Res 2016-153/approving a Water Supply agreement for the sale of treated water to the City of Kyle

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Article 3. Term, Default and Termination Section 3.01. Term. The initial term of this Agreement is five years (the "Initial Term") commencing on the Effective Date. This Agreement may be renewed or extended for additional renewal terms with the mutual consent of the parties. If neither party sends written notice to the other of its intent to renew the Agreement at least 90 days before the expiration of the Initial Term, then this Agreement shall terminate automatically on the last day of the Initial Term. Section 3.02. Default; Termination. The failure or refusal of a party to comply with any term, provision, or covenant of this Agreement will constitute a default by that party. This Agreement may be terminated by either party upon a default by the other party. In the event of a default by a party, the other party will give the defaulting party written notice of default, and, if the defaulting party fails to cure or remedy the default within 30 days following receipt of notice, this Agreement will terminate immediately without further notice to the defaulting party. San Marcos may suspend the supply of Treated Water under this Agreement without terminating this Agreement if Kyle fails to pay any amount billed by San Marcos under Section 2.02 of this Agreement, unless Kyle has notified San Marcos in writing of a bona fide dispute concerning the bill prior to the deadline in San Marcos' billing notice. Article 4. Miscellaneous Provisions Section 4.01. Regulatory Compliance. The obligations of Kyle and the San Marcos under this Agreement are subject to all applicable federal, state and local laws and regulations currently in effect and as amended or modified from time to time (the "Laws and Regulations"). San Marcos is responsible for compliance with the Laws and Regulations that apply to the San Marcos Treatment Plant and its facilities and portion of the Water Transmission Line on its property, in its easements or within its territorial limits. Kyle is responsible for compliance with the Laws and Regulations that apply to its facilities and portion of the Water Transmission Line on its property, in its easements or within its territorial limits. Section 4.02. Force Majeure. If San Marcos should be prevented, wholly or in part, from transporting and delivering water to Kyle under this Agreement by reason of an act of God, unavoidable accident, acts of the public enemy, strikes, floods, fires, governmental restraint, breaks in San Marcos' pipelines or storage facilities, damage to the San Marcos Treatment Plant or other treatment facilities or water distribution facilities, shortages in water supply to San Marcos, or reduction, interruption or loss of sources of water available to San Marcos relied upon to supply water under this Agreement, or for any other cause beyond San Marcos' reasonable control, then the obligation of San Marcos to deliver water to Kyle shall be discontinued during the continuance of such force majeure. Force Majeure does not include any act which is the fault or caused by the negligence of San Marcos and in the exercise of reasonable caution, could have been avoided or mitigated. No damages shall be recoverable from San Marcos by reason of the suspension of the transportation and delivery of Treated Water due to any of the causes above mentioned. San Marcos shall notify Kyle promptly if such delivery of 4