Agreement No. 9381, Amendment No. 5
AMENDMENT NO. 5 TO
WATER SUPPLY AGREEMENT BETWEEN
CITY OF NAPA AND CITY OF ST HELENA
(City of Napa Agreement No. 9381
City of St Helena Agreement No. 2006-131)
THIS AMENDMENT NO. 5 TO WATER SUPPLY AGREEMENT BETWEEN CITY OF NAPA AND CITY OF ST HELENA (City of Napa Agreement No. 9381; and City of St Helena Agreement No. 2006-131), hereinafter referred to as “Amendment No. 5” by and between the City of Napa, a California charter city (hereinafter referred to as “Napa”) and the City of St. Helena, a municipal corporation (hereinafter referred to as “St. Helena”) is effective as of the effective date identified on the signature page.
RECITALS
A. Napa and St. Helena entered into the Water Supply Agreement (City of Napa Agreement No. 9381; and City of St. Helena Agreement No. 2006- 131) on September 12, 2006 (“2006 Agreement”) by which Napa agreed to provide water to St. Helena with a minimum delivery amount of 200 acre- feet annually (”AFA”) and a maximum delivery (subject to availability) of 600 AFA.
B. Napa and St. Helena entered into Amendment No. 1 to 2006 Agreement on April 17, 2009 (“Amendment No. 1”) by which Napa agreed to provide water to St. Helena with an increase in the minimum delivery amount from 200 AFA to 400 AFA, and an increase in the maximum delivery amount (subject to availability) from 600 AFA to 800 AFA.
C. Napa and St. Helena entered into Amendment No. 2 to 2006 Agreement on January 12, 2011 (“Amendment No. 2”), to allow St. Helena to take beneficial use of unused water from fiscal year 2009-10 over the succeeding three fiscal years.
D. Napa and St. Helena entered into Amendment No. 3 to 2006 Agreement on December 15, 2011 (“Amendment No. 3”) by which Napa agreed to provide water to St. Helena with an increase in the minimum delivery (Base Supply) amount from 400 AFA to 600 AFA, and maintaining the same maximum delivery amount (subject to availability) of 800 AFA.
E. Napa and St. Helena entered into Amendment No. 4 to 2006 Agreement on April 8, 2022 (“Amendment No. 4”), to allow St. Helena to take beneficial use of unused water from fiscal year 2020-21 over the succeeding five fiscal years.
F. The 2006 Agreement as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, and Amendment No. 4 shall be referred to herein as the “Agreement.”
ATTACHMENT 1
Agreement No. 9381, Amendment No. 5
G. As set forth in Amendment No. 3, St. Helena is obligated to pay Napa for the Base Supply of 600 AFA of water, whether or not St. Helena is able to make beneficial use of the total quantity of such water.
H. In the period of July 1, 2021 to June 30, 2022 (“FY 2021-22”) and July 1, 2022 to June 30, 2023 (“FY 2022-23”), Napa will make 600 acre-feet (“AF”) of water available for delivery to St. Helena, however, due to operational issues on St. Helena’s system, St. Helena expects to be unable to take beneficial use of 600 AF in each fiscal year.
I. As set forth in Amendment No. 3, in June of each year, Napa is required to bill St. Helena for the difference between metered usage and the Base Supply of 600 AF of water to which St. Helena is entitled under the Agreement.
J. St. Helena has requested Napa reduce the amount of Base Supply St.
Helena is obligated to pay Napa for in FY 2021-22 to 400 AFA and in FY 2022-23 to 550 AFA and to make the difference from 600 AFA of water (maximum of 200 AF in FY2021-22 and 50 AF in FY 2022-23 for a total maximum amount of 250 AF) available for St. Helena’s use in future years under the terms of this Amendment No. 5, in addition to the water otherwise provided by Napa to St. Helena under the Agreement.
K. As set forth in Amendment No. 3, on July 1, 2022 and July 1, 2032 the rate St. Helena pays for Base Supply shall be adjusted to equal 8% below the rate associated with the then current Outside City single family residential customers.
L. At the time Amendment No. 3 was executed, Napa had a single rate for Outside City single family residential customers which was modified in 2017 to include three separate rates based on tiers for usage in a billing period.
M. The second tier of the Outside City single family residential customers rate is most closely aligned with the rate St. Helena has paid under the Agreement and is the appropriate rate be used to calculate the July 1, 2022 rate.
N. Napa has installed a temporary pump station at Dwyer Road (“Temporary Pump Station”) which increases the pressure at St. Helena’s Point of Delivery.
O. Total usage in 2020 and 2021 by all customers that will be served by Temporary Pump Station, indicates that St. Helena accounts for 42% of the water that flows through Temporary Pump Station.
P. Due to reduced system demands, Napa does not typically operate Temporary Pump Station in the months of November, December, January, and February.
ATTACHMENT 1
Agreement No. 9381, Amendment No. 5
Q. St. Helena may request Napa to operate the Temporary Pump Station in November, December, January, February, or at other times when Napa is not operating Temporary Pump Station, under the terms of this Amendment No. 5.
NOW THEREFORE, the parties mutually agree as follows:
The Agreement is hereby amended by this Amendment No. 5. This Amendment No. 5 incorporates the Agreement by reference, and the Agreement remains in full force and effect, except and only to the extent that any terms or conditions of the Agreement are specifically modified by this Amendment No. 5.
1. As a limited and narrow exception to Amendment 3 Section 2 (amending Paragraph 6(b)(vi) of the 2006 Agreement), for St. Helena’s use of water delivered by Napa to the Point of Delivery during FY 2021-22 and FY 2022- 23 only, the following shall apply:
a) For FY 2021-22, St. Helena shall be obligated to pay Napa for all water delivered by Napa to the point of delivery, which amount shall be no less than 400 AFA by June 30, 2022, whether or not St. Helena is able to make beneficial use of the total quantity of such water.
b) For FY 2022-23, St. Helena shall be obligated to pay Napa for all water delivered by Napa to the point of delivery, which amount shall be no less than 550 AFA by June 30, 2023, whether or not St. Helena is able to make beneficial use of the total quantity of such water.
2. The phrase “Unused Water-Amend 5” shall mean the difference between:
(a) Base Supply of 600 AFA water made available for delivery by Napa, and (b) the amount of water for which St. Helena has an obligation to pay under Section 1 of this Amendment for FY 2021-22 and FY 2022-23. Napa will make the Unused Water-Amend 5 available to St. Helena under the terms of this Amendment No. 5 over the course of five fiscal years commencing with FY 2023-24 (from July 1, 2023 to June 30, 2024) and ending on June 30, 2028. No more than 60 AF of Unused Water-Amend 5 shall be made available in any one fiscal year. No more than 250 AF of Unused Water- Amend 5 shall be made available in all five fiscal years combined.
3. St. Helena shall make a written request to Napa identifying the amount of Unused Water-Amend 5 requested for each fiscal year by April 1 in each fiscal year. Compliance with this requirement is essential so that Napa can incorporate the request into its annual water supply planning.
4. St. Helena will pay Napa the water rate in effect at the time Unused Water- Amend 5 is delivered to St. Helena.
ATTACHMENT 1
Agreement No. 9381, Amendment No. 5
5. The Unused Water-Amend 5 is in addition to the quantity of water to be delivered by Napa to St. Helena (for Base Supply, Optional Supply and Unused Water) in accordance with the Agreement.
6. On July 1, 2028, to the extent that St. Helena has not taken delivery of all or any portion of the Unused Water-Amend 5, Napa will bill St. Helena for the remaining balance of up to 250 AF of Unused Water-Amend 5, and St.
Helena will pay Napa the water rate in effect on June 30, 2028.
7. Paragraph 6, Section b), Sub-Section ii) (Amendment No. 3) is hereby deleted and replaced with the following:
ii) Base Supply: On July 1, 2022 and July 1, 2032 the rate shall be adjusted to equal 8% below the rate associated with the then current Tier 2 Outside City single family residential customers. If the adjustment is greater than +/-3%, then +/- 3% shall take effect on July 1, 2022 and the remaining amount shall be equally distributed on July 1, 2023 and July 1, 2024 in addition to the +3% annual adjustment applicable in those years pursuant to paragraph 6)b)i). See Exhibit A for example calculations.
8. Exhibit A (Amendment No. 3) is replaced in its entirety by “Exhibit A” attached hereto and incorporated herein.
9. Napa may operate Temporary Pump Station at any time to meet Napa’s operational needs and/or to respond to a request from St. Helena pursuant to Section 8 of this Amendment. At all times when Napa operates Temporary Pump Station, whether St. Helena is taking water pursuant to the Agreement or this Amendment No.5 or not, St. Helena agrees to pay a “Pumping Surcharge” in the amount of 42% of the total costs for electricity, labor, and other operating costs incurred by Napa to operate the Temporary Pump Station. Napa will invoice St. Helena for the Pumping Surcharge on the normal billing for water use.
10. St. Helena may request Napa to operate Temporary Pump Station in November, December, January, February, or at other times when Napa is not operating the Temporary Pump Station. Napa in its sole discretion may grant St. Helena’s request. Napa’s denial of the request shall in no way change the terms of the Agreement or this Amendment No. 5. St. Helena shall submit request 15 days prior to requested operation and Napa shall respond within 10 days.
ATTACHMENT 1
Agreement No. 9381, Amendment No. 5
IN WITNESS WHEREOF , the parties hereto have executed this Amendment No.5 to be effective on the Effective Date set forth below.
CITY OF NAPA, a California Charter City: CITY OF ST. HELENA, a Municipal Corporation:
Phil Brun, Utilities Director James McCann, City Manager
ATTEST: ATTEST:
Tiffany Carranza, City Clerk Cindy Tzafopoulos, City Clerk
Date: ___________________________
(“Effective Date”)
COUNTERSIGNED: COUNTERSIGNED:
Joy Riesenberg, City Auditor April Mitts, Administrative Services Director
APPROVED AS TO FORM: APPROVED AS TO FORM:
__________________________
Michael W. Barrett, City Attorney Ethan Walsh, City Attorney
ATTACHMENT 1
Agreement No. 9381, Amendment No. 5
EXHIBIT A
AMENDMENT NO. 5 TO
WATER SUPPLY AGREEMENT BETWEEN
THE CITY OF NAPA AND THE CITY OF ST. HELENA
(City of Napa Agreement No. 9381)
(City of St. Helena Agreement No. 2006-131)
ATTACHMENT 1
Price and Payment for Base Supply - Section 6)b)i) and ii) Date Rate Increase Rate/1,000
gallons
Current $5.78
January 1, 2012 3.00% $5.95
July 1, 2012 3.00% $6.13
July 1, 2013 3.00% $6.32
July 1, 2014 3.00% $6.51
July 1, 2015 3.00% $6.70
July 1, 2016 3.00% $6.90
July 1, 2017 3.00% $7.11
July 1, 2018 3.00% $7.32
July 1, 2019 3.00% $7.54
July 1, 2020 3.00% $7.77
July 1, 2021 3.00% $8.00
July 1, 2022 3.00% $8.24 See Calculation Below
July 1, 2023 6.59% $8.78 See Calculation Below
July 1, 2024 6.59% $9.36 See Calculation Below
July 1, 2025 3.00% $9.64
July 1, 2026 3.00% $9.93
July 1, 2027 3.00% $10.23
July 1, 2028 3.00% $10.54
July 1, 2029 3.00% $10.85
July 1, 2030 3.00% $11.18
July 1, 2031 3.00% $11.52
July 1, 2032
2022 Calculation
2032 Examples
Example 3
$13.80
$12.70
$11.52
Example 2
$13.05
$12.01
$11.52
Effective Rate to St. Helena (8% below Tier 2 Outside Rate) Rate to St. Helena in effect on June 30, 2032
Total Rate Adjustment required to equal 8% below Tier 2 Outside Rate Rate Adjustment on July 1, 2032
Remaining Rate Adjustment
50% of Remaining Rate Adjustment
$11.60
$10.67
$11.52
Example 1
1.05%
0.52%
6.13%
9.26%
3.00%
6.26%
3.13%
4.05%
3.00%
-7.95%
-3.00%
0.53% 3.52%
3.59%
6.59%
$8.24
Tier 2 Outside Rate on July 1, 2022
Effective Rate to St. Helena (8% below Tier 2 Outside Rate) Rate to St. Helena in effect on June 30, 2022
Total Rate Adjustment required to equal 8% below Tier 2 Outside Rate Remaining Rate Adjustment
Rate Adjustment on July 1, 2022
Rate in Effect on July 1, 2022
50% of Remaining Rate Adjustment
See Examples Below
$11.87
$12.28
Sum of +3% annual adjustment and 50% of Remaining Rate
Adjustment
$9.58
$8.81
$8.00
Rate in Effect on July 1, 2023 $8.78
Rate in Effect on July 1, 2024 $9.36
Tier 2 Outside Rate on July 1, 2032
10.17%
3.00%
7.17%
$12.72
$12.59
$13.37
Rate in Effect on July 1, 2032 $11.17
Rate in Effect on July 1, 2033 $11.23
Rate in Effect on July 1, 2034 $11.29
Sum of +3% annual adjustment and 50% of Remaining Rate
Adjustment
-4.95%
-2.47%
$11.87
ATTACHMENT 1
Date
Rate
Increase
Rate/1,000
gallons
Rate
Increase
Rate/1,000
gallons
Rate
Increase
Rate/1,000
gallons
July 1, 2032 -3.00% $11.17 3.00% $11.87 3.00% $11.87
July 1, 2033 0.53% $11.23 3.52% $12.28 6.13% $12.59
July 1, 2034 0.53% $11.29 3.52% $12.72 6.13% $13.37
July 1, 2035 3.00% $11.63 3.00% $13.10 3.00% $13.77
Optional Supply - Section 4)ii) and 6)b)iii)
Water Supply: $400/AF x 134 AF = $53,600
Administrative Fee: 10% of $400/AF x 134 AF = $5,360
Delivery at Treat and Wheel Rate: 134 AF x $1,547.80/AF = $207,405 TOTAL Payment for Optional Supply: $266,365
Example 2Example 1
Example: St. Helena requests 200 acre-feet (AF) of optional supply. Napa is unable to deliver from current supplies. Napa is attempting to aquire 1,000 AF of supplemental dry-year for their own use and will add St. Helena's requested 200 AF for a total of 1,200 AF. Napa is able to secure a total of 800 AF of supplemental dry-year water for $400/AF.
Since Napa was not able to acquire the full 1,200 AF requested, St. Helena will receive a proportional share of the actual water acquired.
St. Helena's request was 200 AF of the 1,200 AF requested or 16.7%. Therefore, St. Helena will receive 16.7% of the 800 AF of water actually received which equals 134 AF. The Treat and Wheel rate in effect at the time Napa delivers the optional supply is $4.75/1,000 gallons ($1,547.80/AF).
St. Helena will pay Napa for the Optional Supply as follows:
Example 3
ATTACHMENT 1