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HomeMy WebLinkAboutResolution 2000-064 agreement for delivery of CAP incentive recharge water F. ANN RODRIGUEZ, RECORDER RECORDED B~: DSC DEPUT]~ RECORDER 1212 ROOF SMa~A TOWN OF M~RANA ATTN: TOWN CLERK 13251 N LON ADAMS RD M~RANA AZ 85653 DOCKET: 11316 PAGE: 1552 NO. OF PAGES: 2 SEQUENCE: 20001120589 06/09/2000 RES 16:22 M~IL AMOUNT PAID $ 8.00 MARANA RESOLUTION NO. 2000-64 A RESOLUTION OF THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, ACCEPTING AND AUTHORIZING THE APPROVAL OF AN AGREEMENT BETWEEN THE TOWN OF MARANA AND CENTRAL ARIZONA WATER CONSERVATION DISTRICT PROVDING FOR THE DELIVERY OF CENTRAL ARIZONA PROJECT INCENTIVE RECHARGE WATER. WHEREAS, the Town of Marana, in order to maintain its Designation of Assured Water Supply, is required by the Arizona Department of Water Resources (ADWR) to recharge or directly use renewable resource water to offset the groundwater pumped each year; and WHEREAS, the Town of Marana pumped 464 acre-feet of groundwater in 1999 and has a current agreement with CAWCD to acquire 47 acre-feet of CAP water for recharge; and WHEREAS, the United States of America, acting through the Deparlrnent of the Interior, and the Central Arizona Water Conservation District (the "CAWCD") entered into an agreement on December 1, 1988, whereby the CAWCD may sell for various uses water that is not already allocated for distribution by the CAWCD; and WHEREAS, the Town of Marana desires to obtain an additional source of water for the purpose of recharge or directly using a renewable water source to fulfill its Designation of Assured Water Supply; and WHEREAS, the CAWCD may annually have additional water that the Town may use for recharge or for directly using a renewable water source and has offered to contract, through the Agreement, with the Town for the contingent purchase of that water; and WHEREAS, acceptance of the Agreement between the Town of Marana and the CAWCD providing for the delivery of Central Arizona Project ("CAP") Incentive Recharge water will enable the Town to contingently purchase additional CAP incentive recharge water; and WHEREAS, the Town will contract with Cortaro/Marana Irrigation District to recharge the CAP water and the Town will gain stored water credits for the recharged water, which will satisfy the recharge requirement of ADWR. WHEREAS, the Mayor and Council find that it is in the best interest of the Town to enter into the Agreement with CAWCD to purchase CAP Incentive Recharge water; and i i Marana, Arizona Resolution No. 2000-64 Page I of 2 '~ NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, accepting and authorizing the approval of the Agreement between the Town of Marana and the Central Arizona Water Conservation District providing for the delivery of Central Arizona Project Incentive Recharge Water. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 6th day of June 2000. ATTEST: Mayo~3(~Bi~Y SUTTON, JR. ~/f'Jocel/d(C. Entz G/ Town Clerk APPROVED AS TO FORM: --~'"'"'-'-Daniel J. Hoct/td'i, Esq. As Town Attorney and not personally 1 Marana, Arizona Resolution No. 21×)0d>4 Page 2 of 2 - F. ANN RODRIGU RECORDER RECORDED BY: D::."" DEPUTY RECORDER 1212 ROOE SMARA TOWN OF MARANA ATTN: TOWN CLERK 13251 N LON ADAMS RD MARANA AZ 85653 AGREEMENT Between D(-~7~T: 11335 P~_ ...: 1432 NO. OF PAGES: 90 SEQUENCE: 20001310404 07/07/2000 AG 15:48 MAIL AMOUNT PAID $ 50.50 THE CENTRAL ARIZONA WATER CONSERVATION DISTRICT And TOWN OF MARAN A PROVIDING FOR THE DELIVERY OF CENTRAL ARIZONA PROJECT INCENTIVE RECHARGE WATER ~ 1. 3 3 5 ... "'t , ;\ Il} Incentive Recharge Contract [4/27/00] 1 3 AGREEMENT BETWEEN THE CENTRAL ARIZONA WATER CONSERVATION DISTRICT AND TOWN OF MARANA PROVIDING FOR THE DELIVERY OF CENTRAL ARIZONA PROJECT INCENTIVE RECHARGE WATER 2 4 5 Preamble 6 7 1. THIS AGREEMENT, made this 23rd day of June 8 2000, in pursuance generally of the Act of June 17, 1902 (32 Stat. 9 388), and acts amendatory thereof or supplementary thereto, including 10 but not limited to the Boulder Canyon Project Act of December 21, 1928 11 (45 Stat. 1057, as amended, the Reclamation Project Act of August 4, 12 1939 (53 Stat. 1187), as amended, the Reclamation Reform Act of 13 October 12, 1982 (96 Stat. 1263), and particularly the Colorado River 14 Basin Project Act of September 30, 1968 (82 Stat. 885), as amended 15 (the "Basin proj ect Act"), between the CENTRAL 'ARIZONA WATER 16 CONSERVATION DISTRICT ("CAWCD") and TOWN OF MARANA ("Contractor"); 17 WITNESSETH, THAT: 18 Explanatory Recitals 19 2 . WHEREAS, the Basin proj ect Act provides, among other things, 20 that for the purposes of furnishing irrigation and municipal and 21 industrial ("M&I") water supplies to water deficient areas of Arizona 22 and western New Mexico through direct diversion or exchange of water, 1 3 :3 23 control of floods, conservation and development of fish and wildlife 24 resources, enhancement of recreation opportunities, and for other ~ ... 25 purposes, the Secretary shall construct, operate, and maintain the 3 26 Central Arizona proj ect, hereinafter referred to as the "proj ect"; and 1 WHEREAS, the united States and CAWCD have entered into 2 Contract No. 14-06-W-245, Amendment No.1, dated December 1, 1988, 3 hereinafter referred to as the "Repayment Contract," which is attached 4 hereto as Exhibit A and by this reference made a part hereof, whereby 5 CAWCD has agreed to repay to the United States the reimbursable costs 6 of the Project allocated to CAWCD; and 7 WHEREAS, Article 8.7(e) of the Repayment Contract grants 8 CAWCD the authority to resell or exchange Excess Water; and 9 WHEREAS, the Contractor is in need of a water supply and 10 desires to contract with CAWCD for Incentive Recharge Water; 11 NOW, THEREFORE, in consideration of the mutual and dependent 12 covenants herein contained, it is agreed as follows: 13 Repavment Contract Controlling 14 3. The Contractor expressly approves and agrees to all the 15 terms presently set out in the Repayment Contract, or as such terms 16 may be hereafter amended, and agrees to be bound by the actions to be 17 taken and the determinations to be made under that Repayment Contract, 18 except as otherwise provided herein. Definitions included in the 19 Repayment Contract are applicable to this Agreement, Provided, 20 however, that the terms "Agricultural Water" or "Irrigation Water" 21 shall mean water used for the purposes defined in the Repayment i 22 Contract on tracts of land operated in units of more than 5 acres. 23 The first letters of terms so defined are capitalized herein. 24 Additional Definitions i -= = 25 4. "Excess Water" shall mean Project Water which, in any Year, '" .,.J .: n ... 26 is available for delivery and has not been scheduled for delivery -2- 1 pursuant to a contract with the United States or a subcontract with 2 the United States and CAWCD providing for Project Water service for a 3 period of 50 years or more. 4 5. "Incentive Recharge Water" shall mean specially priced 5 Excess Water made available by CAWCD to M&I subcontractors on an 6 annual basis for recharge purposes only. 7 Delivery of Water by CAWCD 8 6. In so far as Project Water supplies and the delivery 9 capability of the Project will permit, and subject to the provisions 10 of the RepaYment Contract, CAWCD will deliver Incentive Recharge Water 11 to the Contractor in an amount, and at a water service charge, to be 12 determined in accordance with the terms of this Agreement. The 13 determination of whether and how much Incentive Recharge Water is 14 available for delivery under this Agreement in any year, is a 15 determination within the exclusive discretion of CAWCD; Provided, 16 however, that delivery of Incentive Recharge Water under this 17 Agreement shall be subj ect to the prior satisfaction of all water 18 deliveries scheduled pursuant to a contract with the United States or 19 a subcontract with the United States and CAWCD providing for Project 20 Water service for a period of 50 years or more. 21 Term 1 22 7. This Agreement shall terminate on December 31, 2003, unless =3 23 the parties agree in writing to extend the term or unless it is sooner ;;- ::J: 24 terminated in accordance with Article 15 hereof. i 4 :3 25 Conditions Relating to Delivery and Use ~ 26 8 . The delivery and use of water under this Agreement is -3- 1 conditioned on the following, and the Contractor hereby agrees that: 2 (a) All uses of Project Water and Return Flow shall be 3 consistent with Arizona water law except to the extent that such law 4 is inconsistent with the Congressional directives applicable to the 5 Central Arizona Project. 6 (b) Project Water furnished to the Contractor pursuant to 7 this Agreement shall be used within Contractor's service area or place 8 of use for direct or indirect recharge purposes only. The 9 Contractor's service area or place of use is described in Exhibit B 10 which is incorporated by reference and may be amended by Contractor 11 from time to time. 12 (c) The system or systems through which Project Water is 13 conveyed after delivery to the Contractor shall consist of pipelines, 14 canals, distribution systems, or other conduits which will prevent 15 excessi ve conveyance losses. 16 (d) Project Water furnished to the Contractor pursuant to 17 this Agreement may not be resold or exchanged by the Contractor 18 without the prior written approval of CAWCD. If, with the prior 19 approval of CAWCD, such water is resold or exchanged by the Contractor 20 for an amount in excess of that which the Contractor is obligated to 21 pay under this Agreement, the excess amount shall be paid forthwith by 1 .: 1 --:;p ..J 3 22 the Contractor to CAWCD; Provided, however, that the Contractor shall 23 be entitled to recover its actual costs, if any, in transporting and :::Jo ~ distributing such water. The provisions of this Article 8(d) shall i 4 25 not apply to any sale or exchange of stored water credits earned by .-" ..j o 26 Contractor pursuant to this Agreement. -4- 1 (e) Except as otherwise agreed by CAWCD, the Contractor 2 shall not sell or otherwise dispose of or permit the sale or other 3 disposition of any Project Water for use outside of Maricopa, Pinal, 4 or pima Counties. 5 (f) Notwithstanding any other provision of this Agreement, 6 project Water shall not be delivered to the Contractor unless and 7 until the Contractor has obtained final environmental clearance from 8 CAWCD for the system or systems through which Project Water is to be 9 conveyed after delivery to the Contractor at the Contractor's Project 10 delivery point. 11 (g) The Contractor may direct that Incentive Recharge Water 12 made available pursuant to this Agreement be delivered to a 13 groundwater savings facility for indirect recharge pursuant to a 14 separate agreement between the Contractor and the operator of the 15 groundwater savings facility; Provided, however, that: 16 (i) Incentive Recharge Water shall be used by an 17 identified groundwater user on a gallon-for-gallon substitute basis 18 directly in lieu of groundwater as provided in A.R.S. ~ 45-812.01. 19 (ii) The Contractor and the operator of the groundwater 20 savings facility must demonstrate to CAWCD's satisfaction that they 21 have the appropriate permits issued by the Arizona Department of Water i , .!. 22 Resources. ;j 3 23 (iii) Where the operator of the groundwater savings 24 facility is an agricultural entity participating in CAWCD' s target 1 -4 25 pricing program, only proj ect Water over and above the amount of =; 26 Project Water taken by the agricultural entity in the immediately -5- 1 preceding year, not including Incentive Recharge Water, may qualify as 2 Incentive Recharge Water. 3 (iv) The Contractor shall provide CAWCD a copy of its 4 agreement with the operator of the groundwater savings facility for 5 Incentive Recharge Water. 6 (h) Only Project Water for which the Contractor receives 7 long-term storage credits from the Arizona Department of Water 8 Resources may qualify as Incentive Recharge Water. 9 (i) Upon the expiration of this Agreement, CAWCD will 10 determine whether any Project Water delivered pursuant to this 11 Agreement did not qualify as Incentive Recharge Water for the reasons 12 specified in sections 8(g) (iii) or 8(h) of this Agreement. For any 13 such Project Water not qualifying as Incentive Recharge Water, CAWCD 14 will bill the Contractor for the difference between the water service 15 charge for Incentive Recharge Water and the standard M&I water service 16 charge. 17 Procedure for Ordering Water 18 9. (a) On or before the date of execution of this Agreement, 19 or as soon thereafter as is practicable, CAWCD will notify the 20 Contractor of the amount of Incentive Recharge Water available for 22 shall, within a reasonable period of time as determined by CAWCD, .i I "'J .,j :3 21 delivery during the initial year of this Agreement. The Contractor 23 submit a written schedule to CAWCD showing the quantity of Incentive :J ~ Recharge Water desired by the Contractor during each month of the " .i -4 25 initial year. CAWCD will review the requested schedule and determine .J' - . 8 26 whether Incentive Recharge Water is available for delivery, and, if -6- 1 so, the amount of Incentive Recharge Water available for delivery 2 under this Agreement during the initial year. within thirty (30) days 3 of CAWCD's receipt of the Contractor's requested schedule, CAWCD shall 4 determine and furnish to the Contractor a water delivery schedule 5 which shall show the amount of Incentive Recharge Water projected to 6 be delivered to the Contractor during each month of the initial year, 7 contingent upon the Contractor remaining eligible to receive water 8 under all terms contained herein. 9 (b) The amounts, times, and rates of delivery of Incentive 10 Recharge Water to the Contractor during any subsequent year shall be 11 in accordance with a water delivery schedule for that year. Such 12 schedule shall be determined in the following manner: 13 (i) On or before October 15 of each year beginning 14 with October 15 of the initial year of water delivery, CAWCD shall 15 issue to the Contractor a notice of availability of Incentive Recharge 16 Water for the following year. 17 (ii) Within thirty days of CAWCD's notice of 18 availability, the Contractor shall submit in writing to CAWCD a water 19 delivery schedule indicating the amounts of Incentive Recharge Water 20 desired by the Contractor during each month of the following year. 21 (iii) Upon receipt of the schedule, CAWCD shall review 4 i 22 it together with all other water delivery schedules, and determine the i ro. .J 23 amount of Incentive Recharge Water available for delivery under this M Agreement in the following year. 25 (iv) On or before December 15 of each year, CAWCD shall i 4 3 ....... .-j 26 determine and furnish to the Contractor the water delivery schedule -7- 1 for the following year which shall show the amount of Incentive 2 Recharge Water to be delivered to the Contractor during each month of 3 that year, contingent upon the Contractor remaining eligible to 4 receive water under all terms contained herein. 5 (c) The monthly water delivery schedule may be amended upon 6 the Contractor's written request to CAWCD. Proposed amendments shall 7 be submitted by the Contractor to CAWCD no later than 15 days before 8 the desired change is to become effective, and shall be subject to 9 review and modification in like manner as the schedule. CAWCD shall 10 notify the Contractor of its action on the Contractor I s requested 11 schedule modification within 10 days of CAWCD 1 S receipt of such 12 request. 13 (d) If the Contractor elects to have Incentive Recharge 14 Water made available pursuant to this Agreement delivered to a 15 groundwater savings facility for indirect recharge, CAWCD will 16 coordinate delivery of Incentive Recharge Water directly with the 17 operator of the groundwater savings facility. 18 (e) The Contractor shall hold CAWCD, its officers, agents, 19 and employees, harmless on account of damage or claim of damage of any 20 nature whatsoever arising out of or connected with the actions of " , 21 CAWCD regarding water delivery schedules furnished by or to the 1 22 Contractor. J 23 Contractor's Project Delivery Point, Measurement and Responsibility for Distribution of Water 5 24 i 10. (a) Incentive Recharge Water furnished to the Contractor ..... .L:. 25 4 pursuant to this Agreement shall be delivered to the Contractor at U 26 -8- 1 such point(s) on the Water Supply System as are agreed upon in writing 2 by CAWCD and the Contractor. All such point(s) shall hereinafter be 3 referred to as the "Contractor's Project delivery point." 4 (b) Unless CAWCD and the Contractor agree by contract to 5 the contrary, the Contractor shall construct and install, at its sole 6 cost and expense, all connection facilities required to convey water 7 furnished to the Contractor pursuant to this Agreement to the 8 Contractor's service area or place of use, as the case may be. The 9 Contractor shall furnish, for written approval by CAWCD, drawings and 10 specifications showing all connection facilities to be constructed or 11 installed within the Water Supply System right-of-way, and shall 12 obtain such approval before commencing construction or installation of 13 such facilities. All facilities constructed, installed, operated or 14 maintained on the Water Supply System right-of-way by or for the 15 Contractor shall be subject to such further agreements and to such 16 restrictions and regulations as to type, location, method of 17 installation, operation, and maintenance as may be prescribed by 18 CAWCD. 19 (c) The Contractor shall construct, operate, and maintain 20 its connection facilities and appurtenant works in a good and 21 workmanlike manner and in full compliance with the laws of the State 1 1 22 of Arizona and with all laws, regulations, and orders of the United 23 States affecting such operations. The failure of the Contractor after ~ due notice to construct, operate, and maintain its connection ~ . ... .: n . 25 facilities and appurtenant works in a good and workmanlike manner or ~ ,. . ... 26 to abide by any of the terms and conditions of any applicable laws, -9- 1 regulations, or orders, shall cause this Agreement to be subject to 2 immediate termination at the option of CAWCD. The Contractor shall 3 reimburse CAWCD within thirty (30) days of Contractor's receipt of a 4 statement for the costs of repairing any damage to Project facilities 5 or Project rights-of-way caused by or arising out of the Contractor's 6 activities under this Agreement. 7 (d) Upon termination of this Agreement, the Contractor 8 shall promptly remove, at its sole cost and expense, all connection 9 facilities constructed or installed on the Water Supply System 10 right-of-way and restore said right-of-way and all Project facilities 11 affected to their condition immediately prior to the construction or 12 installation of such connection facilities. If the Contractor fails 13 to remove said connection facilities and restore said right-of-way and 14 Project facilities within thirty (30) days after receiving any written 15 notice from CAWCD to do so, CAWCD may remove said connection 16 facilities and restore said right-of-way and Project facilities at the 17 Contractor's cost and expense, and, within thirty (30) days after 18 receiving written demand from CAWCD to do so, the Contractor shall pay 19 CAWCD, as specified in such written demand, for all costs and expenses 20 incurred by CAWCD in removing said connection facilities and restoring 21 said right-of-way and Project facilities. 22 (e) If the Contractor I s Project delivery point is a Project 3 23 turnout or Project turnouts constructed by the United States, and if ~ the Contractor intends to convey water furnished to the Contractor i 25 pursuant to this Agreement through connection facilities owned or ... ~. -.. 26 operated by others, the use by the Contractor of such connection -10- 1 facilities shall be the subject of written agreement(s) between the 2 Contractor and the owner(s) or operator(s) of such connection 3 facilities, and all such agreements shall include such terms and 4 conditions as may be required by CAWCD and shall be subject to the 5 prior, written approval of CAWCD before becoming binding upon the 6 parties thereto. 7 (f) Unless the Contractor's Project delivery point is a 8 Project turnout or Project turnouts constructed by the United States, 9 all water delivered from the Water Supply System shall be measured 10 with equipment furnished and installed by the Contractor and operated 11 and maintained by the Contractor at the Contractor's sole cost and 12 expense. The results of such measurements shall be reported to CAWCD 13 in such manner and at such time(s) as CAWCD may prescribe. Upon the 14 request of CAWCD, the accuracy of such measurements shall be 15 investigated by the Contractor, and any errors which are determined to 16 have occurred therein shall be adjusted; Provided, however, that in 17 the event the parties cannot agree on the required adjustment, CAWCD's 18 determination shall be conclusive. 19 (g) If the Contractor's Project delivery point is a project 20 turnout or Project turnouts constructed by the United States, all 21 water delivered from the Water Supply System shall be measured with equipment furnished and installed by the United States and operated i .5. 1 22 23 and maintained by CAWCD. Upon the request of the Contractor, or 3 ::> 25 CAWCD and the Contractor, and any errors which are mutually determined .. .i .::1- ii .. ~ CAWCD, the accuracy of such measurements shall be investigated by 26 to have occurred therein shall be adjusted; Provided, however, that in -11- 1 the event the parties cannot agree on the required adjustment, CAWCD's 2 determination shall be conclusive. 3 (h) Neither the united States nor CAWCD shall be 4 responsible for the control, carriage, handling, use, disposal, or 5 distribution of water beyond the Contractor's Project delivery point. 6 The Contractor shall hold the united States and CAWCD harmless on 7 account of damage or claim of damage of any nature whatsoever for 8 which there is legal responsibility, including property damage, 9 personal injury, or death arising out of or connected with the 10 control, carriage, handling, use, disposal, or distribution of water 11 beyond the Contractor's Project delivery point. 12 Interruptions and Reductions 13 11. In addition to the right of the United States under 14 Subarticle 8.3(a) (iv) of the Repayment Contract to temporarily 15 discontinue or reduce the amount of water to be delivered, CAWCD may 16 discontinue or reduce the quantity of water to be furnished to the 17 Contractor as herein provided for the purposes of investigation, 18 inspection, construction, testing, maintenance, repair, or replacement 19 of any of the Project facilities or any part thereof. CAWCD may also 20 discontinue or reduce the quantity of water to be furnished to the 21 Contractor if there is insufficient Project Water or Project delivery ~ . ... 1 22 capacity to deliver the Contractor's water order, the water orders of 3 . . ....,. 23 other contractors of Incentive Recharge Water and Excess Water == ~ service, and all water deliveries scheduled pursuant to a contract .q 25 with the United States or a subcontract with the United States and " .q il . 26 CAWCD providing for Project Water service for a period of 50 years or -12- 1 more. So far as feasible, CAWCD shall attempt to coordinate any such 2 discontinuance or reduction with the Contractor and to give the 3 Contractor due notice in advance of such discontinuance or reduction. 4 In case of emergency, no notice need be given. The united States, its 5 officers, agents, and employees, and CAWCD, its officers, agents, and 6 employees, shall not be liable for damages when, for any reason 7 whatsoever, any interruption, discontinuance, or reduction in delivery 8 of water occurs. If any such discontinuance or temporary reduction 9 results in deliveries to the Contractor of less water than what has 10 been paid for in advance, the Contractor shall be entitled to be 11 reimbursed for the appropriate proportion of such advance paYments 12 prior to the date of the Contractor's next paYment of water service 13 charges or the Contractor may be given credit toward the next paYment 14 of water service charges if the Contractor should so desire. 15 No Lonq-Term Commitment to the Delivery of project Water 16 12. Nothing in this Agreement shall be construed as an 17 allocation of Project Water to the Contractor, nor shall this 18 Agreement entitle the Contractor to any Project Water other than as 19 provided herein. 20 Oualitv of Water 21 13. CAWCD does not warrant the quality of any Project Water .. i 22 furnished under this Agreement and is under no obligation to construct .. i 3 .-. ..j 23 or furnish water treatment facilities to maintain or better the . :J 24 quality of any Project Water. The Contractor waives its right to make 25 a claim against the United States, CAWCD, or any other Project 26 subcontractor or contractor on account of the quality of Project Water i " .q. " =-t '- . -13- 1 or any changes in water quality caused by the commingling of Project 2 Water with other water. 3 Water Service Charqes 4 14. (a) The Contractor shall pay in advance water service 5 charges established annually by CAWCD. On or before the date of 6 execution of this Agreement, or as soon thereafter as is practicable, 7 CAWCD shall notify the Contractor of the water service charges in 8 effect for the initial year of this Agreement. On or before October 9 15 of each year, CAWCD will notify the Contractor of the water service 10 charges in effect for the following year. On or before the first day 11 of each month, the Contractor shall pay CAWCD the water service 12 charges due for Incentive Recharge Water scheduled for delivery during 13 that month. The Contractor shall pay in advance all water service 14 charges established by CAWCD for Incentive Recharge Water scheduled 15 for delivery under this Agreement; Provided, however, that the 16 Contractor shall be relieved of the pumping energy portion of the 17 water service charges associated with any Project Water scheduled for 18 delivery that is not delivered to the Contractor. 19 (b) The paYment of all water service charges when due under 20 this Agreement is a condition precedent to delivery of Incentive 21 Recharge Water. 1 i 22 (c) The obligation of the Contractor to pay CAWCD as 23 provided in this Agreement is a legally binding obligation of the ...j 3 5 ~ Contractor notwithstanding the manner in which the obligation may be '" -" 25 distributed among the Contractor I s water users and notwithstanding the .: . z . . 26 -14- 1 default of individual water users in their obligations to the 2 Contractor. 3 Termination of Contract 4 15. If the Contractor remains in arrears in the payment of any 5 charges due CAWCD for a period of 60 days or more, CAWCD may terminate 6 this Agreement, which termination shall be effective 30 days after 7 mailing written notice of termination to the Contractor. The 8 Contractor shall remain obligated to pay all charges required to be 9 paid under this Agreement during the time period until and including 10 the date of termination. The Contractor's obligation to pay any 11 amounts due but unpaid as of the date of termination shall survive 12 termination of this Agreement. CAWCD's right to terminate this 13 Agreement as provided in this Article 15 shall be in addition to the 14 other rights of CAWCD under this Agreement and to all other rights 15 provided by law. 16 Charges for Delinquent Payments 17 16. (a) The Contractor shall be subj ect to interest, administrative and penalty charges on delinquent installments or 18 payments. The Contractor shall pay an interest charge for each day the payment is delinquent beyond the due date. When a payment becomes 19 60 days delinquent, the Contractor shall pay an administrative charge to cover additional costs of billing and processing the delinquent 20 payment. When a payment is delinquent 90 days or more, the Contractor shall pay an additional penalty charge of 6 percent per year for each 21 day the payment is delinquent beyond the due date. Further, the Contractor shall pay any fees incurred for debt collection services n associated with a delinquent payment. i i .i!. j 23 (b) The interest charge rate shall be the greater of the rate prescribed quarterly in the Federal Register by the Department of 24 the Treasury for application to overdue payments, or the interest rate of 0.5 percent per month prescribed by Section 6 of the Reclamation 25 Project Act of 1939 (Public Law 76-260). The interest charge rate shall be determined as of the due date and remain fixed for the 26 duration of the delinquent period. ~ 1 4 -15- 1 (C) When a partial payment on a delinquent account is received, the amount received shall be applied first to the penalty 2 and administrative charges, second, to the accrued interest, and third to the overdue payment. 3 Rules, Regulations and Determinations 4 17. (a) The parties agree that the delivery of water or the use 5 of Federal facilities pursuant to this Agreement is subject to Reclamation law, as amended and supplemented, and the rules and 6 regulations promulgated by the Secretary of the Interior under Reclamation law. 7 (b) The Contracting Officer shall have the right to make 8 determinations necessary to administer this Agreement that are consistent with the expressed and implied provisions of this 9 Agreement, the laws of the united States and the State of Arizona, and the rules and regulations promulgated by the Secretary of the 10 Interior. Such determinations shall be made in consultation with CAWCD and the Contractor. 11 Com?liance with Environmental Laws 12 18. The Contractor, in carrying out this Agreement, shall comply 13 with all applicable environmental laws and regulations of the united States and the State of Arizona and shall obtain all required permits 14 or licenses from the appropriate Federal, State, or local authorities. 15 Equal Opportunity 16 19. During the performance of this Agreement, the Contractor agrees as follows: 17 (a) The Contractor will not discriminate against any 18 employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action 19 to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, 20 or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; 21 recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, 22 including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for 23 employment, notices to be provided by the Contracting Officer setting forth the provisions of this nondiscrimination clause. i .I. ."j o:.J : : 1 4 " .it 8 24 (b) The Contractor will, in all solicitations or 25 advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for 26 employment without discrimination because of race, color, religion, -16- 1 sex, or national origin. 2 (c) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining 3 agreement or other contract or understanding, a notice, to be provided by the Contracting Officer, advising said labor union or 4 workers' representative of the Contractor's commitments under Section 202 of Executive Order 11246 of September 24, 1965, .s amended, and 5 shall post copies of the notice in conspicuous places available to employees and applicants for emploYment. 6 (d) The Contractor will comply with all provisions of 7 Executive Order No. 11246 of September 24, 1965, as amended, and of the rules, regulations, and relevant orders of the Secretary of Labor. 8 (e) The Contractor will furnish all information and reports 9 required by said amended Executive Order and by the rules, regulations, and orders of the Secretary of Labor, or pursuant 10 thereto, and will permit access to its books, records, and accounts by the contracting Officer and the Secretary of Labor for purposes of 11 investigation to ascertain compliance with such rules, regulations, and orders. 12 (f) In the event of the Contractor I s noncompliance with the 13 nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be canceled, terminated, or 14 suspended, in whole or in part, and the Contractor may be declared ineligible for further Government contracts in accordance with 15 procedures authorized in said amended Executive Order, and such other sanctions may be imposed and remedies invoked as provided in said 16 amended Executive Order, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 17 (g) The Contractor will include the provisions of 18 paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of 19 Labor issued pursuant to Section 204 of said amended Executive Order, so that such provisions will be binding upon each subcontractor or 20 vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of 21 Labor as a means of enforcing such provisions, including sanctions for noncompliance; Provided, however, that in the event the Contractor 22 becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Contractor 23 may request the United States to enter into such litigation to protect the interests of the United States. :J 24 .,. Compliance With Civil Riqhts Laws and Requlations -4 25 26 20. (a) Rights Act The Contractor shall comply with Title VI of the Civil of 1964 (42 U.S.C. 2000d), section 504 of the -17- 1 Rehabilitation Act of 1975 (Public Law 93-112, as amended), the Age Discrimination Act of 1975 (42 U.S.C. 6101, et seq.) and any other 2 applicable civil rights laws, as well as with their respective implementing regulations and guidelines imposed by the U. S. Department 3 of the Interior and/or Bureau of Reclamation. 4 (b) These statutes require that no person in the united States shall, on the grounds of race, color, national origin, 5 handicap, or age, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any 6 program or activity receiving financial assistance from the Bureau of Reclamation. By executing this Agreement, the Contractor agrees to 7 immediately take any measures necessary to implement this obligation, including permitting officials of the United States to inspect 8 premises, programs, and documents. 9 (c) The Contractor makes this Agreement in consideration of and for the purpose of obtaining any and all Federal grants, loans, 10 contracts, property discounts or other Federal financial assistance extended after the date hereof to the Contractor by the Bureau of 11 Reclamation, including installment paYffients after such date on account of arrangements for Federal financial assistance which were approved 12 before such date. The Contractor recognizes and agrees that such Federal assistance will be extended in reliance on the representations 13 and agreements made in this article, and that the United States reserves the right to seek judicial enforcement thereof. 14 Books, Records, and Reports 15 21. The Contractor shall establish and maintain accounts and 16 other books and records pertaining to administration of the terms and conditions of this Agreement, including: the Contractor's financial 17 transactions, water supply data, project operation, maintenance and replacement logs, and project land and right-of-way use agreements; 18 the water users' land-use (crop census), land ownership, land-leasing and water-use data; and other matters that CAWCD may require. Reports 19 thereon shall be furnished to CAWCD in such form and on such date or dates as CAWCD may require. Subject to applicable Federal laws and 20 regulations, each party to this Agreement shall have the right during office hours to examine and make copies of each other party's books 21 and records relating to matters covered by this Agreement. ~ .i .. . 22 Notices :'J; ....: 23 22. Any notice, demand, or request authorized or required by this Agreement shall be deemed to have been given, on behalf of CAWCD, 24 when mailed, postage prepaid, or delivered to C. Brad DeSpain, Utilities Director, Town of Marana, 12775 N. Sanders Road, Marana, 25 Arizona 85653, and on behalf of the Contractor when mailed, postage prepaid, or delivered to the General Manager, Central Arizona Water 26 Conservation District, 23636 North Seventh Street, Phoenix, Arizona ~ ... .q !i ..; :::..F -18- 1 85024. The designation of the addressee or the address may be changed by notice given in the same manner as provided in this Article for 2 other notices. 3 Assignment Limited--Successors and Assigns Obliqated 4 23. The provisions of this Agreement shall apply to and bind the successors and assigns of the parties hereto, but no assignment or 5 transfer of this Agreement or any right or interest therein shall be valid unless and until approved in writing by CAWCD. The provisions 6 of this Article 23 shall not apply to any assignment or transfer of stored water credits earned by Contractor pursuant to this Agreement. 7 Cancellation 8 24. This Agreement is subject to cancellation in accordance with 9 the provisions of A.R.S. ~ 38-511. 10 IN WITNESS WHEREOF, the parties hereto have executed this 11 Agreement No. IR032-00 effective the day and year first 12 above-written. \". " 13 CENTRAL ARIZONA WATER CO~VATION DISTRICr \ \"". ! ' .,.... . \'<\ \ ~ '-- - 14 15 \,,)('j (0 n Attest:~ .~"'-"'. 16 Secretary By t 17 18 TOWN OF MARANA Approved as to form: BY'~ Title: /lUr~r ~\'\""""'" ~ OF~~ #~~~ ~- ~~ ~'~ tO~ i SEAL ;: , ~ ~., ,~,~~ II'\\~ i 19 20 At 21 22 ..j :- :::; 'i .i. '" :. -. 25 lo\incentiv\marana 1 26 -19- EXHIBIT A .. i .. i - . - . 3 . . 4 ..- =- . 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Article No. 1. 2. 3. 4. 5. 6. .1 .2 .3 .4 .5 .6 .7 7. DUPUCA TE-OR18111AL Contract No. 14-06-W-245 Amendment No. 1 B.C. Draft 11/28/88 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION CONTRACT BEnlEEN THE UNITED STATES AND THE CENTRAL ARIZONA WATER CONSERVATION DISTRICT FOR DELIVERY OF WATER AND REPAYMENT OF COSTS OF THE CENTRAL ARIZONA PROJECT INDEX PART! ES AUTHORITIES RECITALS . ARTICLES OF AGREEMENT . DEFINITIONS . . . . . PROJECT CONSTRUCTION Tit 1 e Agreement of the United States Costs of Project . . . . . . . Principal Works of the Project Changes in Project Works . . . . . . . - . . . . Construction Conditions. . . . . Annual Work Program . . . . . . . . . . . . . . . Inability of the United States to Complete Project on Basis of Cost Estimates . . .". . . PROJECT OPERATION, MAINTENANCE, AND REPLACEMENT . . . . . . . . . . . . . . . . . . Operation aAd Maintenance and Water Deliveries by the United States Prior to Completion of Con struct ion . . . . . . . . . . . ... . . . Operation and Maintenance and Water Deliveries after Completion of Construction . . . . . . .1 .2 Paqe No. 1 1 2 3 3 10 10 11 12 13 14 14 IS IS .-. .,.::5 5 15 16 .- ::Jo 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Article No. Tit 1 e 8. DELIVERY OF WATER .1 Obligation of United States .2 Term of Contract ... .3 Conditions Relating to Delivery . 4 De 1 i very Poi n t s. .... . .5 Measurement... .... .. .6 Responsibility for Distribution of Water after Leaving Water Supply System .7 Quantity of Water to be Delivered. .. .8 Subcontracts.............. .9 Shortages . . .. . .. .. .10 Rate of Diversions of Colorado River Water .11 Priority in Case of Shortage . . . . . .12 No Guarantee of Availability of Water .13 Secretarial Control of Return Flow .14 Water and Air Pollution Control. . . . .15 Quality of Water ......... .16 Exchange Water. . . . . . . . .17 Rights Reserved to the United States to Have Water Carried by Project Facilities. . .18 Wheeling Non-Project Water . . . . . . .19 Use of Project Power to Wheel Non-Project Water ... ......... 9. PAYMENT OF PROJECT COSTS ALLOCATED TO CONTRACTOR . . . . . .. .. .1 Allocation of Construction Costs .2 Repayment Concepts . . . . . . . . . . .3 Contractor's Construction Cost Repayment Obligation .. ... ....... .4 Payment of Contractor's Construction Cost Repayment Obligation. ..... .5 Commercial Power Rates .. .... .6 Other Costs Borne by the Contractor. . . .7 Repayment of Costs of Excess Capacity in Granite Reef Aqueduct.. ..... .8 Ad Valorem Taxes, Assessments, Tolls, and Other Charges . . . . . . . . .9 Continuation of Payments after Project Payout .10 Defaults 10. GENERAL PROVISIONS .1 Other Contracts . .2 Title to Project Works .3 Reserve Funds . . Paqe No. 16 16 17 17 19 20 21 21 24 27 28 29 29 30 31 31 31 32 32 33 33 33 34 36 42 44 44 47 47 47 48 48 1 ...:; ...-. ..: . . 48 48 48 = :. .... = . Article No. 1 .4 .5 2 .6 .7 3 .8 .9 4 .10 5 .11 6 .12 .13 7 .14 8 .15 9 II. 10 n- 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Title Paqe No. Recreational Use of Water Facilities Confirmation of Contract. . . . . . Rules, Regulations, and Determinations Books, Records, and Reports . . . . . . Notices . . . . . . . - . . . . . . . . Contingent on Appropriation or Allotment of Funds . . . . . . . . . . . . . . . . Changes in Contractor's Organization. . . Assignment Limited--$uccessors and Assigns Db 11 ga ted . . . . . . . . . . . . . . . Judicial Remedies Not Foreclosed. . . Equal Opportunity .... . . . . . . Compliance with Civil Rights Laws and Regulations . . . . . . . . . . . Officials Not to Benefit. . . . . . 51 51 52 53 53 54 54 54 55 55 57 58 58 STATUS OF DECEMBER 15, 1972 CONTRACT . 1 ... , :J 1 2 3 4 5 6 7 r~'~tract No. 14-06-W-245 ndment No. 1 B.C. Draft 11/28/88 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF REC~TION CONTRACT BEnlEEN THE UNITED STATES AND THE CENTRl ARIZONA WATER CONSERVATION DISTRICT FOR DELIVERY OF WATER AND REPAYMENT OF COSTS OF THE CENTRAL ARIZONA PROJECT 1. PART! ES 8 The parties to thi s contract, executed as of this first day of 9 December, 1988, are the United States of America, acting through the 10 Department of the Interior, and the Central Arizona Water Conservation 11 District, a multi-county water conservation district organized under 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the laws of Arizona, with its principal place of business in Phoenix, Arizona. 2. AUTHORITIES This contract is made pursuant to the: 2.1 Act of June 17, 1902, 32 Stat. 388. and acts amendatory thereof and supplementary thereto. 2.2 Boul der Canyon Project Act, approved December 21, 1928, 45 Stat. 1057, a supplement to the Federal Reclamation Laws. 2.3 Reclamation Project Act of 1939, approved August 4, 1939, 53 Stat. 1187, as amended. 2.4 Colorado River Basin Project Act, approved September 30, 1968, 82 Stat. 885. as amended. a supplement to the Federal Reclamation Laws. 1 Contractor's repayment obligation will exceed $1.2 billion, the 2 Contracting Officer shall consult with the Contractor and continuation of 3 construction will be contingent upon the execution of an amendatory contract 4 to cover the increased repayment obligation. 5 6 7 8 9 10 11 It 13 14 15 16 17 18 19 20 21 22 23 24 25 26 3.6 Both parties acknowledge that the Contractor's repayment obligation will exceed $1.2 billion, and have agreed to increase the Contractor's repayment ceiling to a level sufficient to facilitate completion of the project. 4. ARTICLES OF AGREEMENT NOW, THEREFORE, in consideration of the mutual and dependent stipulations and covenants herein contained, it is agreed by and between the parties hereto as follows: 5. DEFINITIONS When used herein, unless otherwise distinctly expressed, or manifestly incompatible with the intent hereof, the terms: 5.1 "Federal Reclamation Laws" or "Reclamation Laws" shall mean the Act of June 17, 1902, 32 Stat. 388, and all acts amendatory thereof or supplementary thereto. 5.2 IIBasin Project Act" shall mean the Colorado River Basin Project Act, 82 Stat. 885, dated September 3D, 1968, as amended, which is a supplement to the Federal Reclamation Laws. ~ ... .. .i 5.3 "Secretary" shall mean the Secretary of the Interior of the 3 United States or his duly authorized representative. 3 5.4 "Contracting Officer" shall mean the Secretary or his authorized designee acting in his behalf. 5.5 "Contractor" shall mean the Central Arizona Water ~ .:. 4 : :::lo .. =::P 3 1 distributing the project water supply within the service area after said 2 project water supply has been transported or delivered through the water 3 supply system. 4 5.12 IIAgricultural waterll or lIirrigation water" shall mean 5 project water used primarily in the commercial production of agricultural 6 crops or livestock, including domestic use incidental thereto, on tracts of 7 land operated in units of more than 5 acres. 8 5.13 "Miscellaneous water" shall mean water delivered from the 9 project, or by exchange for project water, for recreational and fish and 10 wildlife purposes at other than project facilities and shall have a lesser 11 priority of use than agricultural water. 12 5.14 "Municipal and industrial water,lI herein referred 13 to as "M&I water," shall mean project water other than agricultural or 14 miscellaneous water delivered by means of the project works. 15 5.15 "Lands not having a recent irrigation history" shall 16 mean, except where otherwise determined by the Secretary for efficiency of 17 subcontractor's operation, lands which the Secretary determines were not 18 irrigated during the period September 30, 1958, to September 30, 1968. 19 5.16 1I0M&R" shall mean the care, operation, ma i ntenance, and 20 replacement of project works. 21 22 23 24 25 26 5.17 IIExchange water" shall mean Colorado River water made 1 available in exchange for or in replacement of existing supplies from Ji. 3 ........ .r surface sources other than the mainstream of the Colorado River. 5.18 "Transferred works" shall mean such facil ities of the water supply system or of other construction stages as to which OM&R A .. :.: i!o::j 5 1 succeeding December 31. 2 "Contractor's Construction Cost Repayment Obligation;" 5.25 3 hereinafter referred to as "repayment obligation," shall mean the total 4 amount of all construction costs including related construction claims and 5 interest thereon, OM&R costs duri ng construction, and interest on costs 6 allocated to the M&I water and power functions during construction, of the 7 Central Arizona Project, incurred therefor and as determined by the 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 United States and further described in Article 6.2 hereof, excluding reimbursable costs allocated to fish and wildlife and recreation, and costs associated with the delivery of water to entities other than the Contractor or subcontractors, and which is determined by the Secretary, after consultation with the Contractor, to be allocable to and repayable by the Contractor in accordance with the provisions of the Basin Project Act and this contract. 5.26 II Return flow" sha 11 mean all agri cul tura 1, M&I, and mi sce 11 aneous waste water, seepage, and ground water wh~h ori gi nates or resu1 ts from water contracted for from the C,entra 1 Ari zona Project, but shall not include any water delivered through the .project works for ground water recharge purposes. 5.27 "Project water" shall mean (a) all water allocated by the Secretary for project purposes by Federal Reqister notice dated March 24, 1983. and any subsequent reallocation by the Secretary as contemplated in paragraph 6 of said Federal Reqister notice. which water is .. = i :3 =3 :'::? available pursuant to contracts with the Secretary from: ( 1) the Colorado River; (2) Central Arizona Project dams and reservoirs; and (3) return flows captured by the Secretary for project use;- (b) any water 6 7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 5.31 "Plan 6" shall mean Plan 6 for the Regulatory Storage Division of the Central Arizona Project as approved by Record of Decision of the Secretary dated April 3, 1984 as amended and supplemented by Records of Dee; sion of the Secretary dated May 20, 1986 (Supplement One) and June 17, 1988 (Supplement Two). 5.32 "Allocable cost" shall mean (a) with respect to the project, the total project cost less' (1) the cost of non-Indian distribution works, (2) the cost of the safety of dams component of Plan 6, (3) the cost of Indian distribution systems, (4) the cost of the Colorado River Division and the New Mexico fish hatchery, (5) the cost of cultural resources studies, (6) the contributions provided by the States of Arizona and New Mexico prior to execution of the Plan 6 Funding Agreement, (7) the costs of Charleston Dam and San Pedro Aqueduct, (8) the cost of 500 cubic feet per second of incremental capacity in the Granite Reef Aqueduct and related costs in the Navajo Project, and (9) such other costs as determined appropriate by the Contracting Officer; and (b) with respect to each construction stage, the total cost of such stage less that portion of the following costs associated with such stage: (1) the cost of the safety of dams component of Plan 6, (2) the cost of cultural resources studies, (3) the contributions provided by the States of Arizona and New Mexico prior to execution of the Plan 6 Funding Agreement, (4) the cost of 500 cubic feet per second of incremental i 1 capacity in the Granite Reef Aqueduct and related costs in the Navajo Project, and (5) such other costs as determined appropriate by the Contracting Officer. 5.33 "OM&R Transfer Contract" shall mean the August 5, 1987, contract entitled "Contract Between the United States of America and the 9 1 conditions of this contract and within the limits of the funds made 2 ava i1 ab 1 e therefor by Congress, the Un i ted States will expend toward the 3 construction of the project, exclusive of interest costs during 4 construction, $832,180,000 based on 1967 cost estimates, plus or minus such 5 amounts, if any, as may be justified by reason of ordinary fluctuations in 6 construction costs as indicated by engineering cost indices applicable to 7 the types of construction involved therein, or so much of such amount, as in 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the opinion of the Secretary, is necessary to construct said project, whichever amount is the lesser. The aforementioned amount includes the United States' costs of participation in the Navajo Project. 6.2 Costs of Project. (a) The estimated construction cost of $832,180,000 for the project, based upon 1967 prices, has been determined as follows: Main System Granite Reef Division Orme Division Salt-Gila Division Tucson Aqueduct (Colorado River source) Buttes Dam Navajo Project Subtotal Other Separate Features Hooker Dam or suitable alternative Charleston Dam and San Pedro Aqueduct (San Pedro River source) Subtotal Miscellaneous Features ~Gila River Division Indian Distribution System Colorado River Division Drainage System Subtotal Total Project $ 1. 000 I s 407,740 42,340 47,170 46,300 35,240 106.000 684,790 31,730 36.420 68 , 150 5,250 19,970 42,450 11,570 79,240 $832,180 ~= 1 "'Note: Fish hatchery costs, some of which may be located on the 4 ;:} Co 1 orado"R i ve r. Provided, however, That (i) the adjustment provisions of Article 6.1 apply 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 works: (a) A system of main conduits and canals. including the Havasu Pumping Plant and a main canal and pumping plants (Granite Reef Aqueduct and pumping plants). for diverting and carrying water from lake Havasu to the confluence of the Salt and Verde Rivers. which system will have a capacity of 3.000 cubic feet per second; (b) Salt-Gila Aqueduct and pumping plant; (c) Tucson Aqueduct and pumping plants; (d) New Waddell and Modified Roosevelt Dams; (e) replacement features or programs for Cliff Dam; (f) Tucson Terminal Storage (if approved by the Secretary); (g) Buttes Dam and Reservoir; (h) Hook.er Dam and Reservoir or suitable alternative which shall be constructed in such manner as to give effect to the provisions of Section 304(f) of the Basin Project Act; (1) Charleston Dam and Reservoir and the San Pedro Aqueduct; (j) related canals. regulating facflities. and electric transmission facilities required for the operation of said principal works; (k) related water distribution and drainage works; and (1) appurtenant works. No works or facilities for the treatment of water are included in the project works to be constructed by the United States. Nothing contained herein shall be construed to indicate the order in which the aforedescribed works will be constructed. 6.4 Chanqe sin Proj act Works. Shou 1 d the Secreta ry. either before or during construction. determine it to be in the best interests of i - 3 , ... " o """" 13 1 to the proposed program. The action of the Contracting Officer concerning 2 the program after such consultation shall be final. 3 6.7 Inability of the United States to Complete Project on Basis 4 of Cost Estimates. If construction of the project work.s shall have been 5 commenced but, prior to completion, the Secretary determines that the cost 6 of constructi ng the project wi 11 exceed the maximum amount to be expended 7 therefor by the United States as provided for in Article 6.1 hereof, the 8 Secretary may after consultation with the Contractor terminate construction 9 and declare the ob1 igations of the United States hereunder with regard to 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 completion of construction of the project to have been fulfilled. If appropriations for the continuance and/or completion of construction in amounts sufficient in the opinion of the Secretary to complete said construction are authorized by Congress and are available, the Secretary sha 11 con su 1 t wi th the Contractor and sha 11 mak.e cont i nuat i on of constructi on conti ngent upon the execution of an amendatory contract wi th the Contractor wherein the Contractor I s maximum repayment obl igation ;s increased so as to cover the increased reimbursable costs as determined by the Secretary; Provided, however, That the Contractor shall not utilize any part of the completed or unfinished project facilities in the absence of written agreement with the Secretary for reimbursement therefor. 7. PROJECT OPERATION, MAINTENANCE, AND REPLACEMENT ~ . 7.1 Operation and Maintenance and Water Deliveries by the United States Prior to Completion of Construction. Except as provided in the OM&R Transfer Contract, prior to completion of project works by the United States, as determined and announced to the Contractor in writing by the Secretary, the United States will operate and maintain said project - . - . .... . ...... - z E 15 1 deliver said water to the subcontractors. After transfer of OM&R the 2 United States will make deliveries of Colorado River water to'the Operating 3 Agency; del iveries of other project waters wi 11 be made pursuant to 4 determinations made by the Secretary. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.2 Term of Contract. Subject to the terms, conditions, and provisions set forth herein, this contract is for permanent service. 8.3 Conditions Relatinq to Delivery. (a) The obligation of the United States to deliver water under this contract is subject to: (i) The availability of such water for use in Arizona under the provisions of the Colorado River Compact, executed November 24, 1922; the Boulder Canyon Project Act, 45 Stat. 1057, dated December 21, 1928; the Colorado River Basin Project Act, dated September 30, 1968, 82 Stat. 885; the contract between the United States and the State of Arizona, dated February 9, 1944; the Opinion of the Supreme Court of the United States in the case of Arizona v. California et a-1., 373 U.S. 546, rendered June 3, 1963; and the March 9, 1964, Decree of that Court in said case, 376 U.S. 340, as amended on February 28, 1966, at 383 U.S. 268, and supplemented on January 9, 1979, at 439 U.S. 419, "... ::? as now issued or hereafter modified. 1 (ii) Executive A, Seventy-eighth Congress, Second -. Session, a treaty between the United States of z 17 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 lak.e Mead, canal s and other work.s, and the storage, diversion, delivery, and use of water to be delivered to Contractor hereunder. (iv) The ri ght of the Uni ted States temporarily to di scontinue or reduce the amount of water to be delivered hereunder whenever such discontinuance or reduction is made necessary for purposes of investigations, inspections, replacements, ma i ntenance, or repairs to any work.s whatsoever affecting, utilized or, in the opinion of the Secretary, necessary for del ivery of water hereunder, it being understood that so far as feasible the United States will (1) do so during periods of low water demands and (2) give reasonable notice in advance of such temporary discontinuance or reduction. (b) Delivery of Colorado River water by the United States under this contract shall be charged to the State of Arizona's apportionment under the aforementioned Supreme Court Decree of March 9,1964, in Arizona v. California and will discharge to that extent the obligation of the United States to deliver water under the aforementioned contract between the United States and the State of Arizona, dated February 9, 1944. --.. - . Colorado River water to be furnished 3 8.4 Delivery Points. to the Contractor pursuant to this contract will be delivered by the United States in the Colorado River at the point of diversion from lak.e Havasu where the intake structures of the Havasu Pumping Plant are ::J< 1 : : 4 19 1 and ri ghts-of-way of a subcontractor for the purpose of inspecting and 2 checking said measuring devices. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.6 Responsibility for Distribution of Water after Leavinq Water Supply System. Whether or not the United States operates and maintains the project facilities, the United States shall not be responsible for the control, carriage, handling, use, disposal, or distribution of water after said water has been diverted from the water supply system. At such time as the Operating Agency assumes responsibility for the OM&R of project works, the responsibility for diversion, carriage, and transportation of the water through the water supply system shall be the sole responsibility of the Operati ng Agency. Responsibil ity for di stribution of water beyond the water supply system sha 11 be that of the subcontractors to whom said water is delivered from the water supply system. The United States, its officers, agents, and employees, shall not be liable for damage or claim of damage of any nature whatsoever for which there is legal responsibility arising out of or connected with the control, carriage, handling, use, disposal~ or distribution of such water, and each subcontractor shall hold the United States, its officers, agents, and employees, harmless from any and all such claims. 8.7 Quantity of Water to be Delivered. (a) The Secretary reserves the right to determine that quantity of Colorado River water to be released each year from lake Mead for ..... -...... ....J use by the Central Arizona Project pursuant to applicable law, which shall include the Quantity of water which may be allocated by the Secretary for ::;. .if use on Indian lands. !b) The quantity of Colorado River water available under 21 1 shall have the same priority as to delivery as the quantities of 2 Colorado River water del ivered pursuant to water del ivery contracts, 3 "Federal reservations of water, and other arrangements between the 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Un i ted States and water users in Ari zona entered into subsequent to September 30, 1968, for use of Colorado River water on Federal, State or privately owned lands in Arizona in total quantities not to exceed 164,652 acre-feet of diversions per year; Provided, however, That the Contractor shall hold the United States, its officers, agents, employees, and successors or assigns, harmless as to any and all claims for damages to persons or to property direct or indirect and of whatever nature, arising out of or which may in any manner be connected with the operation and/or eff~ct of this Subarticle. (d) The limitation on contracting in Subarticle 8.7(c) above shall not apply to contracts with holders of present perfected rights to Colorado River water in Arizona or to the Secretary's order of November 24, 1982, reserving Colorado River water for the Cibola National Wildlife Refuge. Nothing in Subarticle 8.7(c) shall restrict the right of the Secretary under water service contracts referred to in said Subarticle to terminate and/or reduce any entity's entitlement to Colorado River water and to make that entitlement available to other water users in Arizona. (e) During any year when the subcontractors cannot use any 1 ... i .!. portion of their entitlement to project water, and such water cannot be resold or exchanged in accordance with the terms and conditions of the water - . . . 3 5 service subcontracts, the Contractor shall have the right in its discretion to resell any or all of such water or to use any or all of such water for ground water recharge purposes, including the subsequent recovery and resale i '/ 23 1 2 (ii1) the canals and distribution systems through which water is conveyed after its delivery to the sub- 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 contractors shall be provided and maintained with linings adequate in the Secretary's judgment to prevent excessive conveyance losses; (iv) ne i ther the Secretary, the Contractor nor any subcontractor shall pump or permit others to pump ground water from within the exterior boundaries of the service area of a subcontractor receiving water from the Central Arizona Project for any use outside of said subcontractor's service area unless the Secretary, the Contractor, and such subcontractor shall agree, or shall have previously agreed, that a surplus of ground water exists and that drainage is or was required; (v) except as otherwi se agreed by the Contracting Officer, neither the Contractor nor any subcontractor shall sell or otherwise dispose of or permit the sale or other disposition of any project water. including return flows, for use outside the Contractor's service area; (vi) irrigation water made available thereunder may be made available by the Secretary for M&I purposes if and to the extent that such wa ter is no longer required by the subcontractor for irrigation .-. J r- -.. 8 l.::j! purposes and shall be made available in all cases 25 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (vii) the acreage limitation provisions of Reclamation Laws shall apply solely to agricultural water serv ice; (viii) except as specifically provided therein, it shall be the provisions of this contract which shall be controlling in the event of any inconsistency between this contract and any subcontract; (ix) the subcontractor shall levy all necessary assess- ments, tolls, and other charges and shall use all of the authority and resources available to the subcontractor to collect the same in order that the subcontractor may meet its obligations thereunder to make in full all payments required under said subcontract on or before the date such payments become due and to meet other obligations under the subcontracts; (x) the subcontractor establish, maintain, and provide the United States and the Contractor with land, water use, and crop census records. 8.9 Shortaqes. As provided in Section 301(b) of the Basin Project Act, Article I1(B)(3) of the Decree of the Supreme Court of the United States in Arizona v. California, 376 U.S. 340, dated March 9, 1964, ...-. ...:) shall be so administered that in any year in which, as determined by the . . Secretary, there is i nsuffi ci ent ma i nstream Colorado River water avail abl e for release to satisfy the annual consumptive use of 7,500,000 acre-feet in .q. = = Arizona, California, and Nevada, diversions from the mainstream of the 27 1 the project so as to maximize project benefits; Provided, however, That the 2 use of such capacity shall not result in the annual diversion of a quantity 3 of water in excess of the project's legal entitlement under the Basin 4 Project Act. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.11 Priority in Case of Shortage. (a) Subject to the provisions of Section 304(e) of the Basin Project Act and the Secretary's allocation decisions published in the Federal Reqister on December 10, 1980, and March 24, 1983, any project water as defined in Subarticle 5.27(a) hereof, furnished t.hrough project facilities shall, in the event of shortages thereof, be reduced pro rata until exhausted, first for miscellaneous uses and next for agricultural uses, before such project water furni shed for M&I uses is reduced. Thereafter, such project water for M&I uses will be reduced pro rata among all M&I water users. Each subcontract or other water delivery arrangement entered into pursuant to this contract shall so provide. This article shall not apply to Indian uses; Provided, however, That the relative priorities . between Indian and non-Indian uses shall be as determined by the Secretary. Notwithstanding the provisions of this Subarticle, project water made available as a result of construction and operation of modifications to Roosevelt Dam as part of Plan 6 shall be distributed as provided in the Plan 6 Funding Agreement, and shall not be subject to reduction in the event of shortages of other project water supplies. (b) Any project water, as defined in Subarticles 5.27(b), (c) and (d) hereof, shall retain its priority relative to project water as defined in Subarticle 5.27(a) hereof. ~ " r: .. 8.12 No Guarantee of Availability of Water. The United States -4 29 1 within the service area and/or by any subcontractor therein may be delivered 2 by the United States to a subcontractor as a part of the water supply for 3 which the subcontractor contracts hereunder and such water shall be 4 accounted and paid for pursuant to the provisions hereof. 5 8.14 Water and Air Pollution Control. The Contractor, in 6 carrying out this contract, shall comply with all applicable water and air 7 pollution laws and regulations of the United States and the State of 8 Arizona, and shall obtain all required permits or 1 icenses from the 9 appropriate Federal, State, or local authorities. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.15 Qua 1 ity of Water. The operation and maintenance of project facilities shall be performed in such manner as is practicable to maintain the quality of project water made available through such facilities at the highest level reasonably attainable as determined by the Contracting Officer or the Operating Agency. Neither the United States nor the Operating Agency warrants the quality of water and are under no obligation to construct or furnish water treatment facilities to maintain or better the quality of water. 8.16 Exchanqe Water. Where the Secretary determines that a subcontractor 1s physically able to receive Colorado River mainstream water in exchange for or in replacement of existing supplies of surface water from sources other than the Colorado River to provide water supplies for users upstream from New Waddell, Modified Roosevelt and Buttes Dams, the 1 ." : .:. Secretary may require that said subcontractor agree to accept said mainstream water in exchange for or in replacement of said existing supplies .: :. -". pursuant to the provisions of Section 304(d) of the Basin Project Act. -- w 31 1 The Contractor shall be entitled to retain revenues from wheeling charges 2 sufficient to cover all OM&R costs associated with wheeling such non-project 3 water, plus an administrative charge to be jointly determined by the 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21. 22 23 24 25 26 Contractor and the Contracting Officer. All revenues from wheeling charges in excess of the OM&R costs and administrative charges shall be remitted by th.e Contractor to the Contracting Officer and deposited into the Development Fund. 8.19 Use of Project Power to Wheel Non-Project Water. If the energy requirements necessary for the pumping of project water are met and subject to the requirements of the Navajo Power Marketing Plan published in the Federal ReQister on December 21, 1987, project power may be used to wheel non-project water through project facilities under such conditions of use, including amounts, times of use, losses, costs, and other conditions as are established by the Contractor and approved by the Contracting Officer. 9. PAYMENT OF PROJECT COSTS ALLOCATED TO CONTRACTOR 9.1 Allocation of Construction Costs. (a) Upon comp 1 et i on of each con struct i on stage, the Contract i ng Offi cer will allocate costs to the vari ous project purposes using the separable costs-remaining benefits procedure. (b) For repayment purposes the reimbursable cost allocated to irrigation and M&I water by the separable costs-remaining benefits procedure will be combined and will hereinafter be termed the "water supply i allocation." Upon completion of each construction stage, and at the :3 . :=:i< periodic intervals specified in Subarticle 9.3(d), suballocation of the water supply allocation will be made to the irrigation and M&I water functions proportional to the water estimated to be used for each purpose ~ i iI . . . 8 33 1 and wildlife are anticipated to be covered by a separate contract and repaid 2 by the beneficiaries thereof. 3 (d) Repayment of costs allocated to irrigation of Indian 4 lands shall be governed by the provisions of Section 402 of the 5 Basin Project Act. 6 (e) Repayment of the project will occur by construction 7 stages, with each stage having a separate 50-year repayment schedule. Upon 8 completion of each cost allocation study referred to in 9 10 11 12 . 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Subarticle 9.1(a). subsequent to the initial study associated with the first construction stage, the Contractor's repayment obligation and the obligation allocated to each construction stage will be adjusted based on the latest cost allocation study, and the Contractor will be provided with a revised repayment schedule for the project and each construction stage. The Contracting Officer will adjust previous principal and interest payments made by the Contractor to refl ect the new repayment schedul e. For each year where an adjustment in payments is necessary, there will be an over or underpayment which will accrue with interest at the rate of 3.342 percent per annum (compounded annually) to the adjustment date. If the adjustment indicates that the Contractor overpaid principal and interest, the Contractor shall be entitled to a credit against its next payments to the United States. Conversely, if the Contractor owes additional principal and i interest to the United States, such amount shall be paid to the United .i. States by the Contractor within 12 months of receipt of a statement therefor ~3 . =. from the Contracting Officer. The Contractor may use the repayment reserve .i. '" fund under Subarticle lO.3(b) hereof for any payment to the United States required as a result of the above adjustment. 35 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 -19 20 21 22 23 24 25 26 project costs allocated to the water supply function by a ratio developed by dividing the quantity of project water projected to be delivered throughout the overall repayment period to entities other than the Contractor, the subcontractors, and those users in New Mexi co to whom water has been made available through the construction of Hooker Dam or suitable alternative by the total quantity of project water projected to be delivered throughout the overall repayment period; Provided, That project water projected to be delivered to such users will be computed based on an assumption of full development not later than the year 200S. (b) The costs determined under Subarticles 9.3(a)(i) and (ii) above shall be subtracted from the water supply costs obtained from the separab 1 e costs-rema i n i ng benefits procedure to determi ne the Contractor's water supply costs. The Contracting Officer shall suballocate the Contractor's water supply costs to each of the construction stages based on the ratios obtained by dividing the allocable cost of the construction stage by the allocable cost of the project (see Operation 1, Exhibit "All). The water supply costs assigned to each construction stage are then further suballocated between irrigation and M&I water use in proportion to projected total water deliveries to each function over the 50-year repayment period of each construction stage (Operation 2, Exhibit IIAII). The summarization of the suballocations to each construction stage determines the total water '-j 37 1 per annum on the unpaid interest-bearing component of the repayment 2 obligation for each stage. For the water supply system, the portion of each 3 principal payment which is made by the Contractor from irrigation revenues 4 recei ved by the Contractor each year will be used by the United States to 5 reduce the interest-free obligation. The remaining portion of the principal 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 payments made by the Contractor each year for the water supply system will be used by the United States to reduce the interest-bearing obligation. and once the interest-bearing obligation has been retired, the entire principal payment made by the Contractor will be applied by the United States toward the interest-free obligation. For the other construction stages, the entire principal payment made by the Contractor each year for such stages will be applied by the United States to reduce the interest-bearing obligation first. and once such obligation has been retired. to reduce the interest- free obligation. (d) At 7-year intervals following the determination of the Contractor's repayment obligation for the water supply system. or at more frequent intervals if it becomes apparent to the Contracting Officer that a significant change in water use has or will occur, until such time as the interest-bearing obligation for each construction stage has been rep~id. the Contracting Officer will re-estimate the proportions of total water deliveries to irrigation and M&I water use over the 50-year repayment period for each stage. At such intervals, the Contracting Officer will adjust the original interest-bearing and interest-free allocation for each stage based 1 ~. .,J 3 on the new estimates and recalculate all preceding interest payments. Differences between amounts owed and amounts paid by the Contractor shall be ... . ... .q. adjusted by the Contracting Officer, who shall apply a credit against the 39 1 Contracting Officer by an amount equal to or less than the respective amount 2 identified in Exhibit "8" by written notice thereof from the Contracting 3 4 5- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Officer to the Contractor. If construction of such other construct ion stage will result in an increase in the Contractor's repayment obligation by an amount greater than the respective amount identified in Exhibit liB. II the Contracting Officer shall consult with the Contractor and the Contractor and the Contracting Officer shall agree upon one of the following courses of action prior to initiation of construction of such construction stage: (1) that additional repayment ceiling be made available from other construction stages. in which event the Contractor's repayment ceiling- will be increased to the agreed-to amount by written notice from the Contracting Offi cer to the Contractor; or (2) that thi s contract be renegotiated to increase the Contractor's repayment ceiling; Provided. That these courses of action shall also apply in the event that. prior to completion of construction of such stage. the Contracting Officer determines that the construction of such stage will result in an increase in the Contractor's repayment obligation by an amount greater than the respective amount identified in Exhibit "B.II (f) Annual percentages of the repayment obligation for each con struct i on stage sha 11 be those set out in the fo 11 owi ng schedu1 e or- any revision thereof mutually agreed upon: Repayment Year 1-7 8-14 15-21 22-28 29-35 36-42 43-49 50 Percent of Repayment Obliqat;on (Annual) 1.0 1.3 1.6 2.0 2.6 2.7 2.7 2.7 ; , . J ...:} 41 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 allocation for each construction stage. (i11) Determine the total amount of all interest and principal payments due for all construction stages. (iv) Subtract therefrom the revenues estimated to be available from the Development Fund anticipating a zero balance at the end of each year in the Development Fund. (v) Make adjustments for differences between estimated and actual revenues for the preceding year. (c) On or before each December 15, beginning with December 15 of the year in which the Secretary notifies the Contractor of the substantial completion of the first construction stage, the Secretary will notify the Contractor of the amount of the annual payment due on the following January 15, which has been determined by the Secretary on the basis of the aforesaid calculation. (d) The Contractor may make additional payments on the repayment obligation at any time subject to such terms and conditions as may be agreed upon by the Contractor and the Contracting Officer; Provided, however, That all interest due is paid at the same time, whereupon appropriate adjustments in the schedule of future payments will be made by the Secretary, who shall as promptly as possible give the Contractor written notice of the adjusted repayment schedule. (e) It is understood and agreed that the Contractor shall be obligated for the payments set forth in Subarticle 9.4(a) hereof and that regardless of the del inquency or default in payment of any charges .s. 4 8 43 1 admini strative expense for the OM&R of the water supply system. Advance 2 payments sha 11 be made in subsequent years by the Contractor to the 3 United States on the basis of estimates to be furnished by the United States 4 on or before November 15 preceding said subsequent year and the advances of 5 said payments shall be due and payable in equal semiannual payments on the 6 following December 15 and June 15. Said OM&R costs are the total annual 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 OM&R costs of completed construction stages which are allocated to the irrigation and M&I water supply functions less (1) the costs described in Subartic1e 9.6(c) hereof>> and (n) an amount determined by multiplying the total of said annual costs by the ratio obtained by dividing the estimated amount of project water projected to be delivered in the subsequent year to entities other than the Contractor>> the subcontractors>> and those entities in New Mexico to which project water will be made available from Hooker Dam or suitable alternative>> by the total amount of project water estimated to be delivered for use in that year. (b) Differences between actual OM&R costs and the estimated costs shall be determined by the Contracting Officer and shall be adjusted in next succeeding estimates; Provided>> however. That if ir. the opinion of the Contracting Officer the amounts advanced by the Contractor for any year are likely to be insufficient to pay the above-mentioned OM&R costs during such year. additional and sufficient sums of money shall be paid forthwith by the Contractor to the United States upon notice thereof and demand therefor by the Contracting Officer; Provided. further. That the United States will give Contractor reasonable notice in advance of any such deficiency. ..: - : =- -" ~ ... ~ (c) The Contractor's obl igation to pay said OM&R costs 45 1 established by Section 2 of the Boulder Canyon Project Act. 2 Repayment of Costs of Exces s Capacity in Granite Reef 9.7 3 Aqueduct. The costs of providing any capacity in the Granite Reef Aqueduc~ 4 and pumping plants in excess of 2,500 cubic feet per second shall be repaid 5 by Contractor from funds available to Arizona pursuant to the provisions of 6 Section 403(f) of the Basin Project Act, or by funds from sources other than 7 the Development Fund. 8 9.8 Ad Valorem Taxes, Assessments, Tolls, and Other Charqes. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Within the legal limits available to it, the Contractor shall levy ad valorem taxes upon the taxable property within the service area of the Contractor at rates determined necessary by the Contractor to raise funds which, together with the revenues from the sale of water and such financial assi stance from the Development Fund as the Secretary determines is available therefor, are sufficient to meet the obligations of the Contractor to make in full all payments to the United States on or before the date such payments become due and to meet its other obligations under this contract. 9.9 Continuation of Payments After Project Payout. Fo 11 owi ng payment to the United States of the Contractor's final payment for the last construction stage, the Contractor shall continue" to make annual payments to the United States to be credited to the Development Fund in amounts ~qual to the average annual principal payment for the project during the overall repayment period. In the event that no augmentation project, as contemplated in the Basin Project Act, has been authorized or is under J , , active consideration by the Congress at the time project construction costs have been repaid in full, payments under this formula will be not required; Provided, however, That payments will commence after repayment of the ~ 47 1 2 3 4 5 6. 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 shall accumulate and maintain an emergency OM&R reserve fund, which the Contractor shall keep ava i1 ab 1 e to meet costs incurred duri ng peri ods of interruption of water service. (i i) The Contractor shall accumul ate the reserve fund with annual deposits, including interest and dividends accruing to fund balances or holdings, of not less than $400,000 in any year in which the fund balance is less than $4,000,000. The fund sha 11 be invested in a Federally insured interest- or dividend-bearing account, or in securities gua ranteed by the Federal Government; Provi ded, That money in the reserve fund shall be available within a reasonable time to meet expenses for such purposes as those identified in Subarticle 10.3(a)(iv) hereof. Such annual deposits and the accumulation of interest and dividends to the reserve fund shall continue until $4,000,000 is accumulated. Interest and dividends accruing to fu~ balances shall be added to the fund in any year when the fund balance is greater than $4,000,000; Provided, That in no event shall the fund be increased to an amount greater than the actual amount of fixed OM&R costs for the preceding year as mutually determined by the Contractor and the Contracting Officer. Any balance in the fund in excess of the amount of fixed OM&R costs for the previous year shall be considered to be the general funds of the Contractor and available for use as such. (i i i) Upon mutua 1 agreement between the Contractor and the Contracting Officer, the amount to be accumulated and maintained in the " : 5 .:. reserve fund provided for in this Subarticle may be adjusted in 3 =- .....". consideration of the risk and uncertainty stemming from the size and " , complexity of the project, the size of the annual.OM&R budget, additions ::Jo to, deletions from, or changes in project works, or OM&R costs not 49 1 purpose for which it was establi shed. Such annua 1 depos i ts and the 2 accumulation of interest to the reserve fund shall continue until Any balance in the fund in excess of 3 4 5 6 $40.000.000 is accumul ated. $40,000.000 shall be considered to be the general funds of the Contractor and available for use as such. (iii) Upon mutual agreement between the Contractor and 7 the Contracting Officer. the amount to be accumulated and maintained in the 8 reserve fund provided for in this Subarticle may be adjusted. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (iv) Proposed expendi tures from the fund shall be submitted to the Contracting Officer in writing for review and written approval prior to disbursement. (v) On or before February 1 of each year. the Contractor shall provide to the Contracting Officer an annual statement of the principal and accumulated interest in the repayment reserve fund as of December 31 of the preceding year. 10.4 Recreational Use of Water Facilities. (a) The enhancement of recreational opportunities in connection with the project works authorized pursuant to Title III of the Basin Project Act shall be in accordance with the provisions of the .Federal Water Project Recreation Act. 79 Stat. 213. dated July 9. 1965. except as provided in Subarticle 10.4(b) hereof. (b) Recreational development at Orme Dam and Reservoir shall be governed by the provisions of Section 302(d) of the Basin Project Act. -..:} 10.5 Confirmation of Contract. :"= ..... '- : : (a) The Contractor. after the execution of this contract. 51 1 carry out this contract, and to supply necessary details of its 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 administration which are not covered by express provisions of this contract. The Contractor and each subcontractor shall observe such rules, regulations, and determinations and each subcontract shall so provide. (c) Where the terms of this contract provide for action to be based upon the opinion or determination of either party to this contract, whether or not stated to be conclusive, said terms shall not be construed as permitting such action to be predicated upon arbitrary, capricious, or unreasonable opinions or determinations. In the event that the Contractor questions any factual determination made by the Contracting Officer, the findings as to the facts shall be made by the Secretary only after consultation with the Contractor and shall be conclusive upon the parties. 10.7 Books. Records. and Reports. The Contractor shall establish and maintain accounts and other books and records pertaining to administration of the terms and conditions of this contract, including: the Contractor I s financial transactions, water supply data, project operation, maintenance and replacement logs, project land and right-of-way use agreements, and other matters specifically relating to this contract that the Contracting Officer may require. Reports thereon shall be furnished to the Contracting Offi cer in such form and on such date or dates as the ;; i Contracting Officer may require. Subj ect to app 1 i cab 1 e Federa 1 1 aws and regulations, each party to this contract shall have the right during office hours to examine and make copies of the other party's books and records 5 relating to matters covered by this contract. , , ....... -...... 10.8 Notices. Any notice, demand, or request authorized or 53 1 contract or any part or interest therein shall be valid until approved in 2 writing by the Contracting Officer. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 10.12 Judicial Remedies Not Foreclosed. Nothing herein shall be construed (a) as depriving either party from pursuing and prosecuting any remedy in any appropriate court of the United States or the State of Arizona which would otherwise be available to such parties even though provisions herein may declare that determinations or decisions of the Secretary or other persons are conclusive or (b) as depriving either party of any defense thereto which would otherwise be available. 10.13 EQ ua 1 Opportun i ty. Ouri ng the performance of thi s contract, the Contractor agrees as follows: (a) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that appl icants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: Emp 1 oyment, upgradi ng, demot; on, or transfer; recruitment or recruitment advert; sing; 1 ayoff or termi nat; on; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Contracting Officer setting forth the provisions of this Equal Opportunity clause. (b) The Contractor will, in all solicitations or :3 5 1 advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment 55 1 (g) The Contractor will include the provisions of paragraphs 2 (a) through (g) in every subcontract or purchase order unless exempted by 3 rules, regulations, or orders of the Secretary of Labor issued pursuant to 4 Section 204 of said amended Executive Order, so that such provisions will be 5 bi ndi ng upon each subcontractor or vendor. The Contractor wi 11 take such 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 action with respect to any subcontract or purchase order as the Contracting Officer may direct as a means of enforcing such provisions, including sanctions for noncompliance; Provided, however, That in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the Contract i ng Offi cer, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. 10.14 Compliance With Civil RiQhts Laws and ReQulations. (a) The Contractor shall complY with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d), Section 504 of the Rehabilitation Act of 1975 (Public Law 93-112, as amended), the Age Discrimination Act of 1975 (42 U.S.C. 6101, et gs.) and any other applicable civil rights laws, as well as with their respective.implementing regulations and guidelines imposed by the U.S. Department of the Interior and/or Bureau of Reclamation. (b) These statutes require that no person in the United .: i States shall, on the grounds of race, color, national origin, handicap, or age, be excluded from participation in, be denied the benefits of, or be otherwi se subjected to di scrimination under any program or activity -' '-' ...:j ~ Ji. receiving financial assistance from the Bureau of Reclamation. By executing this contract, the Contractor agrees to immediately take any measures 57 ,""" ~ Incentive Recharge Contract [4/27/00] 1 3 AGREEMENT BETWEEN THE CENTRAL ARIZONA WATER CONSERVATION DISTRICT AND TOWN OF MARANA PROVIDING FOR THE DELIVERY OF CENTRAL ARIZONA PROJECT INCENTIVE RECHARGE WATER 2 4 5 Preamble 6 7 1. THIS AGREEMENT, made this 23rd day of June 8 2000, in pursuance generally of the Act of June 17, 1902 (32 Stat. 9 388), and acts amendatory thereof or supplementary thereto, including 10 bu t not 1 imi ted to the Boulder Canyon proj ect Act of December 21, 1928 11 (45 Stat. 1057, as amended, the Reclamation Project Act of August 4, 12 1939 (53 Stat. 1187), as amended, the Reclamation Reform Act of 13 October 12, 1982 (96 Stat. 1263), and particularly the Colorado River 14 Basin Project Act of September 30, 1968 (82 Stat. 885), as amended 15 (the "Basin Project Act"), between the CENTRAL 'ARIZONA WATER 16 CONSERVATION DISTRICT ("CAWCD") and TOWN OF MARANA ("Contractor"); 17 WITNESSETH, THAT: 18 Explanatory Recitals 19 2 . WHEREAS, the Basin Project Act provides, among other things, 20 that for the purposes of furnishing irrigation and municipal and 21 industrial ("M&I") water supplies to water deficient areas of Arizona 1 22 and western New Mexico through direct diversion or exchange of water, i .il. 3 23 control of floods, conservation and development of fish and wildlife 3 5 24 resources, enhancement of recreation opportunities, and for other 1 25 purposes, the Secretary shall construct, operate, and maintain the .,j; - . ..... 26 Central Arizona proj ect, hereinafter referred to as the "proj ect"; and .~ - 1 WHEREAS, the United States and CAWCD have entered into 2 Contract No. 14-06-W-245, Amendment No.1, dated December 1, 1988, 3 hereinafter referred to as the "Repayment Contract," which is attached 4 hereto as Exhibit A and by this reference made a part hereof, whereby 5 CAWCD has agreed to repay to the United States the reimbursable costs 6 of the Project allocated to CAWCD; and 7 WHEREAS, Article 8.7(e) of the Repayment Contract grants 8 CAWCD the authority to resell or exchange Excess Water; and 9 WHEREAS, the Contractor is in need of a water supply and 10 desires to contract with CAWCD for Incentive Recharge Water; 11 NOW, THEREFORE, in consideration of the mutual and dependent 12 covenants herein contained, it is agreed as follows: 13 Repayment Contract Controllinq 14 3. The Contractor expressly approves and agrees to all the 15 terms presently set out in the Repayment Contract, or as such terms 16 may be hereafter amended, and agrees to be bound by the actions to be 17 taken and the determinations to be made under that Repayment Contract, 18 except as otherwise provided herein. Definitions included in the 19 Repayment Contract are applicable to this Agreement, Provided, 20 however, that the terms "Agricultural Water" or "Irrigation Water" 21 shall mean water used for the purposes defined in the Repayment II Contract on tracts of land operated in units of more than 5 acres. 23 The first letters of terms so defined are capitalized herein. :::? 24 Additional Definitions 25 4 . "Excess Water" shall mean Project Water which, in any Year, ":i< ..J 4 26 is available for delivery and has not been scheduled for delivery -2- ~ 1 pursuant to a contract with the United States or a subcontract with 2 the United States and CAWCD providing for Project Water service for a 3 period of 50 years or more. 4 5 . "Incentive Recharge Water" shall mean specially priced 5 Excess Water made available by CAWCD to M&I subcontractors on an 6 annual basis for recharge purposes only. 7 Delivery of Water by CAWCD 8 6. In so far as proj ect Water supplies and the delivery 9 capability of the Project will permit, and subject to the provisions 10 of the RepaYment Contract, CAWCD will deliver Incentive Recharge Water 11 to the Contractor in an amount, and at a water service charge, to be 12 determined in accordance with the terms of this Agreement. The 13 determination of whether and how much Incentive Recharge Water is 14 available for delivery under this Agreement in any year, is a 15 determination within the exclusive discretion of CAWCD; Provided, 16 however, that delivery of Incentive Recharge Water under this 17 Agreement shall be subj ect to the prior satisfaction of all water 18 deliveries scheduled pursuant to a contract with the United States or 19 a subcontract with the United States and CAWCD providing for Project 20 Water service for a period of 50 years or more. 21 Term ! 1 3 3 22 7 . This Agreement shall terminate on December 31, 2003, unless 23 the parties agree in writing to extend the term or unless it is sooner :- .....: ~ terminated in accordance with Article 15 hereof. i .;. 4 25 Conditions Relating to Delivery and Use ~ 5 26 8 . The delivery and use of water under this Agreement is -3- - .~ 1 conditioned on the following, and the Contractor hereby agrees that: 2 (a) All uses of Project Water and Return Flow shall be 3 consistent with Arizona water law except to the extent that such law 4 is inconsistent with the Congressional directives applicable to the 5 Central Arizona Project. 6 (b) Project Water furnished to the Contractor pursuant to 7 this Agreement shall be used within Contractor's service area or place 8 of use for direct or indirect recharge purposes only. The 9 Contractor's service area or place of use is described in Exhibit B 10 which is incorporated by reference and may be amended by Contractor 11 from time to time. 12 (c) The system or systems through which Project Water is 13 conveyed after delivery to the Contractor shall consist of pipelines, 14 canals, distribution systems, or other conduits which will prevent 15 excessi ve conveyance losses. 16 (d) Project Water furnished to the Contractor pursuant to 17 this Agreement may not be resold or exchanged by the Contractor 18 without the prior written approval of CAWCD. If, with the prior 19 approval of CAWCD, such water is resold or exchanged by the Contractor 20 for an amount in excess of that which the Contractor is obligated to 21 pay under this Agreement, the excess amount shall be paid forthwith by 22 the Contractor to CAWCD; Provided, however, that the Contractor shall 1 ~ 1 3 ':) ....:! 23 be entitled to recover its actual costs, if any, in transporting and ~ distributing such water. The provisions of this Article 8(d) shall 26 Contractor pursuant to this Agreement. -4- ,~ ~ 1 (e) Except as otherwise agreed by CAWCD, the Contractor 2 shall not sell or otherwise dispose of or permit the sale or other 3 disposition of any Project Water for use outside of Maricopa, Pinal, 4 or Pima Counties. 5 (f) Notwithstanding any other provision of this Agreement, 6 proj ect Water shall not be delivered to the Contractor unless and 7 until the Contractor has obtained final environmental clearance from 8 CAWCD for the system or systems through which Project Water is to be 9 conveyed after delivery to the Contractor at the Contractor's Project 10 delivery point. 11 (g) The Contractor may direct that Incentive Recharge Water 12 made available pursuant to this Agreement be delivered to a 13 groundwater savings facility for indirect recharge pursuant to a 14 separate agreement between the Contractor and the operator of the 15 groundwater savings facility; Provided, however, that: 16 (i) Incentive Recharge Water shall be used by an 17 identified groundwater user on a gallon-for-gallon substitute basis 18 directly in lieu of groundwater as provided in A.R.B. ~ 45-812.01. 19 (ii) The Contractor and the operator of the groundwater 20 savings facility must demonstrate to CAWCD's satisfaction that they 21 have the appropriate permits issued by the Arizona Department of Water 1 1 22 Resources. ;j .:.J 23 (iii) Where the operator of the groundwater savings 24 facility is an agricultural entity participating in CAWCD' s target 1 -4 25 pricing program, only proj ect Water over and above the amount of '-'" ? 26 Project Water taken by the agricultural entity in the immediately -5- 1 preceding year, not including Incentive Recharge Water, may qualify as 2 Incentive Recharge Water. 3 (iv) The Contractor shall provide CAWCD a copy of its 4 agreement with the operator of the groundwater savings facility for 5 Incentive Recharge Water. 6 (h) Only Project Water for which the Contractor receives 7 long-term storage credits from the Arizona Department of Water 8 Resources may qualify as Incentive Recharge Water. 9 (i) Upon the expiration of this Agreement, CAWCD will 10 determine whether any Project Water delivered pursuant to this 11 Agreement did not qualify as Incentive Recharge Water for the reasons 12 specified in sections 8(g) (iii) or 8(h) of this Agreement. For any 13 such Project Water not qualifying as Incentive Recharge Water, CAWCD 14 will bill the Contractor for the difference between the water service 15 charge for Incentive Recharge Water and the standard M&I water service 16 charge. 17 Procedure for Ordering Water 18 9 . (a) On or before the date of execution of this Agreement, 19 or as soon thereafter as is practicable, CAWCD will notify the 20 Contractor of the amount of Incentive Recharge Water available for 21 delivery during the initial year of this Agreement. The Contractor 22 shall, wi thin a reasonable period of time as determined by CAWCD, 3 .5 23 submit a written schedule to CAWCD showing the quantity of Incentive ;;- ::J: 24 Recharge Water desired by the Contractor during each month of the 25 initial year. CAWCD will review the requested schedule and determine ;Ii .,. - . ~ . . . . 26 whether Incentive Recharge Water is available for delivery, and, if -6- .-, 1 so, the amount of Incentive Recharge Water available for delivery 2 under this Agreement during the initial year. Within thirty (30) days 3 of CAWCD's receipt of the Contractor's requested schedule, CAWCD shall 4 determine and furnish to the Contractor a water delivery schedule 5 which shall show the amount of Incentive Recharge Water projected to 6 be delivered to the Contractor during each month of the initial year, 7 contingent upon the Contractor remaining eligible to receive water 8 under all terms contained herein. 9 (b) The amounts, times, and rates of delivery of Incentive 10 Recharge Water to the Contractor during any subsequent year shall be 11 in accordance with a water delivery schedule for that year. Such 12 schedule shall be determined in the following manner: 13 (i) On or before October 15 of each year beginning 14 with October 15 of the initial year of water delivery, CAWCD shall 15 issue to the Contractor a notice of availability of Incentive Recharge 16 Water for the following year. 17 (ii) Within thirty days of CAWCD's notice of 18 availability, the Contractor shall submit in writing to CAWCD a water 19 delivery schedule indicating the amounts of Incentive Recharge Water 20 desired by the Contractor during each month of the following year. 21 (iii) Upon receipt of the schedule, CAWCD shall review 1 22 it together with all other water delivery schedules, and determine the i .-.. . . 23 amount of Incentive Recharge Water available for delivery under this M Agreement in the following year. 1 r. .,. 3 25 (i v) On or before December 15 of each year, CAWCD shall -. -' 26 determine and furnish to the Contractor the water delivery schedule -7- 1 for the following year which shall show the amount of Incentive 2 Recharge Water to be delivered to the Contractor during each month of 3 that year, contingent upon the Contractor remaining eligible to 4 receive water under all terms contained herein. 5 (c) The monthly water delivery schedule may be amended upon 6 the Contractor's written request to CAWCD. Proposed amendments shall 7 be submitted by the Contractor to CAWCD no later than 15 days before 8 the desired change is to become effective, and shall be subject to 9 review and modification in like manner as the schedule. CAweD shall 10 notify the Contractor of its action on the Contractor I s requested 11 schedule modification within 10 days of CAWCD's receipt of such 12 request. 13 (d) If the Contractor elects to have Incentive Recharge 14 Water made available pursuant to this Agreement delivered to a 15 groundwater savings facility for indirect recharge, CAWCD will 16 coordinate delivery of Incentive Recharge Water directly with the 17 operator of the groundwater savings facility. 18 (e) The Contractor shall hold CAWCD, its officers, agents, 19 and employees, harmless on account of damage or claim of damage of any 20 nature whatsoever arising out of or connected with the actions of 21 CAWCD regarding water delivery schedules furnished by or to the i 22 Contractor. ..j ...j 23 Contractor's Project Delivery Point, Measurement and Responsibility for Distribution of Water 1 24 10. (a) Incentive Recharge Water furnished to the Contractor 4 25 pursuant to this Agreement shall be delivered to the Contractor at ~ 26 -8.- 1 such point(s) on the Water Supply System as are agreed upon in writing 2 by CAWCD and the Contractor. All such point(s) shall hereinafter be 3 referred to as the "Contractor's Project delivery point." 4 (b) Unless CAWCD and the Contractor agree by contract to 5 the contrary, the Contractor shall construct and install, at its sole 6 cost and expense, all connection facilities required to convey water 7 furnished to the Contractor pursuant to this Agreement to the 8 Contractor's service area or place of use, as the case may be. The 9 Contractor shall furnish, for written approval by CAWCD, drawings and 10 specifications showing all connection facilities to be constructed or 11 installed within the Water Supply System right-of-way, and shall 12 obtain such approval before commencing construction or installation of 13 such facilities. All facilities constructed, installed, operated or 14 maintained on the Water Supply System right-of-way by or for the 15 Contractor shall be subject to such further agreements and to such 16 restrictions and regulations as to type, location, method of 17 installation, operation, and maintenance as may be prescribed by 18 CAWCD. 19 (c) The Contractor shall construct, operate, and maintain 20 its connection facilities and appurtenant works in a good and 21 workmanlike manner and in full compliance with the laws of the State n of Arizona and with all laws, regulations, and orders of the United ~ - , 23 States affecting such operations. The failure of the Contractor after 25 facilities and appurtenant works in a good and workmanlike manner or ~ 1 ..ti , A -;; ~ due notice to construct, operate, and maintain its connection 26 to abide by any of the terms and conditions of any applicable laws, -9- - 1 regulations, or orders, shall cause this Agreement to be subject to 2 immediate termination at the option of CAWCD. The Contractor shall 3 reimburse CAWCD within thirty (30) days of Contractor's receipt of a 4 statement for the costs of repairing any damage to Project facilities 5 or Project rights-of-way caused by or arising out of the Contractor's 6 activities under this Agreement. 7 (d) Upon termination of this Agreement, the Contractor 8 shall promptly remove, at its sole cost and expense, all connection 9 facilities constructed or installed on the Water Supply System 10 right-of-way and restore said right-of-way and all Project facilities 11 affected to their condition immediately prior to the construction or 12 installation of such connection facilities. If the Contractor fails 13 to remove said connection facilities and restore said right-of-way and 14 Project facilities within thirty (30) days after receiving any written 15 notice from CAWCD to do so, CAWCD may remove said connection 16 facilities and restore said right-of-way and Project facilities at the 17 Contractor's cost and expense, and, within thirty (30) days after 18 receiving written demand from CAWCD to do so, the Contractor shall pay 19 CAWCD, as specified in such written demand, for all costs and expenses 20 incurred by CAWCD in removing said connection facilities and restoring 21 said right-of-way and Project facilities. 22 (e) If the Contractor I s Project delivery point is a Project ...:Jt 23 turnout or Project turnouts constructed by the United States, and if 5 M the Contractor intends to convey water furnished to the Contractor i 25 pursuant to this Agreement through connection facilities owned or -4 i-:i= .=... 26 operated by others, the use by the Contractor of such connection -10- .~ .- 1 facilities shall be the subject of written agreement(s) between the 2 Contractor and the owner(s) or operator(s) of such connection 3 facilities, and all such agreements shall include such terms and 4 conditions as may be required by CAWCD and shall be subject to the 5 prior, written approval of CAWCD before becoming binding upon the 6 parties thereto. 7 (f) Unless the Contractor's project delivery point is a 8 Project turnout or Project turnouts constructed by the United States, 9 all water delivered from the Water Supply System shall be measured 10 with equipment furnished and installed by the Contractor and operated 11 and maintained by the Contractor at the Contractor I s sole cost and 12 expense. The results of such measurements shall be reported to CAWCD 13 in such manner and at such time(s) as CAWCD may prescribe. Upon the 14 request of CAWCD, the accuracy of such measurements shall be 15 investigated by the Contractor, and any errors which are determined to 16 have occurred therein shall be adjusted; Provided, however, that in 17 the event the parties cannot agree on the required adjustment, CAWCD's 18 determination shall be conclusive. 19 (g) If the Contractor's Project delivery point is a Project 20 turnout or proj ect turnouts constructed by the United States, all 21 water delivered from the Water Supply System shall be measured with equipment furnished and installed by the United States and operated i .5. i .5. 22 23 and maintained by CAWCD. Upon the request of the Contractor, or 3 5 24 CAWCD, the accuracy of such measurements shall be investigated by 25 CAWCD and the Contractor, and any errors which are mutually determined 1 -4 ."'i .. 26 to have occurred therein shall be adjusted; Provided, however, that in -11- .~ 1 the event the parties cannot agree on the required adjustment, CAWCD's 2 determination shall be conclusive. 3 (h) Neither the United States nor CAWCD shall be 4 responsible for the control, carriage, handling, use, disposal, or 5 distribution of water beyond the Contractor's Project delivery point. 6 The Contractor shall hold the United States and CAWCD harmless on 7 account of damage or claim of damage of any nature whatsoever for 8 which there is legal responsibility, including property damage, 9 personal injury, or death arising out of or connected with the 10 control, carriage, handling, use, disposal, or distribution of water 11 beyond the Contractor's Project delivery point. 12 Interruptions and Reductions 13 11. In addition to the right of the United States under 14 Subarticle 8.3(a) (iv) of the RepaYment Contract to temporarily 15 discontinue or reduce the amount of water to be delivered, CAWCD may 16 discontinue or reduce the quantity of water to be furnished to the 17 Contractor as herein provided for the purposes of investigation, 18 inspection, construction, testing, maintenance, repair, or replacement 19 of any of the Project facilities or any part thereof. CAWCD may also 20 discontinue or reduce the quantity of water to be furnished to the 21 Contractor if there is insufficient Project Water or Project delivery 22 capacity to deliver the Contractor's water order, the water orders of 1 - . .... 23 other contractors of Incentive Recharge Water and Excess Water ........ ... :::F ~ service, and all water deliveries scheduled pursuant to a contract 4 25 with the United States or a subcontract with the United States and ... .:tt ... .q. 26 CAWCD providing for Project Water service for a period of 50 years or -12- .,~ "~. 1 more. So far as feasible, CAWCD shall attempt to coordinate any such 2 discontinuance or reduction with the Contractor and to give the 3 Contractor due notice in advance of such discontinuance or reduction. 4 In case of emergency, no notice need be given. The united States, its 5 officers, agents, and employees, and CAWCD, its officers, agents, and 6 employees, shall not be liable for damages when, for any reason 7 whatsoever, any interruption, discontinuance, or reduction in delivery 8 of water occurs. If any such discontinuance or temporary reduction 9 results in deliveries to the Contractor of less water than what has 10 been paid for in advance, the Contractor shall be entitled to be 11 reimbursed for the appropriate proportion of such advance paYments 12 prior to the date of the Contractor's next paYment of water service 13 charges or the Contractor may be given credit toward the next paYment 14 of water service charges if the Contractor should so desire. 15 No Long-Term Commitment to the Delivery of Project Water 16 12. Nothing in this Agreement shall be construed as an 17 allocation of proj ect Water to the Contractor, nor shall this 18 Agreement entitle the Contractor to any Project Water other than as 19 provided herein. 20 Quality of Water 21 13. CAWCD does not warrant the quality of any Project Water ~ i 22 furnished under this Agreement and is under no obligation to construct - . - . 3 23 or furnish water treatment facilities to maintain or better the 5 24 quality of any Project Water. The Contractor waives its right to make .q .: 25 a claim against the United States, CAWCD, or any other proj ect ~ 26 subcontractor or contractor on account of the quality of Project Water -13- ~, 1 or any changes in water quality caused by the commingling of Project 2 Water with other water. 3 Water Service Charges 4 14. (a) The Contractor shall pay in advance water service 5 charges established annually by CAWCD. On or before the date of 6 execution of this Agreement, or as soon thereafter as is practicable, 7 CAWCD shall notify the Contractor of the water service charges in 8 effect for the initial year of this Agreement. On or before October 9 15 of each year, CAWCD will notify the Contractor of the water service 10 charges in effect for the following year. On or before the first day 11 of each month, the Contractor shall pay CAWCD the water service 12 charges due for Incentive Recharge Water scheduled for delivery during 13 that month. The Contractor shall pay in advance all water service 14 charges established by CAWCD for Incentive Recharge Water scheduled 15 for delivery under this Agreement; Provided, however, that the 16 Contractor shall be relieved of the pumping energy portion of the 17 water service charges associated with any Project Water scheduled for 18 delivery that is not delivered to the Contractor. 19 (b) The paYment of all water service charges when due under 20 this Agreement is a condition precedent to delivery of Incentive 21 Recharge Water. 1 ... 22 (c) The obligation of the Contractor to pay CAWCD as :3 .-. ..::i< a- =. 23 provided in this Agreement is a legally binding obligation of the ~ Contractor notwithstanding the manner in which the obligation may be 25 distributed among the Contractor I s water users and notwithstanding the 6 26 -14- 1 default of individual water users in their obligations to the 2 Contractor. 3 Termination of Contract 4 15. If the Contractor remains in arrears in the payment of any 5 charges due CAWCD for a period of 60 days or more, CAWCD may terminate 6 this Agreement, which termination shall be effective 30 days after 7 mailing written notice of termination to the Contractor. The 8 Contractor shall remain obligated to pay all charges required to be 9 paid under this Agreement during the time period until and including 10 the date of termination. The Contractor I s obligation to pay any 11 amounts due but unpaid as of the date of termination shall survive 12 termination of this Agreement. CAWCD's right to terminate this 13 Agreement as provided in this Article 15 shall be in addition to the 14 other rights of CAWCD under this Agreement and to all other rights 15 provided by law. 16 Charges for Delinquent Payments 17 16. (a) The Contractor shall be subj ect to interest, administrative and penalty charges on delinquent installments or 18 payments. The Contractor shall pay an interest charge for each day the payment is delinquent beyond the due date. When a payment becomes 19 60 days delinquent, the Contractor shall pay an administrative charge to cover additional costs of billing and processing the delinquent 20 payment. When a payment is delinquent 90 days or more, the Contractor shall pay an additional penalty charge of 6 percent per year for each 21 day the payment is delinquent beyond the due date. Further, the Contractor shall pay any fees incurred for debt collection services 22 associated with a delinquent payment. 1 1 23 (b) The interest charge rate shall be the greater of the rate prescribed quarterly in the Federal Register by the Department of 24 the Treasury for application to overdue payments, or the interest rate of 0.5 percent per month prescribed by Section 6 of the Reclamation 25 Project Act of 1939 (Public Law 76-260). The interest charge rate shall be determined as of the due date and remain fixed for the 26 duration of the delinquent period. ."j :3 : . ~ ! .q -15- 1 (C) When a partial payment on a delinquent account is received, the amount received shall be applied first to the penalty 2 and administrative charges, second, to the accrued interest, and third to the overdue payment. 3 Rules, Regulations and Determinations 4 17. (a) The parties agree that the delivery of water or the use 5 of Federal facilities pursuant to this Agreement is subject to Reclamation law, as amended and supplemented, and the rules and 6 regulations promulgated by the Secretary of the Interior under Reclamation law. 7 (b) The Contracting Officer shall have the right to make 8 determinations necessary to administer this Agreement that are consistent with the expressed and implied provisions of this 9 Agreement, the laws of the united States and the State of Arizona, and the rules and regulations promulgated by the Secretary of the 10 Interior. Such determinations shall be made in consultation with CAWCD and the Contractor. 11 Com?liance with Environmental Laws 12 18. The Contractor, in carrying out this Agreement, shall comply 13 with all applicable environmental laws and regulations of the United States and the State of Arizona and shall obtain all required permits 14 or licenses from the appropriate Federal, State, or local authorities. 15 Equal Opportunity 16 19. During the performance of this Agreement, the Contractor agrees as follows: 17 (a) The Contractor will not discriminate against any 18 employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action 19 to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, 20 or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; 21 recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, 22 including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for 23 employment, notices to be provided by the Contracting Officer setting forth the provisions of this nondiscrimination clause. 1 i ~ .,j 24 (b) The Contractor will, in all solicitations or 25 advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for 26 employment without discrimination because of race, color, religion, 4 '" :: -:- 8 -16- 1 sex, or national origin. 2 (c) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining 3 agreement or other contract or understanding, a notice, to be provided by the Contracting Officer, advising said labor union or 4 workers' representative of the Contractor's commitments under Section 202 of Executive Order 11246 of September 24, 1965, .s amended, and 5 shall post copies of the notice in conspicuous places available to employees and applicants for emploYment. 6 (d) The Contractor will comply with all provisions of 7 Executive Order No. 11246 of September 24, 1965, as amended, and of the rules, regulations, and relevant orders of the Secretary of Labor. 8 (e) The Contractor will furnish all information and reports 9 required by said amended Executive Order and by the rules, regulations, and orders of the Secretary of Labor, or pursuant 10 thereto, and will permit access to its books, records, and accounts by the Contracting Officer and the Secretary of Labor for purposes of 11 investigation to ascertain compliance with such rules, regulations, and orders. 12 (f) In the event of the Contractor's noncompliance with the 13 nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be canceled, terminated, or 14 suspended, in whole or in part, and the Contractor may be declared ineligible for further Government contracts in accordance with 15 procedures authorized in said amended Executive Order, and such other sanctions may be imposed and remedies invoked as provided in said 16 amended Executive Order, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 17 (g) The Contractor will include the provisions of 18 paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of 19 Labor issued pursuant to Section 204 of said amended Executive Order, so that such provisions will be binding upon each subcontractor or 20 vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of 21 Labor as a means of enforcing such provisions, including sanctions for noncompliance; Provided, however, that in the event the Contractor 22 becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Contractor 23 may request the united States to enter into such litigation to protect the interests of the United States. 1 ~ . ... ::Jo ~ i 24 -4 Compliance With Civil Riqhts Laws and Regulations .:-""i -= 25 The Contractor shall comply with Title VI of the Civil of 1964 (42 U.S.C. 2000d), Section 504 of the 26 20. (a) Rights Act -17- ~ 1 Rehabilitation Act of 1975 (Public Law 93-112, as amended), the Age Discrimination Act of 1975 (42 U.S.C. 6101, et seq.) and any other 2 applicable civil rights laws, as well as with their respective implementing regulations and guidelines imposed by the U. S. Department 3 of the Interior and/or Bureau of Reclamation. 4 (b) These statutes require that no person in the United States shall, on the grounds of race, color, national origin, 5 handicap, or age, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any 6 program or activity receiving financial assistance from the Bureau of Reclamation. By executing this Agreement, the Contractor agrees to 7 immediately take any measures necessary to implement this obligation, including permitting officials of the United States to inspect 8 premises, programs, and documents. 9 (c) The Contractor makes this Agreement in consideration of and for the purpose of obtaining any and all Federal grants, loans, 10 contracts, property discounts or other Federal financial assistance extended after the date hereof to the Contractor by the Bureau of 11 Reclamation, including installment paYments after such date on account of arrangements for Federal financial assistance which were approved 12 before such date. The Contractor recognizes and agrees that such Federal assistance will be extended in reliance on the representations 13 and agreements made in this article, and that the United States reserves the right to seek judicial enforcement thereof. 14 15 Books. Records. and Reports 21. The Contractor shall establish and maintain accounts and 16 other books and records pertaining to administration of the terms and conditions of this Agreement, including: the Contractor's financial 17 transactions, water supply data, project operation, maintenance and replacement logs, and Project land and right-of-way use agreements; 18 the water users' land-use (crop census), land ownership, land-leasing and water-use data; and other matters that CAWCD may require. Reports 19 thereon shall be furnished to CAWCD in such form and on such date or dates as CAWCD may require. Subject to applicable Federal laws and 20 regulations, each party to this Agreement shall have the right during office hours to examine and make copies of each other party's books 21 and records relating to matters covered by this Agreement. 1 ... 1 22 Notices ::J: ,..: 23 22. Any notice, demand, or request authorized or required by this Agreement shall be deemed to have been given, on behalf of CAWCD, 24 when mailed, postage prepaid, or delivered to C. Brad DeSpain, Utilities Director, Town of Marana, 12775 N. Sanders Road, Marana, 25 Arizona 85653, and on behalf of the Contractor when mailed, postage prepaid, or delivered to the General Manager, Central Arizona Water 26 Conservation District, 23636 North Seventh Street, Phoenix, Arizona 1 ,,;; "'t u -18- - 1 85024. The designation of the addressee or the address may be changed by notice given in the same manner as provided in this Article for 2 other notices. 3 Assignment Limited--Successors and Assigns Obligated 4 23. The provisions of this Agreement shall apply to and bind the successors and assigns of the parties hereto, but no assignment or 5 transfer of this Agreement or any right or interest therein shall be valid unless and until approved in writing by CAWCD. The provisions 6 of this Article 23 shall not apply to any assignment or transfer of stored water credits earned by Contractor pursuant to this Agreement. 7 Cancellation 8 24. This Agreement is subject to cancellation in accordance with 9 the provisions of A.R.S. ~ 38-511. 10 IN WITNESS WHEREOF, the parties hereto have executed this 11 Agreement No. IR032-00 effective the day and year first 12 above-written. 14 15 Attest:1& ~""-'" 16 Secretary CENTRAL ARIZONA WATER CO~VATION DISTRICT '\ \\""',, ! ~' ...... \~ By<..~ _ ~ _.:::J ... Pr~d" t - 13 17 18 TOWN OF MARANA 24 By :;-;-tIt: Title: /1'l4t;~r ""\\""""'" ~ OF~~ s~~ ~-~~ ~I~ t~TE i SEAL i ~, 6 ~ ,\,1'\~ Qi"'\\'~ 1 19 :3 20 At 21 22 Approved as to form: :.:> ...... ::; 23 " .i. ... :: -;; 25 lo\incentiv\marana i 26 -19- ,~ EXHIBIT A ~ .:. .. .i ~ . . -4 5 2 .~ ...... 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Article No. 1. 2. 3. 4. 5. 6. .1 .2 .3 .4 .5 .6 .7 7. DUPUCATE~RIGINAL Contract No. 14-06-W-245 Amendment No. 1 B.C. Draft 11/28/88 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION CONTRACT BETWEEN THE UNITED STATES AND THE CENTRAL ARIZONA WATER CONSERVATION DISTRICT FOR DELIVERY OF WATER AND REPAYMENT OF COSTS OF THE CENTRAL ARIZONA PROJECT INDEX Tit 1 e PART! ES AUTHORITIES RECITALS . ARTICLES OF AGREEMENT . DEFINITIONS . . . . . PROJECT CONSTRUCTION Agreement of the United States Costs of Project . . . . . . . Principal Works of the Project Changes in Project Works . . . . Construction Conditions . . . . . Annual Work Program . . . . . . . . . . . Inability of the United States to Complete Project on Basis of Cost Estimates . . .". . . PROJECT OPERATION, MAINTENANCE, AND REPLACEMENT . . . . . . . . . . . . .1 Operation aAd Maintenance and Water Deliveries by the United States Prior to Completion of Con struct ion . . . . . . . . . . . .'. . . . Operation and Maintenance and Water Deliveries after Completion of Construction . . . . . . . .2 Paqe No. 1 1 2 3 3 10 10 11 12 13 14 14 15 15 1 3 5 15 16 ~ ... ... :::? 3 - -, / I I / Jr.... Article No. Tit 1 e Paqe No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8. DELIVERY OF WATER .1 Obligation of United States .2 Term of Contract ... .3 Conditions Relating to Delivery .4 Delivery Points. .... . .5 Measurement... ... .. .6 Responsibility for Distribution of Water after Leaving Water Supply System .7 Quantity of Water to be Delivered. .. .8 Subcontracts....... ....... .9 Shortages ... ........... .10 Rate of Diversions of Colorado River Water .11 Priority in Case of Shortage . . . . . .12 No Guarantee of Availability of Water. .13 Secretarial Control of Return Flow .14 Water and Air Pollution Control. . . .15 Quality of Water .... .... .16 Exchange Water . . . . . .. . .. .17 Rights Reserved to the United States to Have Water Carried by Project Facilities. . .18 Wheeling Non-Project Water . . . . . . . .19 Use of Project Power to Wheel Non-Project Water ..... .. . ... 16 16 17 17 19 20 21 21 24 27 28 29 29 30 31 31 31 32 32 33 9. PAYMENT OF PROJECT COSTS ALLOCATED TO CONTRACTOR ......... .1 Allocation of Construction Costs .2 Repayment Concepts . . . .. .... .3 Contractor's Construction Cost Repayment Obligation .. ... . . . . . .4 Payment of Contractor's Construction Cost Repayment Obligation . . . . . . . .5 Commercf a 1 Power Rates . .. ... .6 Other Costs Borne by the Contractor. . . . .7 Repayment of Costs of Excess Capacity in Granite Reef Aqueduct.. ..... .8 Ad Valorem Taxes, Assessmentst Tollst and Other Charges. .... . . . .9 Continuation of Payments after Project Payout .10 Defaults 33 33 34 36 42 44 44 47 47 47 48 48 48 48 48 1 1 10. GENERAL PROVISIONS , ~ .1 Other Contracts .. .2 Title to Project Works .3 Reserve Funds . . ... "., , .~ - Article No. 1 .4 .5 2 .6 .7 3 .8 .9 4 .10 5 .11 6 .12 .13 7 .14 8 .15 9 II. 10 n- 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Title Recreational Use of Water Facilities Confirmation of Contract. . . . . . Rules, Regulations, and Determinations .. Books, Records, and Reports . . . . . . Notices . . . . . . . - . . . . . . . . . Contingent on Appropriation or Allotment of Funds . . . . . . . . . . . . . . . . Changes in Contractor's Organization. . . Assignment Limited--Successors and Assigns Db 11 ga ted . . . . . . . . . . . . . Judicial Remedies Not Foreclosed. . . Equal Opportunity . . . . . . . . . . Compliance with Civil Rights Laws and Regulations . . . . . . . . . . . Officials Not to Benefit. . . . . . STATUS OF DECEMBER 15, 1972 CONTRACT Paqe No. 51 51 52 53 53 54 54 54 55 55 57 58 58 .i. ~ . " - .......k 1 2 3 4 5 6 7 r"''''tract No. 14-06-W-245 I Ildment No. 1 B.C. Draft 11/28/88 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLNMATION CONTRACT BETWEEN THE UNITED STATES AND THE CENTRL ARIZONA WATER CONSERVATION DISTRICT FOR DELIVERY OF WATER AND REPAYMENT OF COSTS OF THE CENTRAL ARIZONA PROJECT 1. PARTIES 8 The parties to this contract, executed as of this first day of 9 December, 1988, are the United States of America, acting through the 10 Department of the Interior, and the Central Arizona Water Conservation 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 District, a multi-county water conservation district organized under the laws of Arizona, with its prinCipal place of business in Phoenix, Arizona. 2. AUTHORITIES This contract is made pursuant to the: 2.1 Act of June 17, 1902, 32 Stat. 388, and acts amendatory thereof and supplementary thereto. 2.2 Boulder Canyon Project Act, approved December 21, 1928, 45 Stat. 1057, a supplement to the Federal Reclamation Laws. 2.3 Reclamation Project Act of 1939, approved August 4, 1939, 53 Stat. 1187, as amended. 2.4 Colorado River Basin Project Act, approved September 30, 1968, 82 Stat. 885, as amended, a supplement to the Federal Reclamation Laws. 1 2 3 ",... - 2.5 Arizona Revised Statutes, Section 48-3701 et ~. 3. RECITALS 3.1 The Colorado River Basin Project Act provides, among other 4 things, that for the purposes of furnishing irrigation water 5 and municipal and industrial water supplies to water-deficient areas 6 in Arizona and western New Mexico through direct diversion or exchange 7 of water, control of floods, conservation and development of fish and 8 wildl i fe resources, enhancement of recreation opportunities, and 9 for other purposes, the Secretary of the Interior shall construct, 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 operate, and maintain the Central Ar'izona Project, consisting of the principal works hereinafter described in Article 6.3. 3.2 Pursuant to the provisions of Arizona Revised Statutes, Section 48-3701 et~., the Central Arizona Water Conservation District has been organized with the power to enter into a contract or contracts with the Secretary of the Interior to accomplTsh the purposes of Arizona Revised Statutes, Section 48-3701 et ~. 3.3 On December 15, 1972, the United States and the Contractor entered into a contract entitled "Contract Between the United States and the Central Arizona Water Conservation District for Delivery of Water and Repayment of Costs of the Central Arizona Project" (Contract No." 14-06-W-245), whereby, among .other thi ngs, the United States agreed to construct the Central Arizona Project and the Contractor agreed to repay the costs of the project properly allocable to the Contractor. 3.4 Subart-icle 9.3(b) of said contract provides that the w2 i Contractor's repayment obligation shall not exceed $1.2 billion. .,. 3.5 Subarticle 9.3(b) of said contract also provides that if the 2 1 Contractor's repayment obligation will exceed $1.2 billion. the 2 Contracting Officer shall consult with the Contractor and continuation of 3 construction will be contingent upon the execution of an amendatory contract 4 to cover the increased repayment obligation. 5 6 7 8 9 10 11 It 13 14 15 16 17 18 19 20 21 22 23 24 25 26 3.6 Both parties acknowl edge that the Contractor's repayment obligation will exceed $1.2 billion. and have agreed to increase the Contractor's repayment ceiling to a level sufficient to facilitate completion of the project. 4. ARTICLES OF AGREEMENT NOW. THEREFORE I in con s i dera t i on of the mutual and dependent stipulations and covenants herein contained, it is agreed by and between the parties hereto as follows: 5. DEFINITIONS When used herein, unless otherwise distinctly expressed, or manifestly incompatible with the intent hereof, the terms: 5.1 "Federal Reclamation Laws" or "Reclamation Laws" shall mean the Act of June 17, 1902, 32 Stat. 388. and all acts amendatory thereof or supplementary thereto. 5.2 "Basin Project Act" shall mean the Colorado River Basin Project Act, 82 Stat. 885, dated September 30, 1968, as amended, which is a supplement to the Federal Reclamation Laws. i ... 5.3 "Secretary" shall mean the Secretary of the Interior of the United States or his duly authorized representative. 5.4 "Contracting Officer" shall mean the Secretary or his authorized designee acting in his behalf. 5.5 "Contractor" sha 11 mean the Centra 1 Ari zona Water 1 - . - . ... .,j =- -4 =- . :: Q 3 ,~ - 1 Conserva t ion Oi stri ct, organ i zed pursuant to Ari zona Revi sed Statutes, 2 Section 48-3701 et ~. 3 5.6 "Service area" shall mean the area now included within 4 the Central Arizona Water Conservation District, consisting of Maricopa, 5 Pinal, and Pima Counties of Arizona and such other counties as may 6 hereafter become part of the District, exclusive of any Indian reservation 7 land lying wholly or partly within said Counties. 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 5.7 "Subcontractor" shall mean any irrigation district, municipality, individual, or any entity which enters into a water service subcontract with the United .States and the Contractor in furtherance of the provisions of the Basin Project Act. 5.8. "Central Arizona Project" or "project" shall mean the project and works authorized by Section 301(a) of the Basin Project Act and constructed by the United States pursuant to the provisions of said Act and this contract. 5.9 "Project worksll shall mean the principal works described in Section 301(a) of the Basin Project Act, and appurtenances thereto, or as modified pursuant to Article 6.4 hereof, together with lands, interests in lands, and rights-of-way for such works and appurtenances. 5.10 "Water supply system" shall mean the Navajo Project, Havasu Pumping Plant, the Granite Reef, Salt Gila and Tucson aqueducts and associated pumping plants and appurtenant works, but not including Tucson Terminal Storage or any distribution works. 5.11 IIDistribution works" shall mean those facilities ~ -..J o:..i constructed or financed by the United States under the authorization in Section 309(b) of the Basin Project Act for the primary purpose of 4 1 distributing the project water supply within the service area after said 2 project water supply has been transported or del ivered through the water 3 supply system. 4 5.12 "Agricultural water" or "irrigation waterll shall mean 5 project water used primarily in the commercial production of agricultural 6 crops or livestock, including domestic use incidental thereto, on tracts of 7 land operated in units of more than 5 acres. 8 5.13 IIMiscellaneous water" shall mean water delivered from the 9 project, or by exchange for project water, for recreational and fish and 10 wildlife purposes at other than project facilities and shall have a lesser 11 priority of use than agricultural water. 12 5.14 "Municipal and industrial water," herein referred 13 to as "M&I water," shall mean project water other than agricultural or 14 miscellaneous water delivered by means of the project works. 15 5.15 "Lands not having a recent irrigation history" shall 16 mean, except where otherwise determined by the Secretary for efficiency of 17 subcontractor's operation, lands which the Secretary determines were not 18 irrigated during the period September 30, 1958, to September 30, 1968. 19 5.16 "OM&R" shall mean the care, operation, maintenance, and 20 replacement of project works. 21 22 23 24 25 26 5.17 "Exchange wa ter" sha 11 mean Co 1 orado Ri ver water made 1 available in exchange for or in replacement of existing supplies from '!1 .i. "'J .....: surface sources other than the mainstream of the Colorado River. 3 5.18 "Transferred works" shall mean such facil Hies of the water .. = supply system or of other construction stages as to which OM&R z; b n ~ 5 - - 1 responsibi 1 ity is transferred from the United States to the Operating 2 Agency. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 5.19 "Operating Agency" shall mean the entity or entities authori zed to assume OM&R responsibi lity of transferred works and approved for that purpose by the Contracting Officer. 5.20 IITransfer notice" shall mean a written notice or notices, numbered consecutively, which the Contracting Officer transmits to the Operating Agency and which shall designate: (a) the transferred works; (b) items of equipment and suppl ies transferred to the Operating Agency; and (c) the date upon which such transfer will be effected. 5.21 "Gila River system waters" shall mean waters of the Gila River and tributaries thereof east of the Yuma-Maricopa County line. 5.22 "Notice of completion" shall mean the notice which the Contract i ng Off; cer issues to Contractor to announce the substantia 1 completion of a construction stage. Each such notice of completion shall include the estimated amount of the repayment obligation for the construction stage to which the notice pertains, the date of initiation of repayment for the construction stage and indicate the amount and due date for the first payment for the construction st~e. 5.23 "Deve 1 opment Fund" shall mean the separate fund, known as the Lower Colorado River Basin Development Fund, established 1n the Treasury of the United States pursuant to Section 403(a) of the Basin Project Act. 5.24 "Yearll sha 11 mean the period January 1 through the next i 6 1 succeeding December 31. 2 "Contractor's Construction Cost Repayment Obligation;" 5.25 3 hereinafter referred to as IIrepayment obligation," shall mean the total 4 amount of all construction costs including related construction claims and 5 interest thereon, OM&R costs during construction, and interest on costs 6 allocated to the M&I water and power functions during construction, of the 7 Centra 1 Ari zona Project, incurred therefor and as determined by the 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 United States and further described in Article 6.2 hereof, excluding reimbursable costs allocated to fish and wildlife and recreation, and costs associated with the delivery of water to entities other than the Contractor or subcontractors, and which is determined by the Secretary, after consultation with the Contractor, to be allocable to and repayable by the Contractor in accordance with the provisions of the Basin Project Act and this contract. 5.26 "Return flow" shall mean all agricultural, M&I, and mi sce 11 aneous waste water, seepage, and ground water wh1-ch ori gi nates or resul ts from water contracted for from the C,entral Ari zona Project, but shall not include any water delivered through the project works for ground water recharge purposes. 5.27 "Project water" shall mean (a) all water allocated by the Secretary for project purposes by Federal Reqister notice dated March 24, 1983, and any subsequent reallocation by the Secretary as contemplated in paragraph 6 of said Federal Reqister notice, which water is .. : : =3 :3 ~ available pursuant to contracts with the Secretary from: ( 1) the .. .:. Colorado River; (2) Central Arizona Project dams and reservoirs; and (3) return flows captured by the Secretary for project use;- (b) any water .r; :- U 7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 delivered to entities in Arizona, through the project works, as a replacement supply for Cliff Dam; (c) water delivered to water users in Arizona, through the project works, in exchange for water delivered to users in New Mexico from or by means of the project works; and (d) any additional water not included in (a) above, that is required to be delivered by the Secretary through the project, pursuant to the Ak-Chin Water Rights Settlement Act of 1978 (Public Law 95-328), as amended on October 19, 1984 (Public Law 98-530); the Southern Ariz.ona Water Rights Settlement Act of October 12, 1982 (Title III of Public Law 97-293); and, subject to the execution of a settlement agreement by the Contractor providing for the settlement of the water rights claims of the Salt River Pima-Maricopa Indian Community and to the Salt River Pima-Maricopa Indian Community Water Rights Settlement Act of 1988 (Public Law 100-512), up to 22,000 acre-feet annually of Colorado River water to be delivered through the project works in accordance with said settlement agreement and legislation. 5:"'28 "Indian landsll shall mean the lands within any Indian reservation for which an allocation of project water has or will be made by the Secretary for delivery through project works. 5.29 "Navajo Project" shall mean the interests of the United States in the Navajo Generating Station and the Transmission System, or any replacement thereof, as authorized by Section 303 of the Basin Project Act and as described in contracts entered into pursuant to that Act. 5.30 "Construction stage" shall mean anyone of the following: (1) the water supply system; (2) New Waddell and Modified Roosevelt Dams; (3) replacement features or programs for Cliff Dam; (4) Tucson terminal storage; (5) Hooker Dam or suitable alternative; and (6) Buttes Dam. -- 3 8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 5.31 "p1 an 6" shall mean P1 an 6 for the Regu1 atory Storage Division of the Central Arizona Project as approved by Record of Decision of the Secretary dated April 3, 1984 as amended and supplemented by Records of Deci sian of the Secretary dated May 20, 1986 (Supplement One) and June 17, 1988 (Supplement Two). 5.32 "Allocable cost" shall mean (a) with respect to the project, the total project cost less' (1) the cost of non-Indian distribution works, (2) the cost of the safety of dams component of Plan 6, (3) the cost of Indian distribution systems, (4) the cost of the Colorado River Division and the New Mexico fish hatchery, (5) the cost of cultural resources studies, (6) the contributions provided by the States of Arizona and New Mexico prior to execution of the Plan 6 Funding Agreement, (7) the costs of Charleston Dam and San Pedro Aqueduct, (8) the cost of 500 cubic feet per second of incremental capacity in the Granite Reef Aqueduct and related costs in the Navajo Project, and (9) such other costs as determined appropriate by the Contracting Officer; and (b) with respect to each construction stage, the total cost of such stage less that portion of the following costs associated with such stage: (1) the cost of the safety of dams component of Plan 6, (2) the cost of cultural resources studies, (3) the contributions provided by the States of Arizona and New Mexico prior to execution of the Plan 6 Funding Agreement, (4) the cost of 500 cubic feet per second of incremental = i capacity in the Granite Reef Aqueduct and related costs in the Navajo Project, and (5) such other costs as determined appropriate by the Contracting Officer. 5.33 "OM&R Transfer Contract" shall mean the August 5, 1987, contract ent it 1 ed "Contract Between the Un ited States of Ameri ca and the .: .. 9 - - 1 Central Arizona Water Conservation District for the Transfer of Operation 2 and Maintenance of Facil ities" (Contract No. 7-07-30-W0167), and any 3 amendment or revision thereof. 4 5.34 "Qvera 11 repayment period" shall mean the peri od of time 5 beginning with initiation of repayment of the first construction stage and 6 ending with final payment of the last construction stage. 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 5.35 "Plan 6 Funding Agreement" shall mean the April 15, 1986, agreement entitled "Agreement Among the United States, the Central Ari zona Water Conservation District. the Flood Control District of Maricopa County, the Salt River Agricultural Improvement and Power District and Salt River Valley Water Users' Association. the Arizona Cities of Chandler. Glendale, Mesa, Phoenix, Scottsdale, and Tempe, the State of Arizona, and the City of Tucson for Funding of Plan Six Facilities of the Central Arizona Project, Arizona. and for other Purposes." as it may be supplemented or amended. 5.36 "Permanent service" shall mean that water supply servi ce commencing in the year following substantial completion of the water supply system and continuing in perpetuity. 5.37 "Ground water recharge" shall mean the recharge of water pursuant to title 45, chapter 2, article 13. Arizona Revised Statu~es, or the underground storage and recovery of water pursuant to title 45, chapter 3, Arizona Revi sed Statutes, or as said statutes may hereafter be amended or revised. , ... .-, ~..Jl 5.38 "Project power" shall mean the United States' entitlement to capacity and energy from the Navajo Project. 6. PROJECT CONSTRUCTION 6.1 Agreement of the United States. Subject to the terms and 10 1 conditions of this contract and within the limits of the funds made 2 available therefor by Congress, the United States will expend toward the 3 construction of the project, exclusive of interest costs during 4 construction, $832,180,000 based on 1967 cost estimates, plus or minus such 5 amounts, if any, as may be justified by reason of ordinary fluctuations in 6 construction costs as indicated by engineering cost indices applicable to 7 the types of construction involved therein, or so much of such amount, as in 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the opinion of the Secretary, is necessary to construct said project, whichever amount is the lesser. The aforementioned amount includes the United States' costs of participation in the Navajo Project. 6.2 Costs of Project. (a) The estimated construction cost of $832,180,000 for the project, based upon 1967 prices, has been determined as follows: Main System Granite Reef Division Orme Division Salt-Gila Division Tucson Aqueduct (Colorado River source) Buttes Dam Navajo Project Subtotal Other Separate Features Hooker Dam or suitable alternative Charleston Dam and San Pedro Aqueduct (San Pedro River source) Subtotal Miscellaneous Features "'Gila River Division Indian Distribution System Colorado River Division Drainage System Subtotal Total Project $ 1. 000 I s 407,740 42,340 47,170 46,300 35,240 106.000 684,790 31,730 36.420 68 , 1 SO 5,250 19,970 42,450 11.570 79.240 $832,180 ~ ... "'Note: Fish hatchery costs, some of which may be located on the A .. Co 1 orado"Ri ver. Provided, however, That (i) the adjustment provisions of Article 6.1 apply 11 1 2 3 4 5 6 7 - - to the total construction costs of the project and not to the costs of the individual line items set out in this Subarticle 6.2(a), and (ii) in accordance with provisions of Article 6.4 herein, the references to the individual line items set out in this Subarticle 6.2(a) are not to be deemed a determination that each of the features referred to in the individual line items will be constructed or that costs will be incurred for each of said individual line items based upon a percentage which the estimated costs for 8 each individual line item bears to the project's total estimated 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 construction costs. (b) The Central Arizona Project costs incurred by the United States which are to be repaid by Contractor shall include the share allocated to the Contractor of (i) construction costs of the project. (ii) all expenses of whatsoever kind or nature heretofore or hereafter incurred by the United States in connection with. growing out of, or resulting from the construction. and (iii) the OM&R during construction of project works. The aforementioned share of allocated costs shall also include, but shall not be limited to. interest during construction on costs allocated to the M&I water and power functions, the cost of labor. materials, equipment, engineering. legal services, surveys, investigations, property, superi ntendence, admi n i stra t ion, overhead, genera 1 expense s. spec i a 1 services. damages of all kinds and character. inspection. repair, and protection of project works and water supply, and the costs of all lands. interests in lands, and rights-of-way acquired by the United States for the project, all as determined by the Secretary. 6.3 Principal Works of the Project. The works and facilities to be construct~'~er this contract shall consist of the following principal 1 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 works: (a) A system of main conduits and canals, including the Havasu Pumping Plant and a main canal and pumping plants (Granite Reef Aqueduct and pumping plants), for diverting and carrying water from Lake Havasu to the confluence of the Salt and Verde Rivers, which system will have a capacity of 3,000 cubic feet per second; (b) Salt-Gila Aqueduct and pumping plant; (c) Tucson Aqueduct and pumping plants; (d) New Waddell and Modified Roosevelt Dams; (e) replacement features or programs for Cliff Dam; (f) Tucson Terminal Storage (if approved by the Secretary); (g) Buttes Dam and Reservoir; (h) Hooker Dam and Reservoir or suitable alternative which shall be constructed in such manner as to give effect to the provisions of Section 304(f) of the Basin Project Act; (i) Charleston Dam and Reservoir and the San Pedro Aqueduct; (j) related canals, regulating facflities, and electric transmission facilities required for the operation of said principal works; (k) related water distribution and drainage works; and (1) appurtenant works. No works or facil it i es for the treatment of water are i ncl uded in the project works to be constructed by the United States. Nothing contained herein shall be construed to indicate the order in which the aforedescribed works will be constructed. 6.4 Chanqes in Project Works. Should the Secretary, either before or during construction, determine it to be in the best interests of i ~3 3 ~ - '" =0. , , 8 13 8 - 1 the project, he may, upon the completion of the studies currently being made 2 or to be made, including land classifications, hydrological, engineering, 3 geological, sedimentation, water supply, and repayment ability, and after 4 consultation with the Contractor, change the location, size, or capacity of 5 any of the project works, or may eliminate works, or add works to those 6 described above, and the Secretary's decision on such changes, 7 eliminations, and additions shall be conclusive. 6.5 Construction Conditions. The Un i ted S ta te s sha 11 be unde r 9 no obligation to commence or, having commenced, to continue construction of 10 project works until transfer from the State of Arizona of such State-owned 11 lands or interests therein, in a form acceptable to the Attorney General of 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the Uni ted States, as the Secretary determi nes is necessary in the construction, operation, or maintenance of the project. 6.6 Annual Work Proqram. Ouri ng construction of the proj ect wor~s the Contracting Officer will consult with the Contractor and/or with any subcontractor through or within whose service area project works are to be constructed to achieve maximum coordi nati on between such construction program and the annual programs of any affected subcontractor. Within 30 days following the enactment by Congress and Presidential appr?val of annual or supplementary appropriation acts and the allotment of funds thereunder for continued construction of the project, the United States will furn ish the Contractor wi th a not; ce and statement showing the propo sed .,:j construction ~rogram for the balance of the current fiscal year and for the 5 following fiscal year or years. I f so requested in wri t i ng by the Contractor within 30 days of its receipt of such notice, the Secretary will consult with the Contractor and/or the affected subcontractor with respect -:;r 14 1 to the proposed program. The action of the Contracting Officer concerning 2 the program after such consultation shall be final. 3 6.7 Inability of the United States to Complete Project on Basis 4 of Cost Estimates. If construction of the project works shall have been 5 commenced but, prior to completion, the Secretary determines that the cost 6 of constructing the project will exceed the maximum amount to be expended 7 therefor by the United States as provided for in Article 6.1 hereof, the 8 Secretary may after consultation with the Contractor terminate construction 9 and declare the obl igations of the United States hereunder with regard to 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 completion of construction of the project to have been fulfilled. If appropriations for the continuance and/or completion of construction in amounts sufficient in the opinion of the Secretary to complete said constructi on are authori zed by Congress and are available, the Secretary shall consult with the Contractor and shall make continuation of construction contingent upon the execution of an amendatory contract with the Contractor wherein the Contractor I s maximum repayment obl igation is increased so as to cover the increased reimbursable costs as determined by the Secretary; Provided, however, That the Contractor shall not utilize any part of the completed or unfinished project facilities in the absence of written agreement with the Secretary for reimbursement therefor. 7. PROJECT OPERATION, MAINTENANCE, AND REPLACEMENT 7.1 Operation and Maintenance and Water Deliveries by the United States Prior to Completion of Construction. Except as provided in the OM&R Transfer Contract, prior to completion of project works by the United States, as determined and announced to the Contractor in writing by the Secretary, the United States will operate and maintain said project 3 .: :0 o ? 15 ,........ - 1 facilities. The cost of said OM&R allocated to the Contractor shall be 2 included in the Contractor's repayment obl igation; Provided, however, That 3 said OM&R cost shall not be included with the project cost ceiling se-t out 4 in Article 6.1 hereof. During the aforesaid period, project water, if 5 available, may be di sposed of by the Secretary at charges which the 6 Secretary determines to be appropriate; Provided, however, That to the 7 extent deemed feasible by the Secretary, preference will be given to 8 subcontractors and Indian lands. Payment for water shall be made in advance 9 by the water user. The places of measurement and delivery of said water 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 shall be establ i shed by the Secretary after consultation with the Contractor. Except as provided in the OM&R Transfer Contract, the proceeds accruing from the disposal of such water shall be credited to the Development Fund and applied toward the costs of the project as determined by the Secretary. 7.2 Operation and Maintenance and Water Deliveries after Completion of Construction. Except as provided in the OM&R Transfer Contract and any future agreements for the transfer of OM&R of the project work.s or portions thereof, upon completion of construction of a construction stage or upon completion of construction of the project, the United States shall operate and maintain such construction stage or the project and shall mak.e project water available to project water users. 8. DELIVERY OF WATER 8.1 Obliqation of United States. Subject to the terms, ::J: conditions, and provisions set forth herein, the United States will deliver project water to Contractor and, during such periods as it operates and 4 ? maintains the water supply system, the United States will also transport and ~ i. 16 1 de 1 her sa i d water to the subcontractors. After transfer of OM&R the 2 United States will make deliveries of Colorado River water to'the Operating 3 Agency; del iveries of other project waters wi 11 be made pursuant to 4 determinations made by the Secretary. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.2 Term of Contract. Subject to the terms, conditions, and provisions set forth herein, this contract is for permanent service. 8.3 Conditions Re1atinq to Delivery. (a) The obligation of the United States to deliver water under this contract is subject to: (i) The availability of such water for use in Arizona under the provisions of the Colorado River Compact, executed November 24, 1922; the Boulder Canyon Project Act, 45 Stat. 1057, dated December 21, 1928; the Colorado River Basin Project Act, dated September 3D, 1968, 82 Stat. 885; the contract between the United States and the State of Arizona, da ted Februa ry 9, 1944; the Op in i on 0 f the Supreme Court of the Uni ted States in the case of Arizona v. Ca1 ifornia et a-l., 373 U.S. 546, rendered June 3, 1963; and the March 9, 1964, Decree of that Court in said case, 376 U.S. 340, as amended on February 28, 1966, at 383 U.S. 268, and supplemented on January 9, 1979, at 439 U.S. 419, ...J' ".... :::? as now issued or hereafter modified. 1 (i1) Executi ve A, Seventy-eighth Congress, Second Session, a treaty between the United States of z 17 ~ -, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 America and the United Mexican States. signed at Washington on February 3. 1944. relating to the utilization of the water of the Colorado River and Tijuana River and of the Rio Grande from Fort Quitman. Texas. to the Gulf of Mexico. and Executive H. Seventy-eighth Congress. Second Session. a protocol signed at Washington on November 14. 1944, supplementary to the Treaty. (i i i) The express understandi ng and agreement by the Contractor that this contract 1 s subject to the condit ion that Hoover Dam and Lake Mead sha 11 be used: first. for river regulation. improvement of navigation. and flood control; second, for irrigation and domestic uses and satisfaction of present perfected rights in pursuance of Article VIII of the Colorado River Compact approved by Section 13(a) of the Boulder Canyon Project Act; and third. for power; and furthermore, that this contract is made upon the express condition and with the express covenant that all rights hereunder shall be subject to and controlled by the Colorado River Compact and that the United States and the Contractor shall observe and be subject to .. :::F and controlled by said Colorado River Compact and Boulder Canyon Project Act in the construction. management. and operation of Hoover Dam. 18 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 La ke Mead, cana 1 s and other work.s, and the storage, diversion, delivery, and use of water to be delivered to Contractor hereunder. (iv) The right of the United States temporarily to di sconti nue or reduce the amount of water to be delivered hereunder whenever such discontinuance or reduction is made necessary for purposes of investigations, inspections, replacements, ma i ntenance, or repa i rs to any works whatsoever affecting, utilized or, in the opinion of the Secretary, necessary for del ivery of water hereunder, it being understood that so far as feasible the United States will (1) do so during periods of low water demands and (2) give reasonab 1 e notice in advance of such temporary discontinuance or reduction. (b) Del fvery of Colorado River water by the United States under this contract shall be charged to the State of Arizona's apportionment under the aforementioned Supreme Court Decree of March 9,1964, in Arizona v. California and will discharge to that extent the ob1fgation of the United States to deliver water under the aforementioned contract between the United States and the State of Arizona, dated February 9, 1944. 8.4 Delfvery Points. Colorado River water to be furnfshed 3 ::Jo to the Contractor pursuant to thi s contract wi 11 be del ivered by the United States in the Colorado River at the point of diversion from Lake Havasu where the intake structures of the Havasu Pumping Plant are = ... 4 ,.... '" 4 19 -, 1 constructed. Agua Fria and Upper Gila River system waters will be 2 delivered to the Contractor at New Waddell and Buttes Dams, respectively. 3 Delivery points for other project water supplies and for return flows will 4 be determined by the Contracting Officer after consultation with the 5 Contractor and/or the affected subcontractor therefor. 6 7 8.5 Measurement. ( a) The quantity of Colorado River water pumped from 8 lake Havasu for the project shall be measured by means of measuring devices 9 to be i nsta 11 ed as part of the project works. If, for any reasonJ in the 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 opinion of the Secretary, said measuring devices shall fail to operate satisfactorily, the Secretary will, from the best information available, estimate the amount of water delivered to the Contractor. (b) Del iveries of project water to the various subcontractors shall be measured by means of measuring devices to be installed as part of the project works at the points along the various aqueducts at which such water may be diverted for each of said subcontractors, and/or at the points in the various reservoirs formed by the dams constructed as part of the project works at which such water may be diverted for subcontractors and/or at the points where return flow may be delivered. These points of measurement will be established by the Secretary after consultation with Contractor and the affected subcontractor. If, for any reason, in the opinion of the Secretary, said measuring devices shall fail to operate satisfactorily, the Secretary will, from the best information available and after consultation with the Contractor and the ~..== affected subcontractor, estimate the amount of water delivered to each such -;; subcontractor. The Secretary shall at all times have access over any lands 20 1 and ri ghts-of-way of a subcontractor for the purpose of inspecting and 2 checking said measuring devices. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.6 Responsibility for Distribution of Water after leaving Water Supply System. Whether or not the United States operates and maintains the project facilities, the United States shall not be responsible for the control, carriage, handling, use, disposal, or distribution of water after said water has been diverted from the water supply system. At such time as the Operating Agency assumes responsibility for the OM&R of project works, the responsibil ity for diversion, carriage, and transportation of the water through the water supply system shall be the sole responsibility of the Operating Agency. Responsibility for distribution of water beyond the water supply system shall be that of the subcontractors to whom said water is del ivered from the water supply system. The United States, its officers, agents, and employees, shall not be liable for damage or claim of damage of any nature whatsoever for which there is legal responsibility arising out of or connected with the control, carriage, handling, use, disposal, or distribution of such water, and each subcontractor shall hold the United States, its officers, agents, and employees, harmless from any and all such claims. 8.7 Quantity of Water to be Delivered. (a) The Secretary reserves the right to determine that quantity of Colorado River water to be released each year from lake Mead for ~ . :3 use by the Central Arizona Project pursuant to applicable law, which shall include the Quantity of water which may be allocated by the Secretary for use on Indian lands. ..... :::;. ~. -.. !b) The quantity of Colorado River water avai lable under 21 - - 1 thi s contract for project purposes sha 11 not exceed the quanti ty of water 2 available to Arizona under the aforementioned Supreme Court Decree in 3 Arizona v. California and in Arizona's water delivery contract with the 4 United States after first providing for satisfaction of: 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (i) present perfected rights and perfected rights described in Article U(D) of the Decree and the ri ghts of other Federal reservations establ i shed prior to September 30, 1968; Provided, however, That the quantities of Colorado River water reserved to satisfy the aforesaid rights shall not, except as provi ded in sa i d Decree, be reduced under any ci rcumstances or for any reason what- soever including, without limitation, a temporary use permitted by the Secretary by other water users in Arizona, California, or Nevada, of water reserved pursuant to the foregoing but not needed during any calendar year; And provided further, That no rights to the recurrent use of such water shall accrue by reason of said temporary use; and (ii) the quantities of water provided for in all water del ivery CMtracts between the United States ~..:Jt and water users in Arizona as of September 30, - . J c -' 1968. (c) The quantity of Colorado River water available under this contract for project purposes, including water for use on Indian lands 22 1 shall have the same priority as to delivery as the quantities of 2 Colorado River water delivered pursuant to water delivery contracts, 3 "Federal reservations of water, and other arrangements between the 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 United States and water users in Arizona entered into subsequent to September 30, 1968, for use of Colorado River water on Federal, State or privately owned lands in Arizona in total quantities not to exceed 164,652 acre-feet of diversions per year; Provided, however, That the Contractor shall hold the United States, its officers, agents, employees, and successors or assigns, harmless as to any and all claims for damages to persons or to property direct or indirect and of whatever nature, arising out of or whi ch may in any manner be connected with the operation and/or eff~ct of this Subarticle. (d) The limitation on contracting in Subarticle a.7(c) above shall not apply to contracts with holders of present perfected rights to Colorado River water in Arizona or to the Secretary's order of November 24, 1982, reserving Colorado River water for the Cibola National Wildlife Refuge. Nothing in Subarticle a.7(c) shall restrict the right of the Secretary under water service contracts referred to in said Subarticle to terminate and/or reduce any entity's entitlement to Colorado River water and to make that entitlement available to other water users in Arizona. (e) During any year when the subcontractors cannot use any i .s. portion of their entitlement to project water, and such water cannot be resold or exchanged in accordance with the terms and conditions of the water 3 - . ....:JI service subcontracts, the Contractor shall have the right in its discretion to resell any or all of such water or to use any or all of such water for 0-. -../ ground water recharge purposes, including the subsequent recovery and resale 23 - - 1 of such water, subject to Federal law, including but not limited to the 2 Reclamation Reform Act of 1982, State of Arizona law, and such rules and 3 regulations as the Secretary may deem appropriate. Subject to the terms and 4 conditions of water service subcontracts, the water orders of all 5 subcontractors shall be met before any project water is made available to 6 the Contractor under this provision. 7 8 9 10 11 12 . 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.8 Subcontracts. (a) The United States shall be a party to subcontracts. (b) The Secretary and the Contractor shall require in each subcontract that: (i) unless and until otherwise provided by Congress, water from the Centra 1 Ari zona Project shall not be made available directly or indirectly for the irrigation of lands not having a recent irrigation history, as determined by the Secretary, except in the case of Indian lands, national wildlife refuges, and, with the approval of the Secretary, State-administered wildlife management areas; (11) there be in effect measures, adequate .1n the judgment of the Secretary and the Contractor, to control expansion of irrigation. from aquifers affected by irrigation in the Contractor's service I z .!!. area and to reduce pumping of ground water in the agri cultura 1 subcontractors' servi ce areas by the amount of project water received by said =3 agricultural subcontractors; 24 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (i11) the canals and distribution systems through which water is conveyed after 1 ts deli very to the sub- contractors shall be provided and maintained with linings adequate in the Secretary1s judgment to prevent excessive conveyance losses; (iv) ne i ther the Secretary, the Contractor nor any subcontractor shall pump or permit others to pump ground water from within the exterior boundaries of the serv i ce area of a subcontractor recei vi ng water from the Central Arizona Project for any use outside of said subcontractor's service area unless the Secretary, the Contractor, and such subcontractor shall agree, or shall have previously agreed, that a surplus of ground water exists and that drainage is or was required; (v) except as otherwise agreed by the Contracting Officer, neither the Contractor nor any subcontractor shall sell or otherwise dispose of or permit the sale or other disposition of any project water, including return flows, for use outside the Contractor's service area; (vi) irrigation water made available thereunder may be made available by the Secretary for M&I purposes ~ 5 if and to the extent that such water is no longer required by the subcontractor for irrigation "t u purposes and shall be made available in all cases 2S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 ,- - where lands receiving project water have been converted to municipal and industrial use; Provi ded, however, That subcontracts effectuat i n9 such transfers are subject to the approval of the Secretary and the Contractor, which approval shall not be wtthheld unreasonably; And provided further, That it shall be deemed unreasonable for the Secretary or the Contractor to withhold such approval on the basis that the right to convert from irrigatt"on to M&I use for a specific development could better be exercised in some other' subcontractor' s ~rvi ce area. The water so converted from irrigation to M&I purposes will be delivered with the same priority and at the same rate per acre-foot as other M&I water. likewise, subcontracts for furnishing water for M&I purposes, including, but not limited to, ground water recharge to the extent ground water recharge is consistent with Arizona law, shall provide that, if water to be delivered thereunder is not presently required for such purposes, such water may be made available by. the Secretary to other users; Provided, further, That the subcontractor shall be relieved of its payment obligation under its subcontract only to the extent of the amount ,q paid by such other users; 26 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 1 2 3 4 (vii) the acreage limitation provisions of Reclamation laws shall apply solely to agricultural water serv ice; (viii) except as specifically provided therein, it shall be the provisions of this contract which shall be controll ing in the event of any inconsistency between this contract and any subcontract; (ix) the subcontractor sha 11 1 evy all necessary assess- ments, tolls, and other charges and shall use all of the authority and resources ava i1 ab 1 e to the subcontractor to collect the same in order that the subcontractor may meet its obligations thereunder to make in full all payments required under said subcontract on or before the date such payments become due and to meet other obligations under the subcontracts; (x) the subcontractor establish, maintain, and provide the United States and the Contractor with land, water use, and crop census records. 8.9 Shortaqe s. As provided in Section 301(b) of the Basin Project Act, Article II(B)(3) of the Decree of the Supreme Court of the United States in Arizona v. California, 376 U.S. 340, dated March 9, 1964, i 3 shall be so administered that in any year in which, as determined by the .:oJ = = Secretary, there is i nsuffi ci ent ma i nstream Colorado River water avail abl e for release to satisfy the annual consumptive use of 7,500,000 acre-feet in Arizona, Cal Hornia, and Nevada, diversions from the mainstream of the = = = = .--,. "J 27 ----~...~~_.__t_"""'__..................,_.'""';~.~'"'^...^..< -< -< 1 Colorado River for the Central Arizona Project and for other uses in Arizona 2 under contracts or other agreements wi th the United States executed 3 subsequent to September 30. 1968. shall be so limited as to assure 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the availability of water in quantities sufficient to provide for the aggregate annual consumptive use by holders of present perfect.ed rights, by other users in the State of California served under contracts existing as of September 30, 1968, with the United States by diversion works heretofore constructed, and by other Federal reservations in Cal Hornia of 4,400,000 acre-feet of Colorado River water, and by users of the same character in Ari zona and Nevada. Water users' in the State of Nevada shall not be required to bear shortages in any proportion greater than would have been imposed in the absence of said Section 301(b). nor shall said Section affect the relative priorities, among themselves, of water users in Arizona, California, and Nevada which are senior to diversions for the Central Arizona Project, or amend any provisions of said Decree. The aforesaid limitation stated in Section 301(b) shall not apply so long as the Secretary shall determine and proclaim that means are available and in operation which augment the water supply of the Colorado River system in such quantity as to make sufficient Colorado River mainstream water available tor release to satisfy annual consumptive use of 7,500,000 acre-feet in Arizona, California, and Nevada. 8.10 Rate of Diversions of Colorado River Water. Subject to -~ (a) the first proviso in Section 301(a) of the Basin Project Act, (b) the provisions of Subartic1e lO.6(b) hereof, and (c) the provisions of Subarticle 8.l(a) hereof, any capacity in the Granite Reef Aqueduct in excess of 2,500 cubic feet per second may be utilized in the operations of :J: J;. o 28 1 the project so as to maximize project benefits; Provided, however, That the 2 use of such capacity shall not result in the annual diversion of a quantity 3 of water in excess of the project's legal entitlement under the Basin 4 Project Act. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 8.11 Priority in Case of Shortaqe. (a) Subject to the provisions of Section 304(e) of the Basin Project Act and the Secretary's allocation decisions published in the Federal Reqister on December 10, 1980, and March 24, 1983, any project water as defined in Subarticle 5.27(a) hereof, furnished t.hrough project facilities shall, in the event of shortages thereof, be reduced pro rata until exhausted, first for miscellaneous uses and next for agricultural uses, before such project water furnished for M&I uses is reduced. Thereafter, such project water for M&I uses will be reduced pro rata among all M&I water users. Each subcontract or other water delivery arrangement entered into pursuant to this contract shall so provide. This article shall not apply to Indian uses; Provided, however, That the relative priorities . between Indian and non-Indian uses shall be as determined by the Secretary. Notwithstanding the provisions of this Subarticle, project water made available as a result of construction and operation of modifications to Roosevelt Dam as part of Plan 6 shall be distributed as provided in the Plan 6 Funding Agreement, and shall not be subject to reduction in the event of shortages of other project water supplies. - , - , (b) Any project water, as defined in Subarticles 5.27(b), (c) and (d) hereof, shall retain its priority relative to project water as defined in Subarticle 5.27(a) hereof. 8.12 No Guarantee of Availability of Water. The United States 4 , , 4 29 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 - - 1 assumes no responsibility with respect to the quantity of water available 2 for delivery pursuant to this contract. Inn 0 event sha 11 the 3 United States, its officers, agents, or employees, be liable for any damages, direct or indirect, of whatsoever nature, arising out of or in any way connected with any suspension or reduction in the del ivery of water pursuant to this contract or with any shortage in the quantity of water available for delivery hereunder or to any subcontractor for any cause whatsoever including, but not limited to, drought, delay in the construction of the Navajo Project, the failure of the Navajo Project to be completed, or the lack of power for pumping. 8.13 Secretarial Control of Return Flow. (a) The Secretary reserves the right to capture all return flow flowing from the exteri6r"boundaries of the Contractor as a source of supply and for distribution to and use of the Central Arizona Project to the fullest extent practicable. The Secretary a 1 so reserves the ri ght to capture for project use return flows within the boundaries of Contractor if in his judgment such return flow is not being put to a beneficial use. Any subcontractor may sell its return flow; Provided, however, That except as otherwi se agreed by the Contracting Off1 cer, such return flow may. not be sold for use outside the Contractor's exterior boundaries; And provided further, That if the price received for such return flow is higher than the price paid for such project water, the amount of the excess price shall be paid by such subcontractor to the Contractor for application against the '" : ~ i :3 3 Contractor's repayment obligation to the United States. (b) Any return flow captured by the United States and determined by the Secretary to be suitable and available for use on lands ...... : 30 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 within the service area and/or by any subcontractor therein may be delivered by the United States to a subcontractor as a part of the water supply for wh1 ch the subcontractor contracts hereunder and such water shall be accounted and paid for pursuant to the provisions hereof. 8.14 Water and Air Pollution Control. The Contractor, in carrying out this contract, shall comply with all applicable water and air pollution laws and regulations of the United States and the State of Arizona, and shall obtain all required permits or licenses from the appropriate Federal, State, or local authorities. 8.15 Quality of Water. The operation and maintenance of project facilities shall be performed in such manner as is practicable to maintain the quality of project water made available through such facilities at the highest level reasonably attainable as determined by the Contracting Officer or the Operating Agency. Neither the United States nor the Operating Agency warrants the quality of water and are under no obligation to construct or furnish water treatment facilities to maintain or better the quality of water. 8.16 ExchanQe Water. Where the Secretary determines that a subcontractor is physically able to receive Colorado River mainstream water in exchange for or in replacement of existing supplies of surface water from sources other than the Colorado River to provide water supplies for users upstream from New Waddell, Modified Roosevelt and Buttes Dams, the 1 - . - . Secretary may require that said subcontractor agree to accept said mainstream water in exchange for or in replacement of said existing supplies .: 'c -.. pursuant to the provisions of Section 304(d) of the Basin Project Act. w 31 1 2 ..--.. .- 8.17 Rights Reserved to the United States to Have Water Carried by Project Facilities. As a condition to the construction of project 3 facilities and the delivery of water hereunder, the Contractor agrees that 4 all project facilities will be available for the diversion, transportation, 5 and carriage of water for Indi an and non-Indian uses pursuant to 6 arrangements or contracts therefor entered into on their behal f with the 7 Secretary. In the event the responsibi 1 ity for the OM&R of project 8 facilities is transferred to and assumed by the Operating Agency, such 9 transfer shall be subject to the condition that the Operatfng'l,gency shall 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 divert, transport, and carry such water for such uses pursuant to the provi sions of the aforesaid arrangements or contracts; Provided, however, That the aforesaid arrangements or contracts will include provisions for the payment of applicable construction costs and OM&R costs in accordance with Articles 9.3 and 9.6 of this contract. 8.18 Wheel i nq Non-Project Water. After taking into consideration the water delivery requirements of contracts for project water servi ce and subj ect to a va il abil i ty of proj ect capacity, non-proj ect water may be wheeled through proj ect facil it i es pursuant to wheel i ng agreements between the Contractor and the entity desiring to use project facilities for wheeling purposes. All such agreements shall be subject to the approval of the Contracting Officer who shall consider, among other things, the impact that the wheel ing of such non-project water will have on the quality of " : ~ : .:. project water. The Contractor and the Contracting Offi cer sha 11 jot nt ly ,,- J develop a standard form of wheeling agreement including the rate structure for wheeling non-project water. All wheeling charges shall be paid to the Contractor by the entity contracting for the wheeling of non-project water. -= 32 1 The Contractor shall be entitled to retain revenues from wheeling charges 2 sufficient to cover all OM&R costs associated with wheeling such non-project 3 water, plus an administrative charge to be jointly determined by the 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21. 22 23 24 25 26 Contractor and the Contracting Officer. All revenues from wheeling charges in excess of the OM&R costs and administrative charges shall be remitted by th.e Contractor to the Contracting Officer and deposited into the Development Fund. 8.19 Use of Project Power to Wheel Non-Project Water. If the energy requirements necessary for the pumping of project water are met and subject to the requirements of the Navajo Power Marketing Plan published in the Federal ReQi ster on December 21, 1987, project power may be used to wheel non-project water through project facilities under such conditions of use, including amounts, times of use, losses, costs, and other conditions as are established by the Contractor and approved by the Contracting Officer. 9. PAYMENT OF PROJECT COSTS ALLOCATED TO CONTRACTOR 9.1 Allocation of Construction Costs. (a) Upon completion of each construction stage, the Contract i ng Officer will allocate costs to the various project purposes using the separable costs-remaining benefits procedure. (b) For repayment purposes the reimbursable cost allocated to irrigation and M&I water by the separable costs-remaining benefits procedure will be combined and will hereinafter be termed the "water supply . . . . .-. .2 allocation.1I Upon completion of each construction stage, and at the :- . periodic intervals specified in Subarticle 9.3(d), suballocation of the water supply allocation will be made to the irrigation and M&I water functions proportional to the water estimated to be used for each purpose ~ ... R. ., 8 33 - - 1 during the repayment period of each construction stage. The cost thus 2 suballocated to the irrigation function will hereinafter be termed the 3 "interest-free allocation." The cost thus suballocated to the M&r water 4 funct ion sha 11 be added to the cost allocated to the commerci a 1 power 5 function. plus interest during construction for both. and the sum will 6 hereinafter be termed the "interest-bearing allocation." 7 ( c) During construction. simple interest at the rate of 8 3.342 percent per annum shall be charged on costs allocated to the interest- 9 bearing function as adjusted by the Secretary (1.e.. net disbursements 10 reduced by contract holdbacks. revenues applied to construction cost. and 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 nonrei mbursab 1 e expen ses fi nanced from construct ion funds). The tota 1 amount of a 11 interest thus accumul ated through the construction peri od . . prior to the date of completion of each construction stage shall be added to and become part of the actual construction cost of each construction stage. r ntere st duri ng con struct i on sha 11 not accrue duri ng any period in which construction is defer~ed or postponed by the United States as a result of a national emergency. as determined by the ""Secretary, if authority to forego such interest exists or is made available to the Secretary. 9.2 Repayment Concepts. (a) Costs suballocated to non-Indiafl irrigation water wi 11 be pa i d by the subcontractors to the Contractor on the basi s of thei r ability to pay as determined by the Secretary. (b) Costs allocated to commercial power and costs suballocated to M&I water use shall be combined and repaid with interest at ~ a rate of 3.342 percent per annum on the unpaid balance. .,. (c) Reimbursab1e COSts allocated to recreation and fish 34 1 and wildlife are anticipated to be covered by a separate contract and repaid 2 by the beneficiaries thereof. 3 (d) Repayment of costs allocated to irrigation of Indian 4 lands shall be governed by the provisions of Section 402 of the 5 Basin Project Act. 6 (e) Repayment of the project wi 11 occur by construction 7 stages, with each stage having a separate 50-year repayment schedule. Upon 8 completion of each cost allocation study referred to in 9 10 11 12 . 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Subarticle 9.1(a), subsequent to the initial study associated with the first construction stage, the Contractor's repayment obligation and the obligation allocated to each construction stage will be adjusted based on the latest cost allocation study, and the Contractor will be provided with a revised repayment schedule for the project and each construction stage. The Contracting Officer will adjust previous principal and interest payments made by the Contractor to refl ect the new repayment schedul e. For each year where an adjustment in payments is necessary, there will be an over or underpayment which will accrue with interest at the rate of 3.342 percent per annum (compounded annually) to the adjustment date. If the adjustment indicates that the Contractor overpaid principal and interest, the Contractor shall be entitled to a credit against its next payments to the United States. Conversely, if the Contractor owes additional principal and i interest to the United States, such amount shall be paid to the United " .-" .: .-" ....:j States by the Contractor within 12 months of receipt of a statement therefor from the Contracting Officer. The Contractor may use the repayment reserve fund under Subarticle lO.3(b) hereof for any payment to the United States = = required as a result of the above adjustment. ~ 3S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 - ~, 9.3 Contractor's Construction Cost Repayment Obliqation. (a) The Contractor's repayment obligation shall consist of the total cost allocated to the water supply and power functions plus OM&R during construction and interest during construction on costs allocated to the M&I water and power functions, but shall not include costs allocated to fish and wildlife and recreation, and costs associated with the delivery of wa ter to ent it 1 es other than the Contractor or subcontractors. Such entities shall include but not be limited to Indian tribes and councils in central Arizona receiving project water and the New Mexico recipients of water service from Hooker Dam or suitable alternative. The costs to be excluded shall be calculated as follows: (1) Costs excl uded from the Contractorl s repayment obligation for New Mexico water service shall be determined by multiplying the project costs allocated to the water supply function by the ratio developed by dividing the quantity of project water proj ected to be de 1 i vered th roughout the overa 11 repayment period to water users in Arizona in exchange for water del ivered to users in New Mexico from or by means of project worKs, by the total quantity of Colorado River water projected to be delivered by the project i throughout the overall repayment period. (ii) The amount of other project costs which shall be excluded from the Contractor's repayment 1 -4 = = -= obl igation shall be determined by multiplying the 36 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 project costs allocated to the water supply function by a ratio developed by dividing the quantity of project water projected to be delivered throughout the overall repayment period to entities other than the Contractor, the subcontractors, and those users in New Mexi co to whom water has been made available through the construction of Hooker Dam or suitable alternative by the total quantity of project water projected to be delivered throughout the overall repayment period; Provided, That project water projected to be delivered to such users will be computed based on an assumption of full development not later than the year 2005. (b) The costs determined under Subarticles 9.3(a)(i) and (ii) above shall be subtracted from the water supply costs obtained from the separable costs-remaining benefits procedure to determine the Contractor's water supply costs. The Contracting Officer shall suballocate the Contractor's water supply costs to each of the construction stages based on the ratios obtained by dividing the allocable cost of the construction stage by the allocable cost of the project (see Operation 1, Exhibit nAil). The .. ... water supply costs assigned to each construction stage are then further suballocated between irrigation and M&I water use in proportion to projected total water deliveries to each function over the 50-year repayment period of 1 each construction stage (Operation 2, Exhibit nAil). The summarization of the suballocations to each construction stage determines the total water '7 37 6 7 8 9 10 11 12 13 14 1!5 16 17 18 19 20 21 22 23 24 25 26 - ........ 1 supply cost to be assigned to irrigation and M&I water use (Operation 3, 2 Exhibit flAil). To determine the Contractor's repayment obligation, the 3 Contractor's water supply suballocation to irrigation and M&I water uses, 4 a-nd the power allocation from the separable costs-remaining benefits 5 procedure, sha 11 each be adjusted for any revenues received by the United States prior to the notice(s) of completion and for any contributions received by the United States under the Plan 6 Funding Agreement for the features constructed in that stage, and for the 500 cubic feet per second of incremental capacity in the Granite Reef Aqueduct and pumping plants (see Article 9.7) to determine the net amount of each function assigned to the Contractor (Operation 4, Exhibit "A"). The Con tractor's repayment obligation shall be the summation of the net amount for each function. (c) Once the Contractor's estimated or final repayment obligation has been determined by the Contracting Officer, the obligation shall be allocated to each construction stage based on the ratio obtained by dividing the allocable cost of each construction stage by the allocable cost of the project. Each construction stage will have a separate 50-year repayment period. The repayment obligation for each stage will be divided into i nterest-beari ng and interest-free components. The interest-free component shall be the amount allocable to irrigation purposes for the stage. The interest-bearing component will be the amount obtained by subtracting the irrigation allocation for the stage from the obligation for the stage. The principal payments for each stage shall be determined by applying the percentages in Subarticle 9.3(f) to the repayment obligation for each stage. The total payment for each stage for any year shall be equal to the principal payment plus interest at the rate of 3.342 percent 5 .E 38 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 1 per annum on the unpaid interest-bearing component of the repayment 2 obligation for each stage. For the water supply system, the portion of each 3 principal payment which is made by the Contractor from irrigation revenues 4 received by the Contractor each year wi 11 be used by the United States to 5 reduce the interest-free obligation. The remaining portion of the principal payments made by the Contractor each year for the water supply system will be used by the United States to reduce the interest-bearing obligation, and once the interest-bearing obligation has been retired, the entire principal payment made by the Contractor will be applied by the United States toward the interest-free obligation. For the other construction stages, the entire principal payment made by the Contractor each year for such stages will be appl ied by the United States to reduce the interest-bearing obligation first, and once such obligation has been retired. to reduce the interest- free obligation. (d) At 7-year intervals following the determination of the Contractor's repayment obligation for the water supply system, or at more frequent intervals if it becomes apparent to the Contracting Officer that a significant change in water use has or will occur. until such time as the interest-bearing obligation for each construction stage has been rep~id. the Contracting Officer wi 11 re-estimate the proportions of total water deliveries to irrigation and M&I water use over the 50-year repayment period for each stage. At such intervals, the Contracting Officer will adjust the i - . ....... original interest-bearing and interest-free allocation for each stage based ':Jo .,J on the new estimates and recalculate all preceding interest payments. Differences between amounts owed and amounts paid by the Contractor shall be 1 "" -.. . . -= adjusted by the Contracting Officer, who shall apply a credit against the 39 - ,.,...." 1 Contractor's next payment due or notify the Contractor of the additional 2 amount due, as the case may be. All such adjustments shall include interest 3 at the rate of 3.342 percent per annum (compounded annually). Any 4 additional payments required from the Contractor shall be made within 5 12 months of the Contractor's receipt of a statement from the Contracting 6 Offi cer therefor. The Contractor may use the repayment reserve fund under 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Subarticle 10.3(b) hereof for any payment to the United States required as a result of the above adjustment. (e) The Contracting Officer will notify the Contractor of (i) its estimated repayment obligation when construction of the first construction stage is substantially complete and upon completion of each subsequent construction stage, and (ii) the actual repayment obligation when the fin a 1 con st ruc'\:. ion stage ha s been comp 1 eted, as determi ned by the Contracting Officer. In the event that the project ultimately consists only of the water supply system, New Waddell Dam, and Modified Roosevelt Dam, the Contractor's actual repayment obligation shall be limited to $2.0 billion. If prior to completion of construction of such features the Contracting Officer determines that too Contractor's repayment obligation for such features will exceed $2.0 billion, the Contracting Officer shall ,consult with the Contractor and continuation of construction will be contingent upon the execution of an amendatory contract to cover the increased repayment obligation. If constructfon of any other construction stage will result in an increase in the Contractor's repayment obligation by an amount equal to or less than the respective amount identified in Exhibit IlB,lI which is attached hereto and made part of this contract, the Contractor's repayment ceiling may, after consultation with the Contractor, be increased by the 3. =::E .; 40 1 Contracting Officer by an amount equal to or less than the respective amount 2 identified in Exhibit "B" by written notice thereof from the Contracting 3 4 5" 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Officer to the Contractor. If construction of such other construction stage will result in an increase in the Contractor's repayment obligation by an amount greater than the respective amount identified in Exhibit "Bt" the Contracting Officer shall consult with the Contractor and the Contractor and the Contracting Officer shall agree upon one of the following courses of action prior to initiation of construction of such construction stage: (1) that additional repayment ceiling be made available from other construction stagest in which event the Contractor's repayment ceil i ng. will be i ncrea sed to the agreed-to amount by wri tten notice from the Contracting Offi cer to the Contractor; or (2) that thi s contract be renegotiated to increase the Contractor's repayment ceiling; Providedt That these courses of action shall also apply in the event thatt prior to completion of construction df such staget the Contracting Officer determines that the construction of such stage will result in an increase in the Contractor's repayment obligation by an amount greater than the respective amount identified in Exhibit "B." (f) Annual percentages of the repayment obligation for each con struct i on stage sha 11 be those set out in the fo 11 owi ng schedul e or" an;v revision thereof mutually agreed upon: Repayment Year 1-7 8-14 15-21 22-28 29-35 36-42 43-49 50 Percent of Repayment Ob1iqation (Annual) 1.0 1.3 1.6 2.0 2.6 2.7 2.7 2.7 .5. 3 -..::P :Jo j 6 41 1 .... (g) In the event that the Secretary contracts for del ivery 2 of non-project water under the provisions of Article 10.1, capital charges 3 associated with such delivery shall be calculated, charged, and utilized in 4 the same manner as capital charges deposited in the Development Fund 5 pursuant to Article 8.18. 6 9.4 Payment of Contractor's Construction Cost Repayment 7 Obliqation. (a) The Contractor shall make annua 1 payments to the 8 9 10 11 12 . 13 14 15 16 17 18 19 20 21 22 23 24 25 26 United States, to be credited to the Development Fund, which shall be sufficient, when combined with accruals from the other sources described in Sectio" 403(f) of the Basin Project Act, the Hoover Power Plant Act of 1984, and other miscellaneous revenues, including but not limited to net wheeling charges, to effect repayment of the repayment obl igation for each construction stage within a period of not more than SO years beginning with the year following substantial completion of each construction stage. The Contractor's first payment shall be due on or before January 15 of the year following the year in which the Secretary announces the substantial compl eti on of each constructi on stage. Annual payments thereafter shall be due on or before January 15 of each following year. (b) The Contractor agrees to make annual payments calculated by the Secretary as follows: (i) Calculate the annual principal payments required by the -schedule in Subarticle 9.3(f) or any revision . . . . L -:.:j :3 thereof for each construction stage. (ii) Add to (1) the annual interest, at 3.342 percent, on the unpaid balance of the interest-bearing , .' 42 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 allocation for each construction stage. (iii) Determine the total amount of all interest and principal payments due for all construction stages. (iv) Subtract therefrom the revenues estimated to be available from the Development Fund anticipating a zero balance at the end of each year in the Development Fund. (v) Make adjustments for differences between estimated and actual revenues for the preceding year. (c) On or before each December 15, beginning with December 15 of the year in which the Secretary notifies the Contractor of the substantial completion of the first construction stage, the Secretary will notify the Contractor of the amount of the annual payment due on the following January 15, which has been determined by the Secretary on the basis of the aforesaid calculation. (d) The Contractor may make addit i ona 1 payments on the repayment obligation at any time subject to such terms and conditions as may be agreed upon by the Contractor and the Contracting Officer; Provided, however, That all interest due is paid at the same time, whereupon appropriate adjustments in the schedule of future payments will be made by the Secretary, who shall as promptly as possible give the Contractor i ....:} written notice of the adjusted repayment schedule. (e) It is understood and agreed that the Contractor shall be obligated for the payments set forth in Subarticle 9.4(a) hereof and :: that regardless of the delinquency or default in payment of any charges :-= W 43 6 ~, 1 due to the Contractor from any subcontractor, or a diminution in the water 2 supply-available to the Contractor, or regardless of any other reason, the 3 Contractor shall comp 1 ete repayment of each construction stage wi thi n a 4 50-year period beginning in the year following the announcement by the 5 Secretary of substantial completion of such construction stage. 9.5 Commercial Power Rates. The Secretary will, consistent 7 with applicable law, periodically review and provide for appropriate 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 adjustments in the rates established for the sales of power and energy, revenues from which contribute to the Development Fund. 9.6 Other Costs Borne by the tontractor. (a) In addition to the payments provided for in Article 9.4 hereof, and subject to the provisions of Subarticle 9.6(d) hereof, during such periods as the United States operates and maintains completed con struct i on stage s, the Contractor sha 11 make advance payments for OM&R costs incurred by the United States. The United States will furnish the Contractor with an estimate in writing at least 6 months prior to substantial completion of construction of the water supply system, of the OM&R cost due from the Contractor to the end of the then current year, together with an estimate of such cost for the calendar year immediately following. Within a reasonable time of the receipt of said estimates, as determined by the Contracting Officer, the Contractor shall advance to the United States the payments for the estimated OM&R cost to the ! end of the then current year and without further notice or demand shall on December 15 of the then current yea r and on June 15 of the fo 11 owi ng year advance to the United States in equal semiannual installments the Contractorls share of the estimated cost, including supervision and "" -, 9 -~ 44 1 admini strative expense for the OM&R of the water supply system. Advance 2 3 4 5 payments sha 11 be made in subsequent years by the Contractor to the United States on the basis of estimates to be furnished by the United States on or before November 15 preceding said subsequent year and the advances of said payments shall be due and payable in equal semiannual payments on the 6 following December 15 and June 15. Said OM&R costs are the total annual 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 OM&R costs of completed construction stages which are allocated to the irrigation and M&I water supply functions less (1) the costs described in Subarticle 9.6(c) hereof, and (ii) an amount determined by multiplying the total of said annual costs by the ratio obtained by dividing the estimated amount of project water projected to be delivered in the subsequent year to entities other than the Contractor, the subcontractors, and those entities in New Mexico to which project water will be made available from Hooker Dam or suitable alternative, by the total amount of project water estimated to be delivered for use in that year. (b) Differences between actual OM&R costs and the estimated costs shall be determined by the Contracting Officer and shall be adjusted in next succeeding estimates; Provided, however, That if ir. the opinion of the Contracting Officer the amounts advanced by the Contractor for any year are likely to be insufficient to pay the above-mentioned OM&R costs during such year, additional and sufficient sums of money shall be paid forthwith by the Contractor to the United States upon notice thereof and demand therefor by the Contracting Officer; Provided, further, That the OJ -,.j ~ United States will give Contractor reasonable notice in advance of any such defi ci ency. ~ ... 1:." :: 0-" ::.': (c) The Contractor's obl igation to pay said OM&R costs 45 - 1 of completed construction stages will be reduced to the extent that project 2 water is made available for use in New Mexico following completion of 3 Hook.er Dam or suitable alternative. Sa i d reduct i on will be in the 4 proportion which the quantity of project water projected to be delivered to 5 water users in Arizona, in exchange for Gila River system waters delivered 6 to water users in New Mexico from or by means of project work.s, bears to the 7 total quantity of Colorado River water projected to be delivered to the 8 project that year. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (d) In the event that responsibil ity for OM&R of project facilities is transferred to and assumed by the Contractor, the Contractor shall be relieved of the obligation to make OM&R payments associated with such facilities under Subartic1e 9.6(a) of this contract. In that event, the United States shall payor provide for payment of OM&R costs associated with del "Ivery of water to entities other than the Contractor and the subcontractors. Such costs sha 11 be computed in accordance wi th Subarticle 9.6(a) of this contract. If the Contractor does not receive payment in advance for such costs, the Contractor shall have no obligation to deliver such water. (e) Duri ng the Hoover Dam cost-repayment period, the Contractor sha 11 pay to the Un i ted States the sum of $0.25 for each acre- foot of water pumped from lake Havasu for miscellaneous and M&I water purposes as determined by the Contracting Officer. The quantity of water pumped for such purposes wi 11 be determi ned by the Contracting Officer at the end of each calendar year and the Contractor notified of the amount due 1 :,3 3 by March 1 of each subsequent year. Payment shall be due on May 1 following notification. Said payment shall be credited to the Colorado River Dam Fund -..... :.': 1 46 1 established by Section 2 of the Boulder Canyon Project Act. 2 Repayment of Costs of Excess Capacity in Granite Reef 9.7 3 Aqueduct. The costs of providing any capacity in the Granite Reef Aqueduc~ 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 and pumping plants in excess of 2,500 cubic feet per second shall be repaid by Contractor from funds available to Arizona pursuant to the provisions of Section 403(f) of the Basin Project Act, or by funds from sources other than the Development Fund. 9.8 Ad Valorem Taxes. Assessments. Toll s. and Other CharQes. Within the legal limits available to it, the Contractor shall levy ad valorem taxes upon the taxable property within the service area of the Contractor at rates determined necessary by the Contractor to raise funds which, together with the revenues from the sale of water and such financial assistance from the Development Fund as the Secretary determines is available therefor, are sufficient to meet the obligations of the Contractor to make in full all payments to the United States on or before the date such payments become due and to meet its other obligations under this contract. 9.9 Continuation of Payments After Project Payout. Fo 11 owi ng payment to the United States of the Contractor's final payment for the last construction stage, the Contractor shall continue" to make annual payments to the United States to be credited to the Development Fund in amounts ~qual to the average annual principal payment for the project during the overall repayment period. In the event that no augmentation project, as i contemplated in the Basin Project Act, has been authorized or is under "..." .,j = -. active consideration by the Congress at the time project construction costs 1 have been repaid in full, payments under this formula will be not required; Provided, however, That payments wi 11 commence after repayment of the 47 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 _ 25 26 project costs pursuant to the formula, or any adjustment thereof agreed to by the parties, at such time as an augmentation project is authorized by Congress and the costs thereof allocated to the Contractor are determined by the Secretary. 9.10 Defaults. (a) The Contractor shall pay a penalty on payments, installments or charges which become delinquent, computed at the rate of 1 percent per month on the amount of such delinquent payments, installments, or charges from and after the date when the same become due until paid. (b) No water shall be furnished to the Contractor during any period in which the Contractor may be in arrears more than 12 months in the payments to the United States required by Article 9.4 hereof. (c) All rights of action for breach of this contract are reserved to the United States as provided by Federal law. 10. GENERAL PROVISIONS 10.1 Other Contracts. The Secretary reserves the right to contract-Q..f.rectly with other water using entities concerning water supply through project facil ities. In the event this occurs, the provi sions of Article 8.17 hereof shall be applicable. 10.2 Title to Project Works. Title to all water supply system works and all project facilities constructed pursuant to the Basin Project Act and this contract shall be and remain in the United States until 1 , ... otherwise provided by Congress. 10.3 Reserve Funds. ~ , ... r- ~ (a) (i) Commencing with notice of transfer of OM&R for the Gran ite Reef Aqueduct, i ncl udi ng the Havasu Pumpi ng Pl ant, the Contractor 48 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 sha 11 accumul ate and ma i nta in an emergency OM&R reserve fund, which the Contractor shall k.eep available to meet costs incurred during periods of interruption of water service. (i i) The Contractor shall accumul ate the reserve fund with annual deposits, including interest and dividends accruing to fund balances or holdings, of not less than $400,000 in any year in which the fund balance is less than $4.000,000. The fund sha 11 be invested in a Federally insured interest- or dividend-bearing account. or in securities guaranteed by the Federal Government; Provided. That money in the reserve fund shall be available within a reasonable time to meet expenses for such purposes as those identified in Subarticle 10.3(a)(iv) hereof. Such annual deposits and the accumulation of interest and dividends to the reserve fund shall continue until $4,000,000 is accumulated. Interest and dividends accruing to fu~ balances shall be added to the fund in any year when the fund balance is greater than $4,000,000; Provided, That in no event shall the fund be increased to an amount greater than the actual amount of fixed OM&R costs for the preceding year as mutually determined by the Contractor and the Contracting Offi cer. Any balance in the fund in excess of the amount of fixed OM&R costs for the previous year shall be considered to be the general funds of the Contractor and available for use as such. (i i i) Upon mutual agreement between the Contractor and the Contracting Officer, the amount to be accumulated and maintained in the reserve fund provided for in this Subarticle may be adjusted in - = ......,. consideration of the risk and uncertainty stemming from the size and 1! ... complexity of the project, the size of the annual' OM&R budget, additions ::::Jo to, deletions from, or changes in project work.s, or OM&R costs not 49 ~- ~ 1 contemplated when this contract was executed. 2 (i v) The Contractor may make expendi tures from such 3 reserve fund only for meeting unforeseen and extraordinary operation and 4 maintenance costs, unusual or extraordinary repair or replacement costs, and 5 betterment costs (in situations where recurrence of severe operation and 6 maintenance problems can be avoided or eliminated). Proposed expenditures 7 8 9 . 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 from the fund shall be !ubmitted to the Contracting Officer in writing for review and written approval prior to disbursement. (v) During any period in which any of the project works are operated and maintained by the United States, the reserve fund shall be available for like use by the United States. (vi) On or before February 1 of each year, the Contractor shall provide to the' Contracting Officer an annual statement indicating the principal and accumulated interest in the emergency OM&R reserve fund as of December 31 of the preceding year. (b) (i) No later than 1 year following the Contractor's last construction advance und~ the Plan 6 Funding Agreement, the Contractor shall accumulate and maintain a repayment reserve fund to help assure payments to the United States under this contract. (if) The Contractor shall accumulate such reserve fund with .nnual deposits, including interest and dividends accruing to fund balances or holdings, of not less than $4,000,000 in any year in which the fund ba 1 ance is 1 es s than $40,000,000. The fund sha 11 be invested in a .E. .: - . 5 Federally insured interest- or dividend-bearing account, or in securities guaranteed by the Federal Government; Provided, That money in the reserve fund shall be available within a reasonable time to meet expenses for the 50 1 2 3 4 5 6 purpose for which it was establ i shed. Such annual depos i ts and the accumulation of interest to the reserve fund shall continue until $40,000,000 is accumul ated. Any balance in the fund in excess of $40,000,000 shall be considered to be the general funds of the Contractor and available for use as such. (i i i) Upon mutual agreement between the Contractor and 7 the Contracting Officer, the amount to be accumulated and maintained in the 8 reserve fund provided for in this Subarticle may be adjusted. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (iv) Proposed expendi tures from the fund shall be submitted to the Contracting Officer in writing for review and written approval prior to disbursement. (v) On or before February 1 of each year, the Contractor shall provide to the Contracting Officer an annual statement of the principal and accumulated interest in the repayment reserve fund as of December 31 of the preceding year. 10.4 Recreational Use of Water Facilities. (a) The enhancement of recreational opportunities in connect i on with the project works authori zed pursuant to Ti t 1 e III of the Basin Project Act shall be in accordance with the provisions of the .Federal Water Project Recreation Act, 79 Stat. 213, dated July 9, 1965, except as provided in Subarticle 10.4tb) hereof. (b) Recreational development at Orme Dam and Reservoir shall be governed by the provisions of Section 302(d) of the Basin Project Act. ::':0 10.5 Confirmation of Contract. ,.. :"1: (a) The Contractor, a fter the execution of thi s contract, 51 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 ........ -, 1 shall promptly seek to secure a decree of a court of competent jurisdiction 2 of the State of Arizona confirming the execution of this contract. The 3 Contractor shall furnish the United States a certified copy of the final 4 decree, the validation proceedings, and all pertinent supporting records of 5 the court approving and confirming this contract, and decreeing and 6 adjudging it to be lawful, valid, and binding on the Contractor. This contract shall not be binding on the United States or the Contractor until such final decree has been entered. (b) This contract shall be indivisible for purposes of validation and shall not be binding on the United States or the Contractor unless validated pursuant to the provisions of Subarticle 10.5(a) hereof in each and all of its terms and conditions. 10.6 Rules. Regulations. and Determinations. (a) The parties agree that the delivery of water or the use of Federa'l facilities pursuant to this contract is subject to Reclamation law, as amended and supplemented, and the rules and regulations promulgated by the Secretary of the Interior under Reclamation law. (b) The Contracting Officer, after an opportunity has been offered to the Contractor for consultation, shall have the right to make rules, regulations, and determinations consistent with the provisions of this contract. the laws of the United States and the State of Arizona, including, without limitation, rules, regulations, and determinations relative to maximizing project benefits from pumping from lake Havasu, the -J rate and schedule of pumping therefrom and the rate and schedule of pumping at the Granite Reef pumping plan't"S, to add to or modify said rules, i regulations, and determinations as may be deemed proper and necessary to 52 1 carry out this contract, and to supply necessary details of its 2 administration which are not covered by express provisions of this contract. 3 The C~tractor and each subcontractor shall observe such rules, regulations, 4 and determinations and each subcontract shall so provide. 5 (c) Where the terms of this contract provide for action 6 to be based upon the opinion or determination of either party to this 7 contract, whether or not stated to be conclusive, said terms shall not be 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 construed as permitting such action to be predicated upon arbitrary, capricious, or unreasonable opinions or determinations. In the event that the Contractor questions any factual determination made by the Contracting Officer, the findings as to the facts shall be made by the Secretary only after consultation with the Contractor and shall be conclusive upon the parties. 10.7 Books. Records. and Reports. The Contractor shall establish and maintain accounts and other books and records pertaining to administration of the terms and conditions of this contract, including: the Contractor's financial transactions, water supply data, project operation, ma i ntenance and rep lacement logs, project land and right-of-way use agreements, and other matters specifically relating to this contract that the Contracting Officer may require. Reports thereon shall be furnished to the Contracting Offi cer in such form and on such date or dates as the Contract i ng Officer may requi re. Subj ect to app 1 i cab 1 e Federa 1 1 aws and ....... "-" regulations, each party to this contract shall have the right during office hours to examine and make copies of the other party's books and records C ...J relating to matters covered by this contract. ;3 10.8 Notices. Any notice, demand, or request authorized or 53 - - 1 required by this contract shall be deemed to have been given, on behalf of 2 the Contractor, when mailed, postage prepaid, or delivered to the Regional 3 Director, Lower Colorado Region, Bureau of Reclamation, P.O. Box 61470, 4 Boulder City, Nevada 89006, and on behalf of the United States, when mailed, 5 postage prepaid, or del ivered to the General Manager of the Contractor, 6 23636 North 7th Street, Phoenix, Arizona 85024. The designation of the 7 addressee or the address may be changed by notice given in the same manner 8 as provided in this article for other notices. 9 10 11 12 13 14 15 16 17 18 ....19 20 21 22.. 23 24 2S 26 10.9 Continqent on Appropriation or Allotment of Funds. The expenditure or advance of any money or the performance of any obligation by the United States under this contract shall be contingent upon appropriation or allotment of funds. Absence of appropriation or allotment of funds shall not relieve the Contractor from any obligations under this contract. No liability shall accrue to the United States in case funds are not appropriated or allotted. 10.10 Chanqes in Contractor's Orqanization. While this contract is in effect, no change shall be made in the Contractor's organization, by exclusion of lands, by dissolution, consolidation, merger or otherwise, except upon the Contracting Officer's written consent; Provided, however, That approval is hereby given to the inclusion of other counties as part of Contractor's service area, except, however, that the United States shall not be required, .under this contract, to construct project facl1ities to serve ..-. ..,. 3 lands within said additional counties. ::io 10.11 Assi qnment Limited--Successors and Ass; qns Oblf qated. The provisions of this contract shall apply to and bind the successors and ;.::.; assigns of the parties hereto, but no assignment or transfer of this 54 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 1 contract or any part or interest therein shall be valid until approved in 2 writing by the Contracting Officer. 10.12 Judicial Remedies Not Foreclosed. Nothing herein shall be construed (a) as depriving either party from pursuing and prosecuting any remedy in any appropriate court of the United States or the State of Arizona which would otherwise be available to such parties even though provisions herein may declare that determinations or deci sions of the Secretary or other persons are conclusive or (b) as depriving either party of any defense thereto which would otherwise be available. 10.13 Equa 1 Opportun ity. Ouri ng the performance of thi s contract, the Contractor agrees as follows: (a) The Contractor wi 11 not di scrimi nate agai nst any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advert; sing; 1 ayoff or termi nat; on; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Contracting Officer setting forth the provisions of this Equal Opportunity clause. (b) The Contractor will, in all sol icitations or -. .:.J: ~ . .. advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment .. . 55 - - 1 without regard to race, color, religion, sex, or national origin. 2 (c) The Contractor wi 11 send to each 1 abor uni on or 3 representative of workers with which it has a collective bargaining 4 agreement or other contract or understanding, a notice, to be provided by 5 the Contracting Officer, advising the labor union or workers' representative 6 of the Contractor1s commitments under this Equal Opportunity clause, and 7 shall post copies of the notice in conspicuous places available to employees 8 and applicants for employment. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 (d) The Contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965, as amended, and of the rules, regulations, and relevant orders of the Secretary of labor. (e) The Contractor shall furnish all information and reports required by said amended Executive Order and by the rules, regulations, and orders of the Secretary of labor, or pursuant thereto, and will permit access to its. books, records, and accounts by the Contracting Officer and the Secretary of labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (f) In the event of the Contractor1s noncompliance with the Equal Opportunity clause of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended, in whole or in part, and the Contractor may be declared i ineligible for further Government contracts in accordance with procedures - , - , authorized in said amended Executive Order, and such other sanctions may be imposed and remedies invoked as provided in said amended Executive Order, or by rule, re~1ation, or order of the Secretary of Labor, or as otherwise 5 provided by law. 56 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 1 2 3 4 (g) The Contractor will include the provisions of paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of said amended Executive Order, so that such provisions will be 5 bi ndi ng upon each subcontractor or vendor. The Contractor wi 11 tak.e such action with respect to any subcontract or purchase order as the Contracting Officer may direct as a means of enforcing such provisions, including sanctions for noncompliance; Provided, however, That in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the Contracting Officer, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. 10.14 Compliance With Civil Rights Laws and Regulations. (a) The Contractor shall comply with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d), Section 504 of the Rehabil itation Act of 1975 (Public Law 93-112, as amended), the Age Discrimination Act of 1975 (42 U.S.C. 6101, et ~.) and any other applicable civil rights laws, as well as with their respective.implementing regulations and guidelines imposed by the U.S. Department of the Interior and/or Bureau of Reclamation. (b) These statutes require that no person in the United i i States shall, on the grounds of race, color, national origin, handicap, or age, be excluded from participation in, be denied the benefits of, or be otherwi se subjected to di scrimination under any program or activity :3 ..j receiving financial assistance from the Bureau of Reclamation. By executing this contract, the Contractor agrees to immediately take any measures 1 57 - ~, 1 necessary to implement this obligation, including permitting officials of 2 the United States to inspect premises, programs, and documents. 3 (c) The Contractor makes this agreement in consideration of 4 and for the purpose of obta in i ng any and all Federal grants, loan s, 5 contracts, property discounts or other Federal financial assistance extended 6 after the date hereof to the Contractor by the Bureau of Reclamation, 7 i ncl udi ng installment payments after such date on account of arrangements 8 for Federal financial assistance which were approved before such date. The 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Contractor recognizes and agrees that such Federal assistance will be extended in reliance on the representations and agreements made in this article, and that the United States reserves the right to seek judicial enforcement thereof. 10.15 Officials Not to Benefit. No Member of or Delegate to Congress, Resident Commissioner or official of the Contractor shall benefit from thi s contract other than as a water user or 1 andowner in the same manner as other water users or landowners. 11. STATUS OF DECEMBER 15. 1972 CONTRACT Upon judicial confirmation of this contract, the December 15, 1972 contract ent it 1 ed "Contract Between the \;Inited States and the Central Arizona Water Conservation District For Delivery of Water and Repayment of Costs of the Central Arizona Projett" (Contract No. 14-06-W-245), shall be superseded and replaced by this contract. 3 - . ....... 1 58 ~ t.-' is t-tt-tNNNN tI1 H _H -o.lS N\O \Or"-o 0 0 :t:o.lS -4'COIl"lIl"lIl"lIl"l N >< N:t: ~~-4'~\I"lll'l -:t: CO.-i N r=:l -- -- ...... E-< c:: +oJ c:: tI1 0 en 0 0 .... c:: 0.... c:: u ~ +oJ 0 U+oJ 0 CIl =' .... =' .... ::; +oJ.Q +oJ t-tNt-tNNN N U.Q +J \ONII"lIl"lIl"lIl"l CO CC.... CU C::O-4'~C""lOO 0 Q.... 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Q, Ul e o ..... tJ CO c:: Q) ..... ~ E! CO "" G) e ... CO c:::l c:: o III III Q) tJ ... ::l ... E-4 ::l c:Q +I CO~ .c c:: +I CO c:: G) o > ..... .... ...... Q.CO 3 e Ul Ql Ul ... co..... CO Q) .c E! +I CO o c:: o "" Q) ~.::.c Ql 0 Ul 0 co::::: .0 Ql Ul.c c::... o -.1+1 ... CO co.c ........ ::l U~ ..... c:: CO CO U .. c::&n 00\ ..... 0\ ... ..... CO ..... C 11-I ..... c:: H~ Ql ... .-I al ..... 0. e o tJ 9 N co o ~ II'l 0\ o -4I/to o 0\ o 4IIto o o o . N -4I/to :3 ::Jo ~ al ~ C ::l o ~ ""*'*r EXHIBIT B 1 I 5 i z ~, .,,~ .; VICINITY MAP LEGEND BOUNOART OF CORTARO WATER USERS ASSOCIATION, C'>NAl.. ____ PIPltl.JNE. . OPltRATING Wltl.l., _ 80"':'04R'I' OF CORTARO-IIARAIOA IRRIGATlllH IlISTIIIC:. PHOTO MOSAIC FROM F>Haros TA:KEN AUG. 31, 1978 ~ WATER S UPP L Y FA.CILlTIES OF CORTARO WATER USERS ASSOCIATION 800"........ - EDMOMSTOM. !MGltla:W"...INc.. ' ....on.s. ""%0." OCTO" Je'7. "" . ., '$c.al.E ... .:- ....I -JltI.L ...a.P~"OI. ....:....~.,-: ":'''~ : ~:~~~~. .--:. .-,;..:"'.. - .... , ~ . . ,,;., i; ,. 1 l: . -,'-;, .~ :. Y~~""~~'.. 'il It.,. ,.. r .i = ... ~,~~ " \.";',.,~~E~" .? ';t'":~~liC:.") .'~ -'<~f::"f~4 ::::' :;; :"f~ r :=? = = L ~ = = 'xr. ?~ ~> _ 1 rf /,- ~-'- ,,) -'- ~ - ~,,,/ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed the day and- year first above written. ATTEST: THE UNITED STATES OF AMERICA CENTRAL ARIZONA WATER CONSERVATION DISTRICT ~~~6'-~ BY~~~ ..... . 1 =- . 59 - -, tzJ f.:) < en ~ ~ en ~ ~ E--t en E--t :z: Ul 0 0 H U E--t U >- ~ :;) ~~+J- O\OII'I_MII'I 0 ~ CIl 0.1Il~ COII'IClOU"l-q'ClO 0 p.. E--t +J 0. 0_ NM ClO p.. en t1l =,u- .. - ~ >- :z: ~en ..... ... 0 < ~ U _ ~:z: - tzJ 0 ~ ..... 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