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HomeMy WebLinkAboutresolution.council.117-01 RESOLUTION NO. ~ Series of 2001 A RESOLUTION OF THE CITY OF ASPEN, COLORADO, AUTHORIZIN6 THE MAYOR TO EXECUTE, ON BEHALF OF THE CITY OF ASPEN, AN INTERGOVERNMENTAL AGREEMENT FOR THE CONTINUED OPERATION OF THE RUEDI RESERVOIR WATER AND POWER AUTHORITY. WHEREAS, there has been submitted to the City Council a proposed Intergovernmental Agreement between the City of Aspen and various governmental entities in the Roaring Fork Valley for the continued operation of the Ruedi Reservoir Water and Power Authority; and WHEREAS, after due deliberation and consideration the City Council has determined t/mt it is in the best interest of the City of Aspen to approve said intergovernmental agreement and authorize the Mayor to execute same on behalf of the City of Aspen. NOW, WHEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, that the City manager is hereby authorized to execute on behalf of the City of Aspen the Intergovernmental Agreement appended hereto as Exhibit A. Dated: ~ /(/ ,2001. I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, ara meeting held ~Y~),(g~/ ~ , 2001. INTERGOVERNMENTAL AGREEMENT Amended and Re-Adopted this [ ~'4qday of_~, This Intergovernmental Agreement is made and entered into this ~z~ day of~)~c.~.~[~t- zo~o ¢, by and between the City Of AsPen by and through its City Council (hereinafter "Aspen"), the County of' Pitkin by and through its Board of County Commissioners (hereinafter "Pitkin CountY"), the County of Garfield by and through its Board of County CommiSsioners (hereinafter "Garfield County"), the County of Eagle by and through its County Commissioners (hereinafter "Eagle County"), the City of Glenwood Springs by and through its City Council (hereiriaffer "Gle~w~0d 'SP~i~g~;)i the ToWn of Snowmass Village by and through its Town council (hereinafter "Snowmass Village"), the Town of Basalt by and through its Board of Trustees (hereinafter "Basalt"), and the Town of Carbondale by and through its Town Council (hereinafter "Carbondale"). WITNESSETH: WHEREAS, each of the Parties to this Agreement has the authority or responsibility for providing water, power or recreation to the residents within the respective jurisdiction of each, and WHEREAS, eaCh of the Parties has the authority or responsibility for protecting the environmental quality of the environmental resources within their respective jurisdiCtions on behalf of the residents thereof, and WHEREAS, the fulfillment Of these responsibilities depends on the free flow of information and mutual discussion between and among the governmental jurisdictions in the Roaring Fork ValleY, and WHEREAS, these responsibilities can be accomplished through the coordinated and mutually supportive action of a consortium of local governments joined under appropriate statutory authority to address water, power, recreational, environmental and related land use issues, and WHEREAS, these responsibilities can best be accomplished with respect to Ruedi Reservoir and other local water resources by the creation of a water and power authority pursuant to an intergovernmental agreement as authorized in Sections 29-1-201, et seq. C.R.S. 1998, as amended. NOW, THEREFORE, the parties hereby agree as follows: 1. Ruedi Reservoir Water and Power Authority a. Creation and Purpose. The parties hereby create the Ruedi Water and Power Authority (hereinafter "the Authority"). The purposes of the Authority shall include the following: (1) To Support and preserve the water resources, systems, and facilities of the Ruedi Reservoir for the production, transmission and sale of hydroelectric power at the Reservoir; (2) To sell, lease or otherwise allocate water stored in the Reservoir to the maximum extent permitted by law; (3) To support, direct, and guide the development, management and operations of the Reservoir on behalf of and for the benefit of the residents of the jurisdictions which are party hereto. (4) To promote, sponsor, manage and direct resem-ch on issues pertaining to the management, development, and use of the water 2 resources of the Roaring Fork River and its tributaries, including, without limitation, the Crystal and Fryingpan Rivers. (5) To provide a unified voice for the communities of the Roaring Fork Valley on issues pertaining to the management and use of the water resources of the Roaring Fork River and its tributaries, including, without limitation, the Cry. stal and Fryingpan Rivers. Further, to communicate the interests, priorities, issues, concerns and requirements of the communities of the Roaring Fork River to the Bureau of Reclamation, the U.S. Fish and Wildlife Service, the State of Colorado, and/or any other appropriate agencies relative to the management of Ruedi Reservoir and the Fryingpan River. (6) To assist, support, advise, and consult with the parties hereto or with other parties or agencies expressly approved by the parties hereto on issues of river or reservoir management, water diversion, water storage, recreational resources, water quality, riverbed stability, hydropower development or other issues connected with the management and use of water resources. (7) To facilitate communication and cooperation between the communities, governments, interest groups and businesses of the Roaring Fork Valley on issues pertaining to the management and use of the water resources of the Roaring Fork River and its tributaries including, without limitation, the Crystal and Fryingpan Rivers. 3 It is expressly recognized by the parties hereto that nothing in this Agreement is intended to authorize the Authority to exercise any control whatsoever over zoning or land use planning in place of the statutory authority over zoning and land use possessed and exercised by the parties. Nothing in this Agreement shall effect a delegation of any of these powers or duties of the contracting parties with regard to the subjects of zoning and land use. The Authority may, however, make or endorse zoning or land use recommendations to the parties hereto or to any other party within the Authority's area of interest as defined herein. b. Authority and Powers. The Authority shall have all the power necessary and proper to carry out the purposes for which it is established to the fullest extent permitted by law, including, but not limited to, the following: (1) To develop water resources, systems, or facilities in whole or in part for the benefit of the inhabitants of the parties hereto or others, at the discretion of the Board of Directors, subject to fulfilling any conditions or requirements set forth in this Agreement; (2) To develop electric energy resources and to produce or transmit electric energy in whole or in part for the benefit of the inhabitants of the contracting parties; (3) To make or enter into contracts; (4) To employ agents and employees; (5) To acquire, construct, manage, maintain, or operate water or electric energy systems, facilities, works or improvements or any interest therein; 4 (6) To acquire, hold, lease (as lessor or lessee), sell or otherwise dispose of any real or personal property, commodity or service; (7) To condemn property for use as rights-of-way only if such property is not owned by any public utility and devoted to such public use pursuant to state authority; (8) To incur debts, liabilities or obligations; (9) To sue and be sued in its own name; (10) To have and use a corpo[ate seal; (11) To fix, maintain and revise fees, rates and charges for functions, services or facilities provided l~y the entity; (12) To adopt Bylaws by Resolution respecting the exercise of its power and the carrying out of its purposes, provided that any Bylaws shall require the unanimous approval of all parties to be effective; (13) To exercise any other powers which are essential to the provision of functions, services or facilities by the entity and which'are specified in the contract; (14) To do and perform any acts and things authorized by this Agreement, through, or by means of an agent or by contracts with any person, firm or corporation; (15) To provide for the rehabilitation of any services adversely affected by the construction of water pipelines, facilities, or systems through the rehabilitation of plant cover, soil stability, and other measures appropriate to the subsequent beneficial use of such lands. 2. Operation and Management a. General The Authority shall be operated and managed for the benefit of the inhabitants of the parties to this Agreement. b. Board of Directors. The governing body of the Authority shall be the Board of Directors (hereinafter the "Board"). The Board shall be comprised solely of elected officials who are serving on the governmental bodies of the parties to this Agreement. Each of the parties shall appoint one (1) Director to the Board. Each party shall also establish the term which its Director shall serve. The Directors in turn shall elect from their members a Chairman and Vice-Chairman of the Board, who shall each serve a one year term. Compensation of Directors, if any, shall be determined and paid by each party to this Agreement for its own Director. Should a vacancy arise on the Board, the party whose directorship becomes vacant shall appoint a replacement to compete the vacated term. The Board shall meet at least annually to conduct the business of the Authority and at such other times as the Board may direct or pursuant to the Bylaws. A majority of the Directors shall constitute a quorum, and, except as otherwise provided in this Agreement, the vote of a majority of the quorum shall be necessary to take action. Each member of the Board shall be entitled to one vote. c. Officers. The Board of Directors may appoint such officers and employees of the Authority as it deems necessary for the efficient operation of the Authority. Such officers and directors may include, but are not necessarily limited to, an Executive Director. The duties of the officers shall be set forth in the by- laws of the Authority to be established by the Board. 6 3. Funding, Sharing of Surplus Revenues and Operating Deficits Funding of the Authority's normal activities and operations will be provided by equal contributions from the members. The budget for each year will be determined at such time so as to allow for incorporation of member contributions into the subsequent annual budget of each member. Timely and complete contributions towards annual operating budgets will be a condition of membership. Surplus revenues, as determined by the Board, shall be shared equally among the parties hereto. The bonds, notes, and other obligations of the Authority shall under no circumstances be the debts, liabilities or obligations of the parties to this Agreement. Any party may, however, subject to any limitation provided by law, contribute to any operating deficit of the Authority. Such contribution shall become a debt of the Authority which must be repaid from available funds. The Authority's operating revenues shall be applied in the following priorities: (1) First to pay all costs or expenses which have been incurred by any party to this Agreement in furtherance of the Authority's activities and which have been approved by the Board for payment. (2) To repay any contributions by the parties hereto to operating deficits. (3) To pay all other costs or expenses incurred by the Authority. 4. Contracts The Authority may not enter into any contracts except by resolution of the Board duly adopted by a majority of the quorum present at an official meeting of the Board. 7 5. Bonds, Notes or other Obligations. a. To carry out the purposes set forth in this Agreement, the Authority is authorized to issue bonds, notes or other obligations payable solely from the revenues derived from the function, service, system, or facility, or the combined functions, services, systems, or facilities of the Authority subject at all times tothe unanimous approval of all parties. The terms, conditions and details of said bonds, notes and other obligations, the procedures relating thereto, and the refunding thereof, shall be set forth in the resolution authorizing said bonds, notes or other obligations and, as nearly as may be practicable, shall be substantially the same as those provided in Part 4 of Article 35 of Title 31, C.R.S. 1998, relating to water and sewer revenue bonds; except that the purpoSes for which the same may be issued shall not be so limited, and except that said bonds, notes and other obligations may be sold at public and private sale. Bonds, notes or other obligations issued under this paragraph shall not constitute an indebtedness of the Authority or of any party hereto within the meaning of any constitutional and statutory limitation or other provision. Each bond, note, or other obligation issued under this paragraph shall recite in substance that said bond, note or other obligation, including the interest thereon, is payable solely from the revenues and other available funds of the Authority pledged for the payment thereof and that said bond, note or other obligation does not constitute a debt of the Authority or of any party hereto within the meeting of any constitutional or statutory limitation or provision. Notwithstanding anything in this paragraph to the contrary, such bonds, notes and other obligations may be issued to mature at such 8 times not beyond forty years from their respective issue dates, shall bear interest at such rates, and shall be sold at, above, or below the principal amount thereof, all as shall be determined by the Board of Directors of the Authority. b. The resolution, trust indenture, or other security agreement under which any bonds, notes or other obligations are issued shall constitute a contract with the holders thereof, and it may contain such provisions as shall be determined by the Board to be appropriate and necessary in connection with the issuance thereof and to provide security for the payment thereof, including, without limitation, any mortgage or other security interest in any revenues, fund, rights or properties of the Authority. The bonds, notes and other obligations. of the Authority and the income therefrom shall be exempt from taxation by this State, except inheritance, estate, and transfer taxes. 6. Addition or Withdrawal of Parties a. Any governmental entity may join this Agreement on such terms and conditions as may be agreed upon by all other parties. No such entity may be added, however, without unanimous approval of the parties to this Agreement. b. Any party may withdraw from this Agreement on its own initiative upon ninety (90) day written notice to the Board. The benefits, obligations and rights of the withdrawing party shall be determined in accordance with the policies to be established by the Board upon consent of each of the parties hereto prior to the expiration of said ninety (90) day period. This Agreement shall remain in full force and effect, notwithstanding any such withdrawal, among the remaining parties. 9 7. Membership Fee Upon the unanimous consent of all parties hereto, the Board of Directors is authorized to establish an annual membership fee to be paid by each party as a condition of continuing membership. The purpose of such membership fee shall be to provide a source of operating funds to the Authority. 8. Term of this Agreement This Agreement shall remain in full force and effect until rescinded by unanimous vote of the Board and ratification of the rescission by all parties. Failure of a party to act on a rescission vote by the Board within sixty (60) days of the receipt of written notice by such party shall constitute a ratification of that vote. This Agreement may be amended by unanimous agreement of all the parties to the Agreement. Notwithstanding the foregoing, this Agreement may not be rescinded during the term of any bonds, notes, or other obligations of the Authority, unless provision for full payment of such obligations, by escrow, other otherwise, has been made pursuant to the terms of such obligations. 9. Parties May Deal with Authority Each party to this Agreement may deal with the Authority in the same manner as any individual or separate entity for the acquisition of water, power, or on any other matter for which the Authority is authorized to act. 10.Termination of Prior Agreement Execution of this Agreement by all of the parties shall operate to terminate and replace that Intergovernmental Agreement previously entered into by the parties on the 18th day of July, 1983, governing and regulating the Ruedi Water and Power Authority. 10 IN WITNESS WHEREOF the undersigned set forth their hand and seals as follows: F~th~ Ruedi Water and poWer Authority Chai~nan, Rue~di W'~'ter and Po~er Authority Date Approved as to Form: Attorney For thecxRuedi Water and Power Authority Date Director, Ruedi Water and Power Authority ' Date ' Board of Commissioners~ Approved as&o FORn: ~ · Eagle CountyAtffomey Date £ For Pitkin County For Eagle County Chairman, Eagle County Board of Commissioners Date Approved as to Form: Eagle CoUnty Attorney Date For Pi/kin County Chairman, Pitkin County Board of Commissioners Date Approved as to Form: Pi&in County Attorney Date / Board Date as to Date 12 For Eagle County Chairman, Eagle County Board of Commissioners Date Approved as to Form: Eagle County Attorney Date For Pitkin County Chairman, Pitldn County Board of Commissioners D Approved as to Form: Pitkin Coun~~~'y/ For Garfield County Chairman, Garfield County BOard of c~)mmissioners Date Approved as to Form: Garfield County Attorney Date 12 For the City of Aspen Mayor, City of Aspen Date Approved as to Form: Aspen City Attorney Date For the Town of Snowmass Village Mayor, Town of Snowmass Village Date Approved as to Form: Snowmass Village Town Attorney Date lX~yor,~own of Basalt Da?e Approv~zd as~Form: Date 1 the Cityo ~e . Mayor/, ~'ity off"A ~e~-- Da~e~~ Approved as to Form: Aspenr~fi~ty g/t~orney Date For the Town of Snowmass Village Mayor, Town o£Snowmass Village Date Approved as to Form: Snowmass Village Town Attorney Date For the Town of Basalt Mayor, Town of Basalt Date Approved as to Form: Basalt Town Attorney Date 13 For the Town of Carbondale Town of Carbondale ~ ¢? 9_ 7 0 / Approved as to Form: ~ Carbondale Town Attorney Dhte For the City of Glenwood Springs Mayor, City of Glenwood Spring,s Date Approved as to Form: Glenwood Springs City Attorney Date 14 For the Town of Carbondale Mayor, Town of Carbondale Date Approved as to Form: Carbondale Town Attorney Date /! ! Mayor, City of Glenwood Springs Date Glenwood Springs City Attorney For the City of Aspen Mayor, City of Aspen Date Approved as to Form: Aspen City Attorney Date For the Town of Snowmass Village ayor, own o Snowmass Village Date pproved as to Form: Snowmass Village Town Attorney Date For the Town of Basalt Mayor, Town of Basalt Date Approved as to Form: Basalt Town Attorney Date 13