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HomeMy WebLinkAbout4594 Resolution - US Bureau of Reclamation M&I Water Service ContractResolution – USBR M&I Water Service Contract - 1 RESOLUTION NO. 4594 A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING THE INTERIM CITY MANAGER TO EXECUTE A MUNICIPAL AND INDUSTRIAL WATER SERVICE CONTRACT WITH THE UNITED STATES BUREAU OF RECLAMATION. WHEREAS, the City of Pasco (City) owns and operates an irrigation utility with a growing service area; and WHEREAS, the City of Pasco (City) recognizes the necessity to secure a reliable additional water supply for its municipal irrigation utility; and WHEREAS, the United States Bureau of Reclamation (USBR) is authorized to enter into contracts for water supply for municipal and industrial purposes under the Reclamation Act of 1902, as amended and supplemented; and WHEREAS, the City has negotiated the terms of a Municipal and Industrial (M&I) Water Service Contract with the USBR to provide supplemental water supply for the City’s irrigation systems; and WHEREAS, the City Council of the City of Pasco, Washington, has after due consideration, determined that it is in the best interest of the City of Pasco to enter into the M&I Water Service Contract with the USBR. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council of the City of Pasco approves the terms and conditions of the M&I Water Service Contract between the City of Pasco and the USBR as attached hereto and incorporated herein as Exhibit A. Be It Further Resolved, that the Interim City Manager of the City of Pasco, Washington, is hereby authorized, empowered, and directed to execute said M&I Contract on behalf of the City of Pasco; and to make minor substantive changes as necessary to execute this Contract. Be It Further Resolved, that this Resolution shall take effect immediately. Resolution – USBR M&I Water Service Contract - 2 PASSED by the City Council of the City of Pasco, Washington, on this 21st day of April, 2025. _____________________________ Pete Serrano Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, MMC Kerr Ferguson Law, PLLC City Clerk City Attorneys 1 Contract No. 24XX160119 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION Columbia Basin Project, Washington MUNICIPAL AND INDUSTRIAL WATER SERVICE CONTRACT Contents Article Title Page No. No. Preamble ........................................................................................................... 1 1-8 Explanatory Recitals ......................................................................................... 1-2 9 Definitions......................................................................................................... 2-3 10 Term of Contract ............................................................................................... 3 11 Availability of Water ....................................................................................... 4 12 Payments for Water........................................................................................... 4-6 13 Contract Administration Fees .......................................................................... 6 14 Measurement and Responsibility for Distribution ............................................ 6-8 15 Contractor to Provide Safe, Suitable, and Lawful Water.................................. 9 16 Contractor Agrees to Comply With All Applicable Laws ................................ 9 17 Water Provided As-Is, Where ........................................................................... 10 18 Title to Project Works ....................................................................................... 10 19 Termination of Contract ................................................................................... 10-11 20 Environmental Resources and Contract Compliance Reviews ......................... 11-12 21 Standard Provisions ......................................................................................... 12-13 Signatures .......................................................................................................... 14 Acknowledgments ............................................................................................ 15 Exhibit A Exhibit B Contract No. 24XX160119 1 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION COLUMBIA BASIN PROJECT, WASHINGTON MUNICIPAL AND INDUSTRIAL WATER SERVICE CONTRACT BETWEEN THE UNITED STATES AND CITY OF PASCO THIS CONTRACT, made this day of , 20___, pursuant to the Act of Congress approved June 17, 1902 (32 Stat. 388), and acts amendatory thereof or supplementary thereto, and particularly Section 9(c)(1)(B) of the Reclamation Project Act of 1939 (53 Stat. 1187) as amended, collectively known as the Federal Reclamation laws, between THE UNITED STATES OF AMERICA, referred to as the United States, represented by the officer executing this contract, referred to as the Contracting Officer, and CITY OF PASCO, referred to as the Contractor; WITNESSETH THAT; EXPLANATORY RECITALS 1. WHEREAS, the United States, acting through the Bureau of Reclamation, constructed the Columbia Basin Project, Washington (the “Project”), and has water rights thereon, including those for municipal, industrial, and miscellaneous purposes (“M&I water”); and 2. WHEREAS, the Contractor desires to enter into a contract with the United States for M&I water to be available beginning in the 2025 irrigation season to have assurance to build the infrastructure for the use of M&I water to be conveyed and delivered to PEC HEADWORKS Contract No. 24XX160119 2 to supplement their residential irrigation system water supply for lawn and landscape maintenance beginning with the 2025 irrigation season; and 3. WHEREAS, the United States has determined that it is in the best interest of the Project that M&I water be made available for the proposed use on an interruptible basis for the period covered by this contract; and 4. WHEREAS, use of the M&I water by the Contractor, in the manner and upon the terms and conditions provided in this contract, is in the public interest and will not impair the efficiency of the Project for irrigation and other authorized purposes or the rights of the South Columbia Basin Irrigation District (the “District”); and 5. WHEREAS, the Contractor recognizes that delivery of the water made available by this contract to PP6.0 Lateral will depend on the Contractor independently working with the District because the United States’s obligation under this contract is only to make the water available at PEC HEADWORKS; and 6. WHEREAS, the Contractor recognizes that the United States has no responsibility for ensuring that any water is delivered from PEC HEADWORKS to the PP6.0 lateral; and 7. WHEREAS, the Contractor agrees to use this water only for lawn and landscape maintenance and not for any domestic purposes; 8. WHEREAS, Categorical Exclusion Checklist CPN-EFO-CE-2024-038 was issued on February 2, 2025; and NOW, THEREFORE, in consideration of the mutual and dependent covenants herein stated, it is agreed as follows: DEFINITIONS 9. The following terms, as used in this contract, shall have the following respective meanings: Contract No. 24XX160119 3 “Irrigation” shall mean the use of contract water to irrigate land primarily for the production of commercial agricultural crops or livestock, and domestic and other uses that are incidental thereto. “Municipal and Industrial” or “M&I” shall mean the use of contract water for municipal, industrial, and miscellaneous other purposes not falling under the definition of “irrigation” use above or within another category of water use under an applicable Federal authority. TERM OF CONTRACT 10. (a) This contract shall become effective as of the date first above written and will have a term of not to exceed 10 years; Provided; that this contract will automatically renew for a period of not to exceed 10 years at the end of 10, 20, and 30 years from the date first above written unless sooner terminated in accordance with Article 19, Provided however; that this contract does not qualify as a long-term contract under the Act of June 21, 1963 (77 Stat. 68) and in no event shall this contract be in effect beyond 40 years through automatic renewals. This contract will not automatically renew for a period of not to exceed 10 years if at any point a notice of non-renewal was provided in accordance with Article 19(c). (b) It is understood and agreed that the furnishing of water herein provided shall not be considered as binding the Contracting Officer to furnish water to said Contractor after the end of said contract period, neither shall this contract under any circumstances become the basis of a beneficial interest in the water delivered nor a legal right to it. The Contractor, for itself, its successors and assigns, and all persons claiming under or through it, hereby expressly consent that at the expiration or termination of this contract, the use of water provided herein shall terminate and revert to the United States as fully as if this contract had never been made, and no water had ever been furnished. Contract No. 24XX160119 4 AVAILABILITY OF WATER 11. (a) Subject to the conditions, exceptions, and reservations set forth herein and the availability of M&I water in quantities sufficient to fulfill the requirements of this contract without impairing the efficiency of the Project for irrigation, and without creating a temperature impairment for the delivery of Project water for irrigation, or for any other authorized purposes, the United States hereby authorizes the Contractor to use up to One Thousand (1,000) acre-feet of M&I water to be conveyed and delivered from the PEC Headworks during the irrigation season, as provided in this contract for lawn and landscape maintenance. The anticipated point of diversion is the PP6.0 lateral, which is shown in Exhibit B, although the United States is only responsible for making water available at PEC Headworks. The Contractor understands and agrees that (1) under this contract, the United States will only deliver water to the PEC Headworks, (2) that because the District has responsibility for operating the delivery works beyond the PEC Headworks, the Contractor must independently work with the District to have the water delivered to the PP6.0 lateral, and (3) that the United States has no responsibility for ensuring that the water under this contract is delivered to the PP6.0 lateral, for assisting the Contractor in working with the District, or for any act or omission beyond the PEC Headworks. (b) Contracted water quantities may be reduced at the Contracting Officer’s discretion based on the Contractor’s peak water use prior to any irrigation season, but in no event after payment has been accepted by both the United States and the District pursuant to Article below. PAYMENTS FOR WATER 12. (a) Payment to the United States and the District in advance of any delivery of water is a condition precedent to delivery of the water. (b) The Contractor shall pay the District in advance of delivery of water Contract No. 24XX160119 5 under this contract each year a conveyance and delivery charge to be determined by the District. No part of the payment will be refunded in the event the Contractor does not utilize its allocated quantity of water due to no fault of the Contracting Officer or the District. If the District fails to determine a conveyance and delivery charge, then the Contractor must inform the Contracting Officer in writing, and the Contracting Officer may provide the Contractor with alternative instructions to follow, but in no instance will the Contracting Officer be obligated to do so. (c) (1) The Contractor shall pay the United States the sum of $48,000.00, on or before March 1, 2025, and a like payment annually afterwards on or before March 1 of each succeeding year during the term of this contract, which shall entitle the Contractor to receive up to One Thousand (1,000) acre-feet of M&I water. No part of the payment will be refunded in the event Contractor does not utilize its allocated quantity of water due to no fault of Contracting Officer. No part of the payment will be refunded in the event the United States delivers water to the PEC Headworks, but the District does not deliver water, whether at all or in a way to make the water useful to the Contractor. Similarly, if the United States delivers water to the PEC Headworks but the District does not deliver water, whether at all or in a way to make the water useful to the Contractor, the Contractor shall still be obligated to pay the United States in full under this contract. (2) If contracted water quantities are reduced pursuant to Article 11(b) the payment required in Article 12(c)(1) will be reduced in proportion to the reduction in water quantity. (3) The annual payment set forth in Article 12(c)(1) of this contract is based on an initial rate of $48.00 per acre-foot. From time to time, the rate per acre-foot and the annual payment due the United States under Article 12(c)(1) of this contract shall be reviewed by the Contracting Officer and revised if necessary by the United States. Such review shall be in Contract No. 24XX160119 6 accordance with Federal Reclamation laws and the then current municipal, industrial, and miscellaneous purposes rate policy applicable to the Columbia Basin Project. CONTRACT ADMINISTRATION FEES 13. In all future contract actions, if any, including contract renewals, new contracts, contract amendments, or supplements, the Contractor shall be subject to administrative fees assessed by the United States. MEASUREMENT AND RESPONSIBILITY FOR DISTRIBUTION 14. (a) The water furnished to the Contractor shall be diverted and measured by the Contractor at a location approved by the Contracting Officer. The Contractor shall, at its own cost and expense, furnish and maintain any pumps, pipelines, or other facilities necessary to divert, convey, and temperature control the water made available under this contract or otherwise, and shall, at its expense, provide the necessary power. The Contractor shall obtain from the District, upon approval by the United States, a permit for any installation, facilities, and equipment on Project rights-of-way, based on plans approved in advance by the United States and subject to the United States’ inspection and approval, and shall pay the United States its reasonable charge for engineering and inspection work in connection therewith. Permits will not be issued for facilities which will provide for water diversions at excessive flow rates. Title to the headgate and other permanent water diversion facilities constructed in PP6.0 lateral shall vest in the United States as part of the transferred works of the District. The Contractor agrees, at its expense, to furnish, install, and maintain a meter or such other measuring device or procedure as may be approved by the Contracting Officer. The Contractor shall prepare and furnish certified monthly water use reports and related data as may Contract No. 24XX160119 7 be required by the Contracting Officer. The Contracting Officer, or their authorized representatives, shall at all times have access to the measuring equipment or procedures for inspection purposes. Any deficiencies found therein by the Contracting Officer shall be corrected promptly by and at the expense of the Contractor. If for any reason the device or procedure fails, in the opinion of the Contracting Officer, to operate satisfactorily, the Contracting Officer shall, from the information reasonably available, estimate the quantity of water diverted under this contract, which estimate shall be accepted by the Contractor as the quantity of water for which payment shall be made. If the facilities constructed and installed by the Contractor interfere with subsequent construction, reconstruction, modification, and operation and maintenance of Project facilities, any additional cost caused by such interference shall be borne by the Contractor. The Contractor hereby agrees that in any settlement in connection with acquisition or utilization of rights-of-way needed for later construction, reconstruction, modification, and operation and maintenance of Project facilities across land covered by this contract, no enhancement in land value will be allowed as a result of this contract, including the value of improvements made thereon. (b) The United States shall not be responsible for the carriage, handling, distribution, use, disposal, or control of water taken by the Contractor under this contract, including any waste, contamination, or pollution or violation of a water quality standard under the Clean Water Act resulting from the Contractor’s use of such water, and the Contractor shall hold the United States harmless on account of damage or claim of damage of any nature whatsoever, including property damage, personal injury, or death arising out of or connected with the carriage, handling, distribution, use, disposal, or control of water taken by the Contractor under this contract, including any waste, contamination, or pollution resulting from Contract No. 24XX160119 8 the Contractor’s use of such water or any liabilities from water the Contractor has failed to suitably treat before use. The Contractor also releases the United States, including its officers, employees, and contractors, from all damage which may result from the construction, reconstruction, modification, use, operation, and maintenance of the Project in connection with the Contractor’s activities under this contract, including damage to improvements which may occur as the result of seepage, flood, or erosion from irrigation works constructed by the United States or the District. (c) The Contractor agrees to use all practicable methods to ensure the economical and beneficial use of water. Water made available under this contract shall not be permitted to collect or run upon land not owned by the Contractor without proper authorization from the appropriate federal and state agencies and any affected landowners. The Contractor shall take appropriate action to avoid conditions hazardous to public health and safety, and to protect adjacent land from undesirable side effects. (d) Water provided under this contract may not be available to the Contractor during peak periods of use for irrigation of Project lands. The Contracting Officer, or if the Contracting Officer and District so agree, the District, will make the determination of availability of water with respect to the physical constraints of the delivery system and will control delivery. (e) The United States does not abandon or relinquish any waste, seepage or return flow water resulting from activities under this contract, and all such water is reserved to the United States as set forth in its repayment contract with the District. (f) Diversion and use of water under this contract shall be without expense to or obligation of the United States, regardless of fluctuation, for whatever reason. (g) The Contractor’s use of water under this contract is interruptible and subordinate to the use of Project water for the irrigation of Project lands. Contract No. 24XX160119 9 CONTRACTOR TO PROVIDE SAFE, SUITABLE, AND LAWFUL WATER 15. The Contractor recognizes that the United States has not tested or treated the water delivered under this contract. The Contractor acknowledges and agrees that it is the Contractor’s responsibility to test, monitor, and treat the water delivered under this contract. If the Contractor provides the delivered water for human consumption or domestic use, the Contractor will test, monitor, and treat the water delivered under this contract and will do so in accordance with all applicable laws and regulations and in accordance with best practices established by the latest scientific understanding. If the Contractor provides the delivered water for human consumption or domestic use, the Contractor will ensure all water that the Contractor delivers, directly or indirectly, to any person, residence, business, or other consumer will be safe and suitable for human consumption and in compliance with all applicable federal, state, tribal, and local laws. The Contractor will insert the substance of the provisions of this article into any subcontract concerning the delivery, testing, monitoring, or treatment of water, including this sentence. CONTRACTOR AGREES TO COMPLY WITH ALL APPLICABLE LAWS 16. The Contractor will comply with all the obligations imposed by all federal, state, tribal, and local laws applicable to the Contractor, including but not limited to the Safe Drinking Water Act, the Clean Water Act, and applicable federal drinking water and clean water regulations. The Contractor warrants and guarantees that no act or omission by the Contractor will cause the United States to violate or fail to comply with any applicable law. The Contractor will obtain and maintain all required permits or licenses from the appropriate federal, state, tribal, and local authorities necessary for the delivery of water by the Contractor or by the United States to the Contractor. Contract No. 24XX160119 10 WATER PROVIDED AS-IS, WHERE-IS 17. The Contractor agrees and acknowledges that the delivery of water under this contract is as-is, where-is, without recourse against the United States and without warranty or guaranty, express or implied, as to its quality, character, condition, merchantability, or its fitness for any use or purpose. The Contractor agrees and acknowledges that the as-is, where-is provision of water under this contract is a discretionary function of the United States. The Contractor also agrees and acknowledges that the United States makes no representations as to the presence or lack thereof of any pollutants, contaminants, or other substances of the delivered water, and the delivered water is accepted by the Contractor with all faults. The Contractor further agrees and acknowledges that no officer, official, employee, agent, or representative of the United States is authorized to make any statement or representation regarding the quality, character, condition, merchantability, or fitness for any use or purpose of any water delivered under this contract. TITLE TO PROJECT WORKS 18. Title to all of the Columbia Basin Project, lands, and associated works shall be and remain in the United States until otherwise provided for by the Congress. TERMINATION OF CONTRACT 19. (a) This contract shall be terminated at the option of the United States at any time (1) if the Contractor is delinquent in payments required under this contract for a period of ninety (90) days, or (2) upon failure of the Contractor to comply with other provisions herein or to abide by any lawful notice, statute, order, rule, regulation, or applicable law of the State of Washington or the United States or any other lawful authority, now or hereafter established affecting water service under this contract. (b) Water service under this contract may cease, in whole or in part, if the Contract No. 24XX160119 11 contract water source becomes unavailable as required by, or due to the application of, federal law, including but not limited to, the Endangered Species Act. (c) Two (2) years or more before the expiration of this contract at the end of 10 years, 20 years, 30 years, or 40 years from the date of this contract, the United States may send a notice of non-renewal to the Contractor in writing. If the United State sends any such notice of non-renewal, then this contract will not automatically renew as provided for in Article 10(a) of this contract. (d) The Contractor shall have the right to terminate this contract in the event the Contractor has no further need of the water service provided herein. Notice of the intent by the Contractor to terminate this contract shall be in writing to the Contracting Officer and the District prior to November 1 of the year preceding the year in which the termination is to occur. (e) Termination of this contract for any cause shall not relieve the Contractor of any obligation incurred by way of this contract prior to termination. (f) Upon termination of this contract for any cause, the Contractor shall, within thirty (30) days, remove its facilities from Project right-of-way except facilities to which title has vested in the United States, and restore the premises to a safe and sightly condition satisfactory to the Contracting Officer. In event of the Contractor’s failure to implement such removal, the Contracting Officer may remove the facilities and complete the restoration at the expense of the Contractor. The Contractor will promptly pay to the United States any expenses incurred from such removal and restoration. ENVIRONMENTAL RESOURCES AND CONTRACT COMPLIANCE REVIEWS 20. (a) In the interest of conservation and protection of environmental resources, from time to time, this contract shall be reviewed by the Contracting Officer. The terms and Contract No. 24XX160119 12 conditions of this contract may be modified, if deemed necessary by the Contracting Officer, to avoid or minimize impacts to candidate, listed, or proposed threatened and endangered species, or their designated critical habitat, or other valuable natural resources. Any modification by the Contracting Officer shall be announced by written notice to the Contractor. (b) The Contractor acknowledges the Bureau of Reclamation’s authority to conduct periodic contract compliance reviews in accordance with Federal Reclamation Law and Reclamation Manual Policy, including as currently stated in Water-Related Contract and Charges – General Principles and Requirements (PEC P05), and Reclamation Manual Directive and Standards, Contract Compliance Reviews (PEC 05-08). STANDARD PROVISIONS 21. The Standard Provisions applicable to this contract are listed below. The full text of these articles is attached as Exhibit A and is hereby made a part of this contract. a. NOTICES b. CHARGES FOR DELINQUENT PAYMENTS c. GENERAL OBLIGATION BENEFITS CONDITIONED UPON PAYMENT d. CONFIRMATION OF CONTRACT e. CONTINGENT ON APPROPRIATION OR ALLOTMENT OF FUNDS f. OFFICIALS NOT TO BENEFIT g. CHANGES IN CONTRACTOR’S ORGANIZATION h. ASSIGNMENT LIMITED--SUCCESSORS AND ASSIGNS OBLIGATED i. BOOKS, RECORDS AND REPORTS j. RULES, REGULATIONS, AND DETERMINATIONS k. PROTECTION OF WATER AND AIR QUALITY l. COMPLIANCE WITH CIVIL RIGHTS LAWS AND REGULATIONS Contract No. 24XX160119 13 m. MEDIUM FOR TRANSMITTING PAYMENTS n. CONTRACT DRAFTING CONSIDERATIONS o. CONSTRAINTS ON THE AVAILABILITY OF WATER Contract No. 24XX160119 14 IN WITNESS WHEREOF, the parties hereto have signed their names and the day and year first above written. CITY OF PASCO By: Title: 525 N. 3rd Ave Pasco, WA 99301 UNITED STATES OF AMERICA By: Jennifer J. Carrington Regional Director Interior Region 9 – Columbia Pacific Northwest Bureau of Reclamation 1150 North Curtis Road, Suite 100 Boise, ID 83706-1234 Contract No. 24XX160119 15 STATE OF ) ) ss County of ) This record was acknowledged before me on this day of , 20___ by as the designated and authorized official of the CITY OF PASCO. Notary Public (Stamp) My commission expires: - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - STATE OF Idaho ) ) ss County of Ada ) This record was acknowledged before me on this day of , 20___ by as the designated and authorized official of the UNITED STATES OF AMERICA. Notary Public (Stamp) My commission expires: 1 Exhibit A Contract No. 24XX160119 STANDARD PROVISIONS – COLUMBIA BASIN PROJECT The Contractor, as referred to in the following Standard Provisions, shall be the CITY OF PASCO. NOTICES (a) Any notice, demand, or request authorized or required by this contract shall be deemed to have been given, (i) on behalf of the Contractor to the United States, when mailed, postage prepaid, or delivered to the Ephrata Field Office Manager, Columbia Basin Project, 32 C Street N.W., Ephrata, Washington 98823, and (ii) on behalf of the United States to the Contractor, when mailed, postage prepaid, or delivered to City of Pasco, 525 N. 3rd Ave, Pasco, WA 99301. The designation of the addressee or the address may be changed by notice given in the same manner as provided in this article for other notices. CHARGES FOR DELINQUENT PAYMENTS (b) (1) The Contractor shall be subject to interest, administrative, and penalty charges on delinquent payments. If a payment is not received by the due date, the Contractor shall pay an interest charge on the delinquent payment for each day the payment is delinquent beyond the due date. If a payment becomes 60 days delinquent, the Contractor shall pay, in addition to the interest charge, an administrative charge to cover additional costs of billing and processing the delinquent payment. If a payment is delinquent 90 days or more, the Contractor shall pay, in addition to the interest and administrative charges, a penalty charge for each day the payment is delinquent beyond the due date, based on the remaining balance of the payment due at the rate of 6 percent per year. The Contractor shall also pay any fees incurred for debt collection services associated with a delinquent payment. (2) The interest rate charged shall be the greater of either the rate prescribed quarterly in the Federal Register by the Department of the Treasury for application to overdue payments, or the interest rate of 0.5 percent per month. The interest rate charged will be determined as of the due date and remain fixed for the duration of the delinquent period. (3) When a partial payment on a delinquent account is received, the amount received shall be applied first to the penalty charges, second to the administrative charges, third to the accrued interest, and finally to the overdue payment. GENERAL OBLIGATION—BENEFITS CONDITIONED UPON PAYMENT (c) The payment of charges becoming due pursuant to this contract is a condition precedent to receiving benefits under this contract. The United States shall not make water available to the Contractor through Project facilities during any period in which the Contractor is in arrears in the advance payment of water rates or any operation and maintenance charges due the United States. Contract No. 24XX160119 2 CONFIRMATION OF CONTRACT (d) Promptly after the execution of this contract, the Contractor will provide evidence to the Contracting officer that, pursuant to the laws of the State of Washington, the Contractor is a legally constituted entity and the contract is lawful, valid, and binding on the Contractor. This contract will not be binding on the United States until the Contractor provides evidence to the Contracting Officer’s satisfaction. In addition to other forms of evidence to meet the requirements of this Article, the Contractor may provide or the Contracting Officer may require a certified copy of a final decree of a court of competent jurisdiction in the State of Washington, confirming the proceedings on the part of the Contractor for the authorization of the execution of this contract. CONTINGENT ON APPROPRIATION OR ALLOTMENT OF FUNDS (e) The expenditure or advance of any money or the performance of any obligation of 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. OFFICIALS NOT TO BENEFIT (f) No Member of or Delegate to the Congress, Resident Commissioner, or official of the Contractor shall benefit from this contract other than as a water user or landowner in the same manner as other water users or landowners. CHANGES IN CONTRACTOR’S ORGANIZATION (g) While this contract is in effect, no change may be made in the Contractor’s organization which may affect the respective rights, obligations, privileges, and duties of either the United States or the Contractor under this contract including, but not limited to, dissolution, consolidation, or merger, except upon the Contracting Officer’s written consent. ASSIGNMENT LIMITED—SUCCESSORS AND ASSIGNS OBLIGATED (h) 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 contract or any right or interest therein by either party shall be valid until approved in writing by the other party. BOOKS, RECORDS, AND REPORTS (i) 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, maintenance, and replacement logs; project land and rights-of-way use agreements; the water users’ land-use (crop census), land-ownership, land-leasing, and water-use data; and other matters that the Contracting Contract No. 24XX160119 3 Officer may require. Reports shall be furnished to the Contracting Officer in such form and on such date or dates as the Contracting Officer may require. Subject to applicable Federal laws 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 relating to matters covered by this contract. RULES, REGULATIONS, AND DETERMINATIONS (j) (1) The parties agree that the delivery of water or the use of Federal facilities pursuant to this contract is subject to Federal reclamation law, as amended and supplemented, and the rules and regulations promulgated by the Secretary of the Interior under Federal reclamation law. (2) The Contracting Officer shall have the right to make determinations necessary to administer this contract that are consistent with its provisions, the laws of the United States and the State of Washington, and the rules and regulations promulgated by the Secretary of the Interior. Such determinations shall be made in consultation with the Contractor. PROTECTION OF WATER AND AIR QUALITY (k) (1) The United States does not warrant or guarantee the quality of the water delivered to the Contractor and are under no obligation to furnish or construct water treatment facilities to maintain or improve the quality of water delivered to the Contractor. The Contractor assumes any and all risks associated with use of the M&I water for lawn and landscape maintenance and shall hold the United States harmless against any and all claim of damage of any nature whatsoever related to the quality of water provided hereunder. (2) The Contractor shall comply with all applicable water and air pollution laws and regulations of the United States and the State of Washington; and shall obtain all required permits or licenses from the appropriate Federal, State, or local authorities necessary for the delivery of water by the Contractor; and shall be responsible for compliance with all Federal, State, and local water quality standards applicable to surface and subsurface drainage and/or discharges generated through the use of Federal or Contractor facilities or project water provided by the Contractor within the Contractor’s Project Water Service Area. (3) This article shall not affect or alter any legal obligations of the Secretary to provide drainage or other discharge services. COMPLIANCE WITH CIVIL RIGHTS LAWS AND REGULATIONS (l) (1) The Contractor shall comply with Title VI of the Civil Rights Act of 1964 (Pub. L. 88-352; 42 U.S.C. § 2000d), the Rehabilitation Act of 1973 (Pub. L. 93-112, Title V, as amended; 29 U.S.C. § 791, et seq.), the Age Discrimination Act of 1975 (Pub. L. 94-135, Title III; 42 U.S.C. § 6101, et seq.), Title II of the Americans with Disabilities Act of 1990 (Pub. L. 101-336; 42 U.S.C. § 12131, et seq.), Title III of the Americans with Disabilities Act of 1990 (Pub. L. 101-336; 42 U.S.C. § 12181, et seq.), and any other applicable civil rights laws, and with the applicable implementing regulations and any guidelines imposed by the U.S. Department of the Interior and/or Bureau of Reclamation. Contract No. 24XX160119 4 (2) These statutes prohibit any person in the United States from being excluded from participation in, being denied the benefits of, or being otherwise subjected to discrimination under any program or activity receiving financial assistance from the Bureau of Reclamation on the grounds of race, color, national origin, disability, or age. By executing this contract, the Contractor agrees to immediately take any measures necessary to implement this obligation, including permitting officials of the United States to inspect premises, programs, and documents. (3) The Contractor makes this agreement in consideration of and for the purpose of obtaining any and all Federal grants, loans, contracts, property discounts, or other Federal financial assistance extended after the date hereof to the Contractor by the Bureau of Reclamation, including installment payments after such date on account of arrangements for Federal financial assistance which were approved before such date. The 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. (4) Complaints of discrimination against the Contractor shall be investigated by the Contracting Officer’s Office of Civil Rights. MEDIUM FOR TRANSMITTING PAYMENTS (m) (1) All payments from the Contractor to the United States under this contract shall be by the medium requested by the United States on or before the date payment is due. The required method of payment may include checks, wire transfers, or other types of payment specified by the United States. (2) Upon execution of the contract, the Contractor shall furnish the Contracting Officer with the Contractor’s taxpayer’s identification number (TIN). The purpose for requiring the Contractor’s TIN is for collecting and reporting any delinquent amounts arising out of the Contractor’s relationship with the United States. CONTRACT DRAFTING CONSIDERATIONS (n) This Contract has been, negotiated and reviewed by the parties hereto, each of whom is sophisticated in the matters to which this Contract pertains. Articles 1 through 20 of this Contract have been drafted, negotiated, and reviewed by the parties, and no one party shall be considered to have drafted the stated articles. CONSTRAINTS ON THE AVAILABILITY OF WATER (o) (a) In its operation of the Project, the Contracting Officer will use all reasonable means to guard against a condition of shortage in the quantity of water to be made available to the Contractor pursuant to this Contract. In the event the Contracting Officer determines that a condition of shortage appears probable, the Contracting Officer will notify the Contractor of said determination as soon as practicable. (b) If there is a condition of shortage because of errors in physical operations of the Contract No. 24XX160119 5 Project, drought, other physical causes beyond the control of the Contracting Officer, or actions taken by the Contracting Officer to meet current and future legal obligations, then no liability shall accrue against the United States or any of its officers, agents, employees, or contractors for any damage, direct or indirect, arising therefrom.