HomeMy WebLinkAboutPR 18982: THIRD AMENDMENT TO THE WATER SERVICE AGREEMENT BETWEEN SABINE PASS LIQUEFACTION, LLC P.R. NO. 18982
05/04/15 gt
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
EXECUTE THE THIRD AMENDMENT TO THE WATER
SERVICE AGREEMENT BETWEEN SABINE PASS
LIQUEFACTION, LLC AND THE CITY OF PORT ARTHUR
WHEREAS, on December 13, 2011, the City Council authorized the
City Manager to enter into a Water Service Agreement with Sabine
Pass Liquefaction, LLC; and
WHEREAS, on May 15, 2012, per Resolution No. 12-231, the City
Council authorized the First Amendment to the Water Service
Agreement; and
WHEREAS, on December 11, 2012, per Resolution No. 12-597, the
City Council authorized the Second Amendment to the Water Service
Agreement; and
WHEREAS, Sabine Pass Liquefaction, LLC, has requested that the
City authorize a Third Amendment to the Water Service Agreement as
to the Flow Rate, in substantially the same form as attached hereto
as Exhibit "A" .
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
Section 1 . That the facts and opinions in the preamble are
true and correct .
s.pr18982
Section 2 . That the City Manager is hereby authorized and
instructed to execute the Third Amendment to the Water Service
Agreement with Sabine Pass Liquefaction, LLC, in substantially the
same form as attached hereto as Exhibit "A" .
Section 3 . That a copy of the caption of this Resolution
shall be spread upon the Minutes of the City Council .
READ, ADOPTED, AND APPROVED, this day of May, 2015 A.D. ,
at a Regular Meeting of the City Council of the City of Port
Arthur, Texas by the following vote : AYES :
Mayor:
Councilmembers :
NOES : .
Deloris "Bobbie" Prince, Mayor
ATTEST:
Sherri Bellard, City Secretary
APPROVED AS T FORM:
\f6L0— (
Valecia R. izeno, ity Attorney
APPROVED FOR ADMINISTRATION:
Brian McDougal, City Manager
s.pr18982
EXHIBIT "A"
s.pr18982
THIRD AMENDMENT TO
WATER SERVICE AGREEMENT
This THIRD AMENDMENT TO WATER SERVICE AGREEMENT (this
"Amendment"), dated as of this day of , 2015, is made by and between Sabine
Pass Liquefaction, LLC, a Delaware limited liability company with offices at 700 Milam Street,
Suite 800, Houston, Texas 77002 ("Sabine Pass Liquefaction") and City of Port Arthur, a home
rule municipality located at 444 4th Street, Port Arthur, TX 77640 ("City"). Sabine Pass
Liquefaction and the City may be referred to herein together as the "Parties" and each may be
referred to individually as a"Party".
RECITALS
WHEREAS, Sabine Pass Liquefaction and the City are parties to that certain WATER
SERVICE AGREEMENT (the "Original Agreement") dated December 21, 2011, under which
Sabine Pass Liquefaction will purchase potable water for the Sabine Liquefaction Facility, as
amended by that certain FIRST AMENDMENT TO WATER SERVICE AGREEMENT,
dated June 12, 2012 (the "First Amendment") and as amended by that certain SECOND
AMENDMENT TO WATER SERVICE AGREEMENT, dated December 31, 2012 (the "Second
Amendment" and, together with the Original Agreement, the First Amendment, and the Second
Amendment the "Agreement");
WHEREAS,the City and Sabine Pass Liquefaction desire to further amend the Agreement
only with regard to Section 2.1 in the manner set forth herein;
NOW THEREFORE, for good and valuable consideration and for the mutual covenants
contained herein, the receipt and sufficiency of which is hereby acknowledged by the Parties,
Sabine Pass Liquefaction and the City hereby agree as follows:
OPERATIVE PROVISIONS
1. Defined Terms. Capitalized terms used in this Agreement and not otherwise defined
herein shall have the same meanings given them in the Agreement.
2. Section 2.1 of the Original Agreement is hereby amended and restated in its entirety
to read as follows:
2.1 Flow Rate. The City shall utilize its best efforts to deliver to Sabine Pass
Liquefaction its requirements for Water up to the maximum flow rates for
delivery of Water at the Delivery Points as set forth below:
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Max Water
Delivery Flow
Sabine Rate
Liquefaction Gallons per
Facility Trains Date of Service Minute
Train 1 April 2014- Dec 2015 875
Train 2 Jan 2016 -Jan 2017 1750
Train 3 Feb 2017-Nov 2017 2625
Train 4 Dec 2017—Mar 2018 3500
Train 5 Apr 2018—Sep 2018 4375
Train 6 Oct 2018 -Term 5250
3. Governing Law; Entire Agreement. This Amendment shall be enforced, in accordance
with the laws of the state of Texas without giving effect to principles of conflicts of law.
The venue of any claims, causes of action or litigation arising out of this agreement shall
be Jefferson County, Texas.
4. No Other Amendment. Except as amended by the First Amendment, the Second
Amendment,and this Third Amendment,all other terms of the Original Agreement remain
in full force and effect.
IN WITNESS WHEREOF, each of the Parties has caused this Amendment to be executed by
their respective, fully authorized representatives as of the date first written above.
Sabine Pass Liquefaction: City:
Sabine Pass Liquefaction, LLC City of Port Arthur
By: By:
Name: Name:
Title: Title:
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