1998-141-RES WHEREAS, CITY COUNCIL DID HERETOFORE ONTHE 8TH DAY OF JUNE eretofore, on the 8th day of June,

Home Browse Search

() "Person" shall mean any natural person, corporation, company, partnership, limited liability company, joint venture, trust, unincorporated organization, organization, association, sole proprietorship, government (or any agency, instrumentality or political subdivision thereof, including autonomous and quasi-autonomous entities) or other entity. o "Pipeline" shall mean the pipeline for delivery of Raw Water to the Plant to be constructed by Panda and transferred to the City pursuant to the terms of this Agreemen~ including any connections from the Pipeline to other applicable facilities included as part of the Water Supply Facilities. () "Plant" shall mean the electricity producing power plant to be constructed by Panda at the site reflected on Schedule 1 attached hereto, to be located within the city limits ofthe City. o "Raw Water" shall mean water that is appropriated for industrial purposes that has not been treated. () "Regulatory Requirements" shall mean all requirements and provisions of federal, state, city, county and local constitutions, laws, statutes, rules, regulations and ordinances enacted or issued from time to time, and all judicial and administrative orders, judgments and decrees of any governmental authority having jurisdiction concerning the matters contained herein issued from time to time. () "Source" shall mean Pat Mayse Lake, Lamar County, Texas or such other source of surface water acceptable to Panda (including, but not limited to, Lake Crook, Lamar County, Texas). () "Supply Delivery Point" shall mean the point at which the Water Supply Facilities connect to the Plant as more specifically described on Schedule I attached hereto. () "Term" shall mean the period commencing on the date hereof and terminating on the termination date of this Agreement. o "TNRCC" shall mean the Texas Natural Resource Conservation Commission. o "Water Supply Facilities" shall mean all meters, pumps, pumping stations, pipelines (including but not limited to the Pipeline), valves and equipment necessary for the maintenance and delivery of the Raw Water by the City from the Source to the Supply Delivery Point in accordance with the terms and conditions hereof. o "Wastewater" shall mean any and all domestic (sewage) and process wastewater from the Plant. ARTICLE II CONDITIONS PRECEDENT Section 2.01. Conditions Precedent. The obligations of Panda under this Agreement shall become effective on and Panda shall have no obligations hereunder until the date specified in a notice from Panda to the City stating that the following conditions precedent shall have been fulfilled to Panda's satisfaction or waived in writing by Panda: (a) If necessary, the City shall have received legal, valid and enforceable rights-of-way, easements and such other real property rights or interests as may be required to fmance and construct the Facilities and perform its obligations hereunder; (b) The City shall have obtained, as applicable: (i) fmancing sufficient to complete construction of the Facilities, or any applicable portion thereof, or commitments therefor in form and substance satisfactory to Panda and the Financing Persons, and (ii) all necessary Approvals for the construction and operation of the Facilities. (c) Panda shall have obtained all necessary Approvals for the construction and operation of the Pipeline; (d) Panda and the Financing Persons shall have received an opinion of legal counsel, in form and substance acceptable to Panda and the Financing Persons, to the effect that this Agreement constitutes the legal, valid and binding obligations of the City and may be enforced according to its terms in conformity with applicable law; and -2. G:\A TTORNEY\ScottlCurrent Worklwater agr - final.doc2