure of
performance shall not be considered a waiver of the right to insist on and to enforce by an
appropriate remedy, strict compliance with any other obligation hereunder to exercise any right
or remedy occurring as a result of any future default or failure of performance.
XIII.
Multiple Originals
It is understood and agreed that this Agreement may be executed in a number of identical
counterparts each of which shall be deemed an original for all purposes.
Payment Agreement,Page 6
Mar 19 2a37 11 :39fl{M HP LA5ERJET F'F1?t
281-379-1428 P.8
Sighed on this the _day of A%06 ° 2007.
District
Harris County Fresh W&ter SUPPLY
D Na. 1A.
.dam
Ion
Printed Namo
Tide
T:
r ,
printed N
Title
APPROVED AS TO FORM:
ARTHYJR C.WA�j��6�m�cYfOr the District
EmmzMAMSMABI Pncl1
Signed on this the rJ day of rn&M"O ` , 2007.
District
Harris County Fresh Water Supply
Distrit No. IA.
ignature
'he I i-i-r ar ��,r`he s
Printed Name
Pre sod ev . '
Title
A ST:
n
tfi
nr r C erT
Pmg
Printed Name
5 ee�r
Title
APPROVED AS TO FORM:
ARTHUR C. WASHINGTON, Attorney for the District
Payment Agreement,Page 7
Signed on this the e5 day of ,2007.
City
City of Baytown
O�OpY �N ROBERT D. LEIPER
.� A Interim City Manager
N
LO ity Clerk
APPROVED AS TO FORM:
ACIO RAMIREZ, SR., C ty Attorney
R:\Karen\Files;Contracts'.Water&Wastewater AgreemenAl-larris County Fresh Water Supply Distnct No. IA\RepaymentAgreementClean.doc
Payment Agreement,Page 8
02/15/2007 Page 1
Attachment A-HCFWD 1-A(Jan 2005- Nov 20061
Compound Period .........: Exact Days
Nominal Annual Rate....: 12.000 %
Effective Annual Rate... : Undefined
Periodic Rate..................: 0.0329 %
Daily Rate ........................: 0.03288 %
CASH FLOW DATA
Event Start Date Amount Number Period End Date
1 Amount Due 01/01/2007 115.459.95 1
2 Payment 01/31/2007 3,828.83 1
3 Payment 03/26/2007 5,000.00 25 Monthly 03/25/2009
4 Payment 04/25/2009 4.582.20 1
AMORTIZATION SCHEDULE- Normal Amortization
Due
Date Payment Interest Principal Balance
01/01/2007 115,459.95
1 01/31/2007 3,828.83 1,138.78 2,690.06 112,769.90
2 03/25/2007 5,000.00 1,964.98 3,035.02 109,734.88
3 04/25/2007 5,000.00 1,118.39 3,881.61 105,853.27
4 05/25/2007 5,000.00 1,044.03 3,955.97 101,897.30
5 06/25/2007 5,000.00 1,038.51 3,961.49 97,935.81
6 07/25/2007 5,000.00 965.94 4,034.06 93,901.75
7 08/25/2007 5,000.00 957.03 4,042.97 89,858.78
8 09/25/2007 5,000.00 915.82 4,084.18 85,774.60
9 10/25/2007 5,000.00 846.00 4,154.00 81,620.60
10 11/25/2007 5,000.00 831.86 4,168.14 77.452.46
11 12/25/2007 5,000.00 763.91 4,236.09 73.216.37
2007 Totals 53,828.83 11,585.25 42,243.58
12 01/25/2008 5,000.00 746.21 4,253.79 68,962.58
13 02/25/2008 5,000.00 702.85 4,297.15 64,665.43
14 03/25/2008 5,000.00 616.54 4,383.46 60,281.97
15 04/25/2008 5,000.00 614.38 4,385.62 55,896.35
16 05/25/2008 5,000.00 551.31 4,448.69 51,447.66
17 06/25/2008 5,000.00 524.34 4,475.66 46,972.00
18 07/25/2006 5,000.00 463.29 4,536.71 42,435.29
19 06/25/2008 5,000.00 432.49 4,567.51 37,867.78
20 09/25/2008 5,000.00 385.94 4,614.06 33,253.72
21 10/25/2008 5,000.00 327.98 4.672.02 28,581.70
22 11/25/2008 5,000.00 291.30 4,708.70 23,873.00
23 12/25/2008 5,000.00 235.46 4,764.54 19,108.46
2008 Totals 60,000.00 5,892.09 54,107.91
24 01/25/2009 5,000.00 194.75 4,805.25 14,303.21
25 02/25/2009 5,000.00 145.78 4,864.22 9,448.99
26 03/25/2009 5,000.00 86.98 4,913.02 4,535.97
02/15/2007 Page 2
Attachment A-HCFWD 1-A[Jan 2005 - Nov 2006]
Date Payment Interest Principal Balance
27 04/26/2009 4,582.20 46.23 4,535.97 0.00
2009 Totals 19,582.20 473.74 19,108.46
Grand Totals 133,411.03 17,951.08 115,459.95
02/11/2007 Pagel
Attachment B-HCFWD 1-A(Oct 2000-Dec 20041
Compound Period .........: Exact Days
Nominal Annual Rate....: 0.000 %
Effedive Annual Rate ...: Undefined
Periodic Rate..................: 0.0000 %
Daily Rate ........................: 0.00000 %
CASH FLOW DATA
Event Start Date Amount Number Period End Date
1 Amount Due 01/01/2007 144,886.26 1
2 Payment 05/25/2009 4,024.62 35 Monthly 03/25/2012
3 Payment 04/25/2012 4,024.56 1
AMORTIZATION SCHEDULE- Normal Amortization
Due
Date Payment Interest Principal Balance
01/01/2007 144,886.26
2007 Totals 0.00 0.00 0.00
1 05/25/2009 4,024.62 0.00 4,024.62 140.861.64
2 08/25/2009 4,024.62 0.00 4,024.62 136.837.02
3 07/25/2009 4,624.62 0.00 4,024.62 132,812.40
4 08/25/2009 4,024.62 0.00 4,024.62 128,787.78
5 09/25/2009 4,024.62 0.00 4.024.62 124,763.16
6 10/25/2009 4,024.62 0.00 4,024.62 120,738.54
7 11/25/2009 4,024.62 0.00 4,024.62 116,713.92
8 12/25/2009 4,024.62 0.00 4,024.62 112,669.30
2009 Totals 32,196.96 0.00 32,198.96
9 01/25/2010 4,024.62 0.00 4,024.62 108,664.68
10 02/25/2010 4,024.62 0.00 4,024.82 104,640.06
11 03/25/2010 4.024.62 0.00 4,024.62 100,615.44
12 04/25/2010 4,024.62 0.00 4,024.62 98,590.82
13 05/25/2010 4,024.62 0.00 4,024.62 92,566.20
14 06/25/2010 4,024.82 0.00 4,024.62 88,541.68
15 07/25/2010 4,024.62 0.00 4,024.62 84,516.96
16 08/25/2010 4,024.62 0.00 4,024.62 80,492.34
17 09/25/2010 4,024.62 0.00 4.024.62 76,467.72
18 10/25/2010 4.024.62 0.00 4,024.62 72,443.10
19 11/25/2010 4,024.62 0.00 4,024.62 68.418.48
20 12/26/2010 4,024.62 0.00 4.024.62 64,393.86
2010 Totals 48,295.44 0.00 48,295.44
21 01/25/2011 4.024.62 0.00 4,024.62 60,369.24
22 02125/2011 4,024.62 0.00 4,024.62 56,344.62
23 03/25/2011 4,024.62 0.00 4,024.62 52,320.00
24 04/25/2011 4,024.62 0.00 4,024.82 48,295.38
25 05/25/2011 4,024.62 0.00 4.024.62 44,270.76
02/11/2007 Page 2
Attachment B-HCFWD 1 A[Oct 2000- Dec 2004]
Date Payment Interest Principal Balance
26 06/25/2011 4,024.62 0.00 4,024.62 40,246.14
27 07/25/2011 4,024.62 0.00 4,024.62 36,221.52
28 08/25/2011 4,024.62 0.00 4,024.62 32,196.90
29 09/25/2011 4,024.62 0.00 4,024.62 28,172.28
30 10/25/2011 4,024.62 0.00 4,024.62 24,147.66
31 11/25/2011 4.024.62 0.00 4.024.62 20,123.04
32 12/25/2011 4,024.62 0.00 4,024.62 16,098.42
2011 Totals 48,295.44 0.00 48,295.44
33 01/25/2012 4,024.62 0.00 4,024.62 12,073.80
34 02/26/2012 4,024.62 0.00 4,024.62 8,049.18
35 03/26/2012 4,024.62 0.00 4,024.62 4,024.56
36 04/25/2012 4,024.56 0.00 4,024.56 0.00
2012 Totals 16,098.42 0.00 16,098.42
Grand Totals 144,886.26 0.00 144,886.26