HomeMy WebLinkAboutTWP 96 006 Agree Twp/Ont. Clean
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THE CORPORATION OF THE TOWNSHIP OF KINCARDINE
BY-LAW NO. 96-¿;¡~
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A By-Law authorizing the Corporation of THE TOWNSHIP OF
KINCARDINE to enter into an Agreement in the form annexed as
Schedule "A" with the ontario Clean Water Agency ("OCWA")
with respect to the operation and maintenance of the
wastewater facilities located in the Township of Kincardine.
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WHEREAS under Subsection 10(2), section 11 and
Subsection 63(3) of the ontario Water Resources Act, R.S.O.,
1990, Chapter 0.40, as amended, OCWA may enter into
agreements for the provision of water service or sewage
service and the council of a municipality may, by By-Law,
authorize the municipality to enter into an agreement with
OCWA for the provision of water service or sewage service to
the municipality.
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Ii AND WHEREAS the Municipality wishes to enter into an
, Agreement with OCWA providing for the operation and
:i maintenance of the wastewater facilities located in the
Township of Kincardine, which are owned by the Municipality.
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NOW, THEREFORE, THE COUNCIL OF THE CORPORATION OF THE
TOWNSHIP OF KINCARDINE ENACTS AS FOLLOWS:
1.
The Municipality does hereby authorize an Agreement, in
the form annexed hereto as Schedule "A" (the
"Agreement"), with OCWA for the operation and
maintenance by OCWA of the Works owned by the
Municipality as described in Schedule "A" annexed to
the Agreement;
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The Reeve and the Clerk-Treasurer be and they are
hereby authorized to execute the Agreement and any
other documents and agreements necessary or desirable
to carry out the intention of the Municipality and OCWA
with respect to the operation and maintenance of the
Works by OCWA.
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SECORD TIME THIS
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DAY OF
THIRD TDΠAND FDmLLY PASSED THIS
, 1996.
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& d:- DAY OF
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Seal
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SERVICES AGREEMENT
THIS AGREEMENT made as of the
day of
,1996.
BET WEE N:
~'&1:ITO M.'lZall' val"l"lln:l ........_cr/......iØ'!If nII"I':a:DT...... DES 1'&nY, a
corporation established under the C~ital Investment Plan Act.
~, Chapter 23, Statutes of ontario
(referred in this Agreement as "OCWA")
AND
TRII: ,.,.............'Icm' or TRII: TOIIBSH1:P or 1IrTWt"..lIn'IJIIK
(referred in this Agreement as the "Client")
BACICØROtJJID TO 'rUIS AGRD:IIKII'l:
. (a) Her Majesty the Queen in Right of Ontario, as represented by
the Minister of Environment and Energy and its several
predecessors in law (collectively referred to as the "Crown")
entered into various agreements (the "Existing Agreements")
with the Client concerning the construction, operation and
maintenance of a wastewater collection facility in the Village
of Tiverton (as further described in Schedule A to the
Agreement) (the "Facility") .
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(b) OCWA is the successor in title to the Crown as a result of the
Capita] Investment Plan Act. ]993.
(c)
The Client and OCWA desire to enter into this Agreement for
the purpose of further clarifying and delineating their
respective rights and obligations with respect to the
operation, payment and billing arrangements of and for the
Facility.
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The Counc~l of the Cl~ent on the 6eI day of ~,
1996 passed By-Law No. 9¿ - O~ authorizing t CJ$ent to
enter into this Agreement.
(d)
NOW THEREFORE in consideration of the mutual covenants
contained in this Agreement and other good and valuable
consideration the sufficiency of which is hereby irrevocably
acknowledged, the Client and OCWA agree as follows:
ARTIt'T·1f 1 - nm'IfT TO DDDlITIœs
Section 1.1 - Def;n;tiona
In this Agreement, the following terms are defined below or in
the section in which they first appear:
"Actual Charges" is defined in Section 4.4 of this Agreement.
"Agr.---~t" means this agreement together with Schedules A, Band
C attached hereto and all amendments made hereto by written
agreement between OCWA and the Client.
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Services Agreement
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"Authorizations" means each of the sewer use and water by-laws,
licences, certificates of approval, permits, consents and other
authorizations required under any law, regulation, By-Law or
government policy in order to operate the Facility from time to
time.
"Authorized !lepreaentati'98" means each individual designated by
either the Client or OCWA pursuant to section 2.5 to be authorized
to represent it for the purposes of this Agreement.
"Bus.ineaa Day" means a day other than a Saturday, Sunday or
statutory holiday in ontario.
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"Capital Expenditures" means the charges for all capital items in relation to the Facility,
including new or replacement equipment, any overhaul or rebuild of equipment, any non-rouÛDe
repair; maintenance (excluding day-to-day maintenance); any alterations and any associated
installation, commissioning and preselecûon costs, together with OCW A's service fee for
manAging the project.
"Claim" means any claim, fine, penalty, liability, damages, (including, but not limited to,
damages for economic loss), loss and judgment, (including, but not limited to costs and expenses
incidental thereto) of any kind or nature whatsoever.
"Estimate" is defined in Section 4.2 of this Agreement.
"Excluded Services" is defined in Section 2.3 of this Agreement.
"Existing Agreements" is defined in the Background to this Agreement.
"Facility" means the wastewater treatment facility as defined in the Background to this
Agreement and further described in Schedule A to this Agreement.
"Initial Term" is defined in Section 4.1 of this Agreement.
"Management Fee" is defined in Paragraph 4.6(a) of this Agreement.
"Services" is defined in Section 2.1 and further described in Schedule B to this Agreement.
"Unexpected EXpeDHS" is defined in Secûon 4.7 of this Agreement.
ARTICI.E 2 - RE.~PONSIRß .ITIES OF OCW A
Section 2.1- Retention ofOCWA
The Client retains OCW A to provide management, operation, administtation and
maintenance services (as further described in Schedule "B" to this Agreement) in respect of the
Facility (the "Services").
Section 2.2· PerformAnce of Services
OCW A shall operate the Facility in compliance with all applicable laws, regulations, and
Authorizations. OCW A may temporarily cease to provide or reduce the level of provision of
Services hereunder in the event of an emergency, a breakdown or any other reason beyond the
reasonable control of OCW A; provided, however, that OCW A shall, when practicable,
endeavour to give the Client reasonable advance notice of each such occ~.
Section 2.3 - Excluded Services
For greater certainty, the services setout in Schedule C to this Agreement are specifically
excluded from the Services (the "Excluded Services"). If the Client subsequently requires
OCW A to provide the Excluded Services, the Excluded Services may be provided at additional
cost to the Client.
Section 2.4 - OCW A lIS Ind~ndent Contractor
In performing the Services, OCW A shall be acting as an independent contractor and only
to the extent and for the specific purposes expressly set forth herein. Neither OCW A nor its
employees, agents or subcontractors shall be subject to the direction and control of the Client,
except as expressly provided in this Agreement.
Section 2.5 . Authorized Representatives
Each of OCW A and the Client shall be entitled to designate in writing to the other one or
mote individuals who shall be authorized to represent it in connection with the day-to-day
administration of the provisions of this Agreement (the" Authorized Representatives"). Each of
the parties shall be entitled to rely on the acts and approvals given by the other party's Authorized
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Representative until such time as it receives a written notification of change in the other party's
Authorized Representative.
· Seetion 2.6 - Rq,orti"lf
OCW A shall provide the following reports to the Client:
(a) a facility performance report, within forty-five Business Days of the completion of each
calendar year or such other period as the Client and OCW A may agree upon.
(b) a summarized financial report on a quarterly basis indicating expenditures to date and
funds remaining; and
(c) an annual report summarizing relevant activities and maintenance operations, actual
expenditures, laboratory analyses, treatment results, water quality, sludge utilization and
safety activities and any special studies.
Section 2.7 . Indemn¡fi~tion of the Client
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OCW A shall exonerate, indemnify and hold harmless the Client, its officers, employees
and agents from and against any and all Claims which may be suffered by, accme against or be
charged to or recoverable from the Client that result from OCW A's negligence or willful
misconduct when performing the Services. The Client shall be deemed to hold the provisions of
this Section 2.7 that are for the benefit of the Client's officers, employees and agents in trust for
such officers, employees and agents as third party beneficiaries under this Agreement.
Seetion 2.8 - InRu...n~e
OCWA shall arrange for insurance coverage of the Facility as described in Schedule B to
this Agreement. If there is a significant change in the insurance coverage described in Schedule
B, the Client will be notified of such change.
ARTICLE 3 - RESPONSIBILITIES OF THE C..IF.NT
Section 3.1 - Rt:P.......ntationl and WarrantieR ofthe Client
The Client represents and warrants to OCW A that:
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(a)
The Client bas the full power and authority to enter into and perform its obligations under
this Agreement, including but not limited to, the power and the authority to pay the
Estimate, the Actual Charges, the Management Fee (as hereinafter defined) and any other
costs that OCW A may incur in performing the Services, when due and payable under this
Agreement.
(b) The Client bas passed all necessary by-laws and obtained all necessary Authorizations to
enable it to enter into and perform its obligations under this Agreement and to operate the
Facility and the Authorizations are in good standing.
(c) The Client has provided OCW A with a true copy of each of the Authorizations referred to
in paragraph 3.1 (b) above; prior to the date of execution of this Agreement, including a
certified copy of each municipal by-law and other approval required to authorize the
Client to enter into and perform its obligations under this Agreement.
Section 3.2 . Covenantl of the Client
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The Client hereby covenants for the benefit of OCW A:
(a)
The Client agrees to promptly provide OCW A with any information relating to the
Facility which could have a bearing on the provision of Services by OCW A.
(b)
The Client sha1l repair, maintain and keep in a good working state in accordance with
good engineering practice, all wastewater that belong to or are under the control of the
Client and that collect and transmit wastewater to the Facility.
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[(c) The Client shall take reasonable steps to ensure that wastewater transmitted to the Facility
complies with the Client's sewer use by-law presently in force.]
Section 3.3 - Indemnlfieation of OCW A
The Client shall exonerate, indemnify and hold harmless OCW A, its directors, officers,
employees and agents from and against any and all Claims which may be suffered by, accrue
against, or be charged to or recoverable from OCW A that are in any way connected with
OCW A's provisions of the Services or the operation of the Facility, except where such Claim is
the result ofOCW A's negligence or willful misconduct. OCW A shall be deemed to hold the
provisions of this Section 3.3 that are for the benefit of OCW A's directors, officers, employees
and agents in trust for such directors, officers, employees and agents as third party beneficiaries
under this Agreement.
ARTICLE 4 - TERM PA YMF.NT FOR SEI~.vICES AND OTIfF.R CHARGES
Section 4.1 . Initial Term of Av-ment
This Agreement shall begin on January 1, 1996 and shall continue in effect for an initial
term of three year (the "Initial Term") and then shall be renewed for successive three year
terms unless terminated under Section 6.2.
Section 4.2 . Estimate
No later than September 30th of each year of the Initial Tenn, the Agency shall prepare
and submit to the Client, for its approval, an estimate of the charges associated with the provision
of the Services for.the following calendar year including a list of the Capital Expenditures
required for the operation of the Facility for the following year. The Client will inform DCW A
no later than December 1st whether the Estimate is approved (the "Estimate"). The Estimate,
once approved by the Client, shall be the Agency's authorization to incur the expenditures in the
Estimate. The Estimate for the first year of the Initial Term is $6,900.
Section 4.3 - Payment of tbe Estimate
The Client shall pay OCW A the Estimate for the Initial Term., in twelve monthly
payments, in advance on the first day of each month. Each monthly payment shall be $575.00
The first payment shall be due and payable on January 1, 19%. Payment shall be made by the
Client by pre-authorized debit from an account designated by the Client.
Section 4.4 - Reconelllation of the F~timate and Aetual Cbar:ps
At the end of each calendar year, DCW A will determine the actual charges for providing
the Services to the Client for that year (the "Actual Charges"). If the Estimate paid by the Client
for the year exceeds the Actual Charges, the Agency will pay the Client the difference within
thirty days of the Agency ",alcing the determination. If the Actual Charges exceed the Estimate
paid by the Client, the Client shall pay the Agency the difference within thirty days of the
Agency making the determination.
Seetion 4.5 - Other Char:ps
. The Estimate, as reconciled with the Actual Charges, includes all charges associated with
providing the Services, except for the following:
(a) OCW A's Management Fee (as described in Section 4.6 below); and
(b) Unexpected Expenses (as described in Section 4.8 below).
Section 4.6 . Manalement Fee
(8) In addition to payment of the Estimate, as reconciled with the Actual ChargeS, the Client
shall also pay OCW A a fixed annual management fee of $800 (the "Management Fee")
for every year of the Initial Term. The Management Fee shall be paid by the Client in
twelve equal monthly installments at the same time and in the same manner as the
Estimate.
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(b) The Management Fee in any renewal tenn shaI1 be as agreed by the Client and OCW A.
If the Client and OCW A cannot reach an agreement on the Management Fee for any
renewal tenn within six months of the beginning of the last year of the current tenn
(whether the Initial Term or a renewal tenn) (the "Current Term"), this Agreement wiIl be
terminated six months from the last day of the Current Term. During this six month
period, the Client wiIl pay the Management Fee paid for the last year of the Current
Term, as indicated above, pro-rated over the six month period.
(c) The Management Fee includes all additional charges prescribed by Regulation.
Seetion 4.7 - fJne1\Pected Expt>n......
(a) "Unexpected Expenses" means unanticipated expenditures that OCW A incurs in order to
address equipment failure, acts of third parties, or other circumstances beyond OCW A's
reasonable control (such as unregulated septic dumping or ilJegal industrial waste
discharges), an emergency situation or other unforeseen circumstances (such as fire,
overflows and floods).
(b) In the event that OCW A is required to incur Unexpected Expenses, the prior approval of
the Client with respect to those Unexpected Expenses wiIl be required only if time
permits. Within ten days of incurring the Unexpected Expenses OCW A wiIl provide the
Client with a report detailing the reasons the Unexpected Expenses were incurred and the
Client shall pay OCW A for the Unexpected Expenses immediately upon receipt of an
invoice from OCW A.
Section 4.8 - Interest on Late Plt)'ments
(a) "Prime Rate" means the rate of interest expressed as an annual percentage rate announced
from time to time by the Bank of Montreal as its reference rate then in effect for
determining interest rates on commercial demand loans in Canadian dollars made in
Canada whether or not any such loans are made by such bank on the day of
determination.
(b) If the Client's monthly payment of the Estimate is not available in its designated bank
account on the agreed to date of payment, OCW A wiIl notify the Client that the funds
were not available. On the next Business Day, OCW A wiIl again attempt to withdraw the
monthly payment. If funds are not available when the second attempt to withdraw funds
is made, OCW A wiIl notify the Client that the payment is late, and in addition to paying
the monthly payment owing to OCW A, the Client shalI pay OCW A interest at the Prime
Rate plus 3%. Interest shaJl accrue on a daily basis from the day after the second attempt
to withdraw funds is made.
(c) All late payments, other than those described in Paragraph 4.8(a) above, shaI1 bear
interest at the Prime Rate plus 3%. Interest shall accrue on a daily basis from the date
after payment is due.
Section 4.9 - Partial Payment ofD~nted Invoices
If the Client disputes any portion of an invoice, the Client shaIl nonetheless pay to
OCW A the undisputed portion of the invoice by the due date. If any additional amount is finally
determined to be payable to OCW A, the Client shall pay OCW A the additional amount, plus
interest as provided above in Paragraph 4.8(c) above, within ten days from the date of final
determination.
ARTTCU'. 5 - DTSPIJTF. RESOI.UTION
Section 5.1 - Arhitration
(a) If a dispute arises between the Client and OCW A which cannot be resolved within a
reasonable time, the issue shaIl be determined by a sole arbitrator appointed by mutual
agreement between the Client and OCW A. Failing agreement, the issue shall be
determined by a panel of three arbitrators: one arbitrator shall be appointed by the Client
and a second arbitrator shall be appointed by OCW A. These two arbitrators shall appoint
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a third, who shall chair the arbitration. The determination of the sole arbitrator or the
arbitration panel, as applicable, shal1 be finalBnd binding upon OCW A and the Client
and there shall be no appeal from the determination.
· (b) The arbitration shall be governed by the provisions of the Arbitrations Act.
ARTIn.~ 6 - EXISTING AGR~~MF.NTS. TF..RM AND TERMINATION
Seetion 6.1 - ~:dstin, Agreements
(a) Upon execution of this Agreement, all Existing Agreements between the Client and the
Crown made under Section 63 of the Ontario Water Resources Act, R.S.O. c.O.40
entered into before the 1st day of April, 1974 are terminated.
(b) Any Existing Agreement between the Client and OCW A (except an Existing Agreement
referred to in Paragraph 6.1 (a) above), shal1 remain in effect, except to the extent
inconsistent with this Agreement.
(c)
Notwithstanding any other provision of this Agreement, all financial obligations arising
under any Existing Agreement between the Client and OCW A or the Crown, shall remain
in effect until new financing arrangements are entered into between the Client and
OCWA.
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(d) This Agreement shall not affect OCW A's responsibility to provide financing for any
expansion of the Facility under any Existing Agreement entered into after March 31,
1974, between the Client and OCW A or the Crown.
Section 6.2 - Termination of Agreement
(a) At least twelve calendar months before the expiry of the Initial T enn, the Client shall
notify OCW A in writing whether it wishes to renew or terminate this Agreement at the
end of the Initial Term.
(b) During the Initial Term, this Agreement cannot be terminAted by either the Client or
OCW A unless:
(i) there has been a material breach of the Agreement; and
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(ii) the party complaining of the breach has given written notice of the breach to the
other party; and
. (iii) the other party does not correct the breach within thirty days of receiving the
notice; and
(iv) after the thirty days referred to in paragraph (iii) above has expired, the party
complaining of the breach gives the other party six months written notice of
termination.
If either party disputes the existence of a breach or that the breach is material, the dispute
may be referred to arbitration under Section 5.1 of this Agreement.
(c) After the Initial Term of this Agreement, either the Client or OCW A may terminate this
Agreement as follows:
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(i) for any reason, upon twelve months prior written notice; or
(ii) if there has been a material breach of the Agreement, in accordance with the
procedure described in Paragraph 6.2(b) above.
Section 6.3 - Tennin.tion and Tn..fer orLand
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This Agreement shall only be terminated in accordance with Section 6.2 above. If, upon
termination of this Agreement DCW A no longer operates the Facility, the following sba11 take
place:
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(a)
The Client shall arrange and pay the costs of the transfer, to the Client on an "as is· basis,
of any of the land in which OCW A bas an ownership interest and which is used
exclusively by the Facility; and
(b) DCW A and the Client shall pay all outstanding amounts owing to each other under this
and any other Existing Agreement relating to the Facility.
Section 6.4 - Final Settlement
If OCW A ceases to operate and maintain the Facility, there shall be a final settlement of
all accounts with respect to the Actual Charge, the Management Fee and any other charges
incurred by OCW A and amounts owing by the Client under this Agreement, no later than ninety
days after OCW A ceases to provide the Services.
ARTICLE 7 - GENF.RAI.
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Seetion 7.1- Agreement to Govern
If there is any inconsistency between this Agreement and any Schedule to this
Agreement, this Agreement sba11 govern.
Section 7.2 - Headinp
The division of this Agreement into Articles, Sections and Parts and the insertion of
headings are for convenience of reference only and will not affect the construction or
interpretation of this Agreement. The terms "hereof', "hereunder" and similar expressions refer
to this Agreement and not to any particular Article, Section, Part or other portion hereof and
include any agreement supplemental hereto. Unless something in the subject matter or context is
inconsistent therewith, references herein to Articles, Sections and Parts are to Articles, Sections
and Parts of this Agreement.
Section 7.3 - Entire Agreement
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This Agreement constitutes the entire agreement between the Client and OCW A with
respect to the subject matter hereof and cancels a,nd supersedes any prior understandings and
agreements between the Client and OCW A with respect thereto. There are no representations,
warranties, terms, conditions, undertalcing,q or collateral agreements, express, implied or
statutory, between the parties other than as expressly set forth in this Agreement.
Section 7.4 - Amendments and Waivers
No amendment to this Agreement will be valid or binding unless it is in writing and duly
executed by both of the parties hereto. No waiver of any breach of any provision of this
Agreement will be effective or binding unless it is in writing and signed by the party purporting
to give such waiver and, unless otherwise provided, will be limited to the specific breach waived.
Section 7.5 - Further Aunran&!ell
Each of the Client and DCW A will from time to time execute and deliver all such further
documents and instruments and do all acts and things as the other party may reasonably require
to effectively carry out the provisions of this Agreement.
· Section 7.6 - Governing Law
This Agreement is governed by and will be constroed in accordance with the laws of the
Province of Ontario and the laws of Canada applicable therein.
Seetion 7.7 - Su......·o... and Åu¡p.
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This Agreement shall enure to the benefit of and be binding upon, the parties hereto and
their successors and permitted assigns.
Section 7.8 - Survival
All representations and obligations of the parties, including without limitation the
obligation of the Client to exonerate and indemnify OCW A, shall survive indefinitely the
termination of this Agreement
s.etiøn 7.9 - SeverabiliQ'
If any provision hereof or the application thereof to any person or circumstance shall be
invalid, illegal or unenforceable, the remaining provisions or the application of each provision to
persons or circumstances other than those as to which it is invalid or unenforceable, shall
continue to be valid and enforceable.
Section 7.10 - Ûlltuio Water Resounes Act
This Agreement is subject to the provisions of the Ontario Water Resources Act, as
amended, and any legislation substituted therefor from time to time, together with the regulations
made thereunder.
Section 7.11 - Notices
Any notice, bill or other communication given by either party to this Agreement to the
other shall be deemed to have been given three Business Days after such notice or
communication is mailed in by registered mail addressed in the case of:
(a) Any notice, or other communication required or pemiitted to be given hereunder by either
party to this Agreement shall be in writing and shall be delivered in person, transmitted
by fax or similar means of recorded electronic communication or sent by registered
Telecopier No., mail, addressed as follows:
(i)
if to the Client:
Township of Kincardine,
P.O. Box 14,
R.R.#5,
Kincardine, Ontario,
N2Z 2X6
Telephone:
Fax:
Attention:
519-396-8100
519-396-8432
Clerk-Treasurer
(ii) if to OCWA:
Ontario Clean Water Agency
1240 Wonderland Road South,
London Ontario
N6L IA7
Telephone:
Fax:
Attention:
519-652-7014
519-652-7020
Manager of Western Area
(b) Any such notice or other communication shall be deemed to have been given and
received on the day on which it was delivered or transmitted (or, if such day is not a
Business Day, on the next following Business Day), or, if mailed, on the third Business
Day following the date of mailing; provided, however, that if at the time of mailing or
within three Business Days thereafter there is or occurs a labour dispute or other event
which might reasonably be expected to disrupt the delivery of documents by mail, any
notice or other communication hereunder shall be delivered or transmitted by means of
recorded electronic communication as aforesaid.
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SeetåOD 7.12 - Connte'1larts
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This Agreement may be executed in counterparts, each of which shall constitute an
original and all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF the parties have duly executed this Agreement.
Date of Signing
Date of Signing
ONTARIO CLEAN WATER AGENCY
By:
Jim Merritt
Vice President, Operations
By:
Fausto Saponara
Vice President, Administration
and Chief Financial Officer
THE CORPORATION OF THE TOWNSHIP OF KINCARDINE
Schedules: A, B, and C.
By c;,~~, ~~
(J()rdon Jarrell
Reeve
By, ~Ma I~.;,.})
M . I Eskrick.
C -Treasurer
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SCRF.DIJI.E A
The Facility
Part 1. Description of the Facility
For the purposes of this agreement, the Facility is comprised of the following:
A sanitary wastewater collection system, one pumping station with associated forcemains.
Part 2. Legal Description of the Laads on which the Facility is Situated
The location of the Treatment Facility is as follows:.
Part of Lot 20, R.P.3R4448 Kincardine Twp.
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The S..rvi....
For the purposes of this Agreement, the following services shall constitute the services to be
provided by OCW A and are collectively referred to herein as "the Services" (Note: The
following list is as complete as possible but may not be exhaustive):
1. ~ratinlf Duties
OCW A will perform regularly scheduled inspections and carry out associated operational duties
at the Facility, including all related equipment, buildings and property to ensure that the Facility
is operating effectively. Specifically, OCWA will:
Wutewater Collection
yearly, remove maintenance hole covers and inspect for flow through, debris
accumulation, structural stability of walls and rungs, infiltration and proper benching;
flush maintenance holes and sewers once per year with hydrant water and remove sand
and debris;
routinely monitor wastewater collection system for infiltration, illegal connections and
illegal discharge of contaminan~ to system; and
sample raw wastetwaer routinely
DIQ'-to-DIQ' Maintenance
OCW A will provide day-to-day maintenance of the Facility in accordance with industry
standards and equipment manufacturer's instructions. Specifically, OCW A will:
· carry out a routine lubrication program including greasing and oiling as specified in the
lubrication schedule;
· perform maintenance duties to equipment by following the preventive measures
procedures; by checking machinery and electrical equipment when required and
overhauling of equipment;
· maintain an inventory on all equipment and tools; and
· ensure the security of the project by locking doors and gates;
3.
C.pital Improvements
· OCW A will record information on the frequency of equipment breakdown and repair
costs to determine replacement needs. Parts of the Facility requiring upgrading or
improvement will be identified and brought to the attention of the Client in accordance
with section 4.2 of this Agreement
4. Optimi7..Ation and Compli.nee 01 Operation
OCW A will regularly analyze, investigate and implement measures to improve the
effectiveness and efficiency of the Facility.
The operator is responsible for ensuring an efficient operation of the process and keeping
records on a daily basis by:
Wastewater Colledinn and T.-tment
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recording and analyzing wastewater flow, electricity used;
calculating, recording, and analyzing flows and monthly flows, pumping station running
hours;
on a routine basis, completing the daily operating forms for statistics for computer input
and output forms and correcting the results of the output forms to ensure a proper
monitoring of plant flows and process;
collecting samples for chemical and bøcteriological analyses and ensuring that they are
shipped to the proper labs;
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ensuring that the daily operations comply with and fulfill the requirements of the
Certificate of Approval and other legal documents;
inspecting wastewater collection system for sources of infiltration or illegal discharge of
contaminl1nts and working with client to resolve.
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4. RlI,portiDf
The reporting shall include:
· an annual Facility Performance Report to include information on flows, bypasses and
sewer connections.
5. In.nran~e
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OCW A will arrange for the following insurance coverage in respect of the Works:
" All Risks" Property Insurance, including earthquake and flood, subject to policy
exclusions, on buildings and equipment situated within 1,000 feet of the premises,
including pumping stations but excluding underground sewer pipe system. Limits:
replacement value (as deterinined yearly by OCWA) with $10 million sub limit on Extra
Expense coverage and six week sublimit on Interruption by Civil Authority.
Boiler and Pressure Vessel Insurance, subject to policy exclusions. Limit: $10 million
per loss.
Comprehensive General Liability Insurance covering third party liability for property
damage and/or bodily injury caused by negligence arising out of OCW A's operations.
Limit: $10 million per occurrence.
Automobile Insurance to cover; automobile liability accident benefits to a maximum of
$2 million; collision.
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6. R~I.toJY M.tten
· OCW A will handle day-to-day regulatory requirements and contacts with regulatory
authorities in respect of operating issues concerning the Facility. OCW A will review any
inspection reports prepared by regulatory authorities that are provided to OCW A.
Subject to any approvals of the Municipality required by sec:1ion 4.2 of this Agreement,
OCW A will either correct deficiencies identified in such inspection reports or negotiate
changes to the reports with the regulatory authorities.
7.
Stafling
· OCW A will staff the Facility with certified operators and other trained staff as required
by regulation under the Ontario Water R.......nrr.p.s Act.
· All OCW A staff at the Facility have been trained for the normal process operation and
maintenance of the Facility and have also received training on how to deal with
emergency situations should they arise. Staff will continue to receive training on an
ongoing basis.
· OCW A staff are available to provide 24 hour coverage at the Facility in the event of
illness or emergencies.
8. Eme...c:y Situation. .nd Safety
.
The Facility has a contingency plan in place to deal with non-routine operational
situations and emergency situations such as spills, by-passes, overflows, hydro
interruptions and equipment failure.
One of OCW A's safety officers regularly inspects the Facility and provides ongoing
safety training to staff.
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!¡¡CHEDULE C
The following services willllll1 be provided by DeW A and are considered to be
"Excluded Services" for the purposes of this Agreement:
· > installation of new sewer services;
· cost for non-routine sampling and lab analysis;
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TOWNSHIP OF KINCARDINE
OFFICE OF THE CLERK. TREASURER
TEL: 51~100
FAX: 519-386-8432
MURIEL p, ESKRICK
BOX 14
R.R. 5. KINCARDINE. ONT.
N2Z 2X6
.
June 6,1996
Ontario Clean Water Agency
western Area
1240 Wonderland Road South
LooOOn., OntariO
N611A7
COPy
Attention: Mr. Bruce E. Boland, P. &g.
Dear Bruce:
.
Subject:
Invedmron Wastewater Collection
System Agreement
Town_hip ofJ{iN".AM~
I am. pleased to infunn you that KincaIdine Township has passed By-Law 96-06 to enter into
the subject Agreement with O.C.W.A.
The Agreement in duplicate is being retomed at tbis time, to be executed byyour signing
ðfficers. It is my 1JI1derstancling that you will then return one fully executed copy to me fur
our files. '
I certaiDly appreciate your CQnhn1)ed coopeœtion in tbis matter.
Thank you.
TOWNSlDP OF KINCARDINE
.~~
Clerk-Treasurer
MPE:clr
Enclosures