HomeMy WebLinkAboutDarigold - PWRF - Interim Agreement for the PWRF with Darigold, Inc.INTERIM AGREEMENT
PASCO PROCESS WATER REUSE FACILITY (PWRF)
DARIGOLD, INC.
THIS INTERIM AGREEMENT between the City of Pasco, a Washington Municipal
Corporation, hereinafter referred to as "City", and Darigold, Inc, hereinafter referred to as
"Darigold" (the "Interim Agreement"), collectively referred to as "Parties", is entered into for the
purpose of the City agreeing to accept Darigold's Industrial Wastewater and Condensate of Whey
("COW") Water, in accordance with the following terms and conditions.
WHEREAS, the City owns, operates, and maintains a WA State Department of Ecology
("Ecology") -approved Process Water Reuse Facility ("PWRF") and 14 nearby City -owned farm
circles for the final treatment and disposal of over 900 million gallons of industrial wastewater
from several local agricultural processing plants; and
WHEREAS, the Pasco Municipal Code (PMC) Chapter 13.55 specifies the connection
requirements, monthly charges, rate modifications and new users, as well as usage limitations for
the PWRF; and
WHEREAS, Darigold plans to build a large butter and protein powder processing plant
currently scheduled to begin ramping up operation of the plant beginning February 2024 and be
operational by July 2024; and
WHEREAS, the City has need to upgrade and increase treatment capacity of the PWRF,
increase winter storage pond capacity, and increase the land treatment system to accommodate the
treatment of Darigold's two wastewater streams along with the increased growth in Pasco's
agricultural processing market; and
WHEREAS, the City and a Developer plan to design and build two anaerobic digesters, a
biological nitrogen removal system, and a renewable natural gas ("RNG") plant (hereinafter
referred to as the `Project') that would pretreat Darigold's wastewater prior to being disposed of
via irrigation to said farm circles, and the value associated with the sale of RNG will likely help
reduce Darigold's financial obligation related to the cost for treatment and disposal of their
wastewater streams; and
WHEREAS, the City has determined that the anaerobic digesters, biological nitrogen
removal system, and RNG plant are the preferred methods to pretreat Darigold's wastewater prior
to final disposal; and
WHEREAS, this Interim Agreement is legally binding and shall be in full force and effect
until replaced with a long-term agreement addressing Darigold's future payments to the City for
the treatment and disposal of Darigold's industrial wastewater; and
Interim Agreement — Darigold Industrial Wastewater to PWRF Page I of 3
WHEREAS, Darigold and City agree, based upon the Parties' above representations, it is
in the interest of both Parties to enter into this Interim Agreement for the mutual benefit of both
Parties.
NOW, THEREFORE, BY THIS INTERIM AGREEMENT, the Parties agree to the following:
1. City agrees to faithfully move forward with a Developer on the design and construction of the
Project.
2. Darigold agrees to faithfully coordinate with and support the City's and Developer's efforts on
the expedient design and construction of the Project.
3. City agrees to accept Darigold's industrial wastewater and COW water in accordance with the
following schedule:
Volume 20,000 40,000 50,000 100,000 132,866 381,991
Cumulative 600,000 1,800,000 3,300,000 6,300,000 10,285,980 21,745,680
Volume (gallons)
* The combined quantity of both industrial wastewater and COW water will gradually increase each month thereafter
to a maximum volume of 1.5 million gallons per day
4. City agrees to accept Darigold's industrial wastewater and COW water even if the Project is
not yet fully operational.
5. Darigold agrees to pay City $20,410.00 per month beginning February 2024 and said payment
shall continue each month until the Darigold plant is fully operational, and this Interim
Agreement is replaced by a permanent agreement, which will include agreed upon future costs
and be in compliance with PMC 13.55, as amended.
6. Darigold agrees to pay any additional Project costs, not to exceed $500,000.00 specifically
related to the accelerated schedule necessary to meet the February 2024 deadline. Costs will
be determined and reviewed by the Parties as soon as said costs become available.
7. Any notice or information required or permitted to be given to the parties related to this Interim
Agreement shall be to the following addresses, unless otherwise specified:
City of Pasco
Mr. Dave Zabell, City Manager
525 North 3rd
Pasco, WA 99301
(509) 545-3404
zabelldrdc Pasco-wa.gov
Darigold, Inc.
Attn: General Counsel
5601 6th Ave S, Suite #300
Seattle, WA 98108
Notice shall be deemed given upon receipt of personal delivery or five (5) days after deposit in
the United States Mail in the case of regular mail, or next day in the case of overnight delivery.
Interim Agreement — Darigold Industrial Wastewater to PWRF Page 2 of 3
8. This Interim Agreement and any non -contractual obligations arising out of or in connection
herewith, shall be construed in accordance with, and governed by, the laws of the State of
Washington. Notwithstanding the foregoing, Darigold agrees to hold the City of Pasco
harmless of any requirement to provide wastewater services should the City be ordered not to
provide services by a court of competent jurisdiction.
This Interim Agreement shall become effective upon the date of signature approval by the last
party as indicated below.
DATED this O9I5S day of '�(''rv� , 2022.
CITY OF PASCO, WASHINGTON:
By:
Dave Zabell, r
DARIGOLD, INC.
By: Title:
Yoe Coote
CEO
Interim Agreement — Darigold Industrial Wastewater to PWU Page 3 of 3