Res 2023-067/approving a Mutual Aid Agreement with New Braunfels Utilities, a municipally owned utility of the City of New Braunfels, Texas,

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MUTUAL AID AGREEMENT This MUTUAL AID AGREEMENT(the"Agreement") is between NEW BRAUNFELS UTILITIES, a municipal owned utility of the City of New Braunfels,Texas("NBU"),and the CITY OF SAN MARCOS,TEXAS ("San Marcos"). This Agreement is intended to set forth the terms and conditions under which one Party (the "Providing Party")will render assistance to the other(the"Requesting Party") in the event the Requesting Patty's electric system suffers damage or outages due to adverse weather events or natural disaster. It is effective February 1, 2023. 1. Request for Assistance. The Requesting Party shall make its request for assistance under this Agreement in writing and with reasonable specificity as to the amount and nature of the assistance requested. Upon receipt of such a request, the Pat-ties shall further detail, in writing, the assistance to be provided with respect to numbers and types of personnel and equipment. 2. Aid is Discretionary. The rendering of assistance under this Agreement is solely at the discretion of the Providing Party. The agreement to render aid is expressly not contingent upon a declaration of a major disaster or emergency by the federal government or upon receiving federal funds. The Providing Patty reserves the right to withdraw any crews or equipment from the Requesting Party's service area at any time. 3. Invoice. The Requesting Party shall reimburse the Providing Party for any and all costs of any nature incurred by the Providing Party in rendering the requested assistance, including wages, meals, lodging, transportation and equipment and materials costs. Within 120 days of assistance work completion by the Providing Party,the Providing Party shall submit to the Requesting Party an invoice of all costs and charges related to the assistance provided under this Agreement. Charges for labor,including administrative support, shall be billed at the Providing Party's actual cost for hourly pay and any overtime. Charges for equipment and transportation shall be billed at the Providing Party's standard rates and practices in effect at the time. Meals, lodging and other incidental expenses shall be reasonable and billed at actual cost. Materials furnished shall be billed at actual cost. Both Patties are entitled to a reasonable opportunity to examine billing records and conduct an audit to verify charges. The invoice shall be due and payable thirty (30) days after receipt and any due and unpaid amounts shall bear interest at the rate of I%permonth. If a dispute arises with respect to an invoice, the Parties shall first negotiate in good faith to resolve the dispute, and failing resolution by such means, shall then submit the dispute to a mutually agreeable non-binding dispute resolution process before resorting to litigation. 4. Term. This Agreement shall continue in effect until after a Party to this Agreement gives the other thirty (30) days written notice of its intent to cancel. 5. Damages, Disclaimer of Warranty, and Indemnity. In no event shall the Providing Party be liable to the Requesting Party for any special, indirect,incidental,punitive,exemplary or consequential damages with respect to any claim arising out of or related to the assistance rendered under this Agreement or the work, performed by the Providing Party's personnel or equipment. All work and assistance will be performed, and all equipment or material shall be provided,without warranties,which the Providing Party hereby disclaims, including the warranties of merchantability and fitness for a particular purpose. The Providing Party's liability to the Requesting Party shall be limited to amounts payable under this Agreement, and all other damages at law or in equity are waived by the Requesting Party. NBU-San Marcos 1 Mutual Aid Agreement