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R2002-0149 09-23-02 RESOLUTION NO. R2002-149 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO ENTER INTO AN AGREEMENT WITH BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICTS NO. 21 AND NO. 22 FOR FIRE PROTECTION AND EMS SERVICES. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain agreement by and between the City of Pearland and Brazoria County Municipal Utility Districts No. 21 and No. 22 a copy of which is attached hereto as Exhibit "A" and made a part hereof for all purposes, is hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest a agreement with Brazoria County Municipal Utility Districts No. 21 and No. 22 for Fire Protection and EMS Services. PASSED, APPROVED and ADOPTED this the 23 day of Sept. ember' , A.D., 2002. ATTEST: APPROVED AS TO FORM: DARRIN M. COKER CITY ATTORNEY TOM REID MAYOR FIRE PROTECTION/EMS AGREEMENT This Fire Protection Agreement (the "Agreement") is entered into this ~.~ £dday of ~.t4~nt,~r ,2002, by and between the City of Pearland, Texas (the "City"), a home-rule city; l~earland Volunteer Fire Department ("PVFD"), a Texas nonprofit corporation; Brazofia County Municipal Utility District No. 21 ("MUD 21"), a conservation and reclamation district created and operating pursuant to Article XVI, Section 59 of the Texas Constitution and Chapters 49 and 54, Texas Water Code; and Brazoria County Municipal Utility District No. 22 ("MUD 22"), a conservation and reclamation district created and operating pursuant to Article XVI, Section 59 of the Texas Constitution and Chapters 49 and 54, Texas Water Code (both MUD 21 and MUD 22 referred to herein collectively as the "Districts"). RECITALS WHEREAS, the Districts are located within the extraterritorial jurisdiction ("ETJ") of the City; WHEREAS, the City and PVFD are willing to provide Fire Protection Services (defined below) within the Districts; and WHEREAS, the Boards of Directors of the Districts believe that it is in the best interest of their residents to enter into this Agreement pursuant to Section 49.351 of the Texas Water Code; NOW, THEREFORE: AGREEMENT The Parties hereby covenant and agree as follows: Section 1. Purpose. The purpose of this Agreement is to contract with PVFD and the City to provide Fire Protection Services to the Districts in return for payment of monthly fire protection fees, in accordance with this Agreement. Section 2. Definitions. Capitalized terms shall have the meanings provided for them in the heading and preamble to this Agreement, or as provided below, unless otherwise defined or the context clearly requires otherwise. "Effective Date" is defined in Section 3. "Fire Protection/EMS Services" means all fire suppression, rescue, and emergency medical including services regularly provided by the City and/or PVFD to persons and property located within its corporate limits on the Effective Date, including fire inspections of buildings and properties, fire code enforcement services, and arson investigations. "Parties" means the City, PVFD, and the Districts. "TNRCC" means the Texas Natural Resource Conservation Commission. 931171_3.DOC Section 3. Effective Date. (a) The parties recognize that before this Agreement becomes effective, the Districts must develop a fire plan in accordance with Section 49.351, Texas Water Code and the rules of the TNRCC, submit the plan to the TNRCC for its approval, call an election, and obtain TNRCC and voter approval of the plan and this Agreement. The Districts will use their best efforts to develop and obtain voter approval of a fire plan and any necessary bond issue in accordance with the terms of this Agreement. (b) This Agreement will be in full force and effect with respect to each District upon the first day of the month following the adoption of an order of the applicable District declaring the results of the election. Section 4. Fire Protection/EMS Services. (a) PVFD provides personnel that engage in fire suppression and rescue operations for the Pearland area. The City owns pumper tracks, a tanker truck, rescue trucks, and other necessary equipment for the operation of its fire stations, trucks and fire department. The City provides emergency medical services in addition to and in conjunction with PVFD's services. (b) The Parties acknowledge that in conducting fire suppression services for the Districts, PVFD will designate reasonable criteria, as applicable throughout its service area, for the location, access and use of fire hydrants, connections, and water supply and distribution systems ("water distribution system") available in the Districts, but the City and PVFD shall not be responsible for providing for, constructing, inspecting, maintaining, or repairing any part of the water distribution system in the Districts and the City and PVFD shall not be liable to the Districts or any District occupants or resident for any deficiency or malfunction of the water distribution system located in the Districts. (c) During the term of this Agreement, PVFD and the City will provide to the Districts Fire Protection/EMS Services to persons, buildings, and property located within the Districts, including all land within the City's ETJ added to the Districts with the consent of the City after the Effective Date. PVFD and the City will provide Fire Protection/EMS Services to the Districts in the same manner and with the same standard of care as it would to those residences and structures in the City limits, including any new facilities that may be built or put into operation at the time of this Agreement or thereafter. (d) The parties acknowledge that PVFD and the City must also respond to requests for Fire Protection/EMS Services in the corporate limits of the City and that the City and PVFD have contracts to provide Fire Protection/EMS Services to other entities. In providing Fire Protection/EMS Services to the Districts, PVFD and the City will follow their adopted standard operating procedures, subject to the right and discretion, without being in breach of this 'Agreement and without liability to the Districts or its occupants or residents, to determine: (1) (2) (3) whether Fire Protection/EMS Services are needed in a particular case; whether and when personnel or equipment are available to respond to a request for Fire Protection/EMS Services; the order in which to respond to requests for Fire Protection/EMS Servi~s; and 931171_3.DOC -2- (4) the time in which to respond to a request for Fire Protection/EMS Services. Without prejudice to their rights to enforce the terms of this Agreement, the Districts hereby release and hold harmless PVFD and the City for personal injury or property damages otherwise payable to the Districts in the performance of the Fire Protection/EMS Service. (e) The Districts assume no responsibility for the reliability, promptness, or response time of PVFD and the City. The Districts' sole obligation for provision of Fire Protection/EMS Services to its residents is to make monthly payments as described below. (t) PVFD may contract with other providers of Fire Protection/EMS Services in the vicinity of the Districts (such as Manvel, Texas) to provide such services within the Districts prior to the ability of PVFD and the City to do so conveniently, and such contractor may be assigned all or a portion of the payments of the Districts hereunder, and make use of the fire station described in Section 6(e), to such extent and for such time as may be agreed among the Parties. Section 5. Employees/personnel. PVFD and the City shall provide employees/personnel who meet minimum state qualifications to perform the Fire Protection/EMS Services required by this Agreement. The Districts assume no responsibility for the actions of PVFD's and the City's employees/personnel in performing their fire protection duties. The Districts will make no recommendations and are in no way responsible for the selection, sufficiency or qualifications of PVFD and City employees/personnel. Section 6. Payment for Fire Protection/EMS Services and Facilities. (a) Monthly Payments. In consideration of the Fire Protection/EMS Services, the District agrees to make monthly payments to the City as provided below. The City shall apportion such payments among themselves, and the Districts shall not have any direct payment responsibility to PVFD for Fire Protection/EMS Services. (1) Residential Properties. The Districts shall pay to the City a monthly charge for each residential trait in the District that is connected to and receiving service from the Districts' water supply systems, as determined each calendar quarter following the Effective Date. A residential unit shall mean any building or part of a building designed for permanent occupancy by one family. (A detached single-family residential unit is one residential unit; a duplex is two residential units; and each living unit in an apartment complex is one residential unit.) (2) Nonresidential Properties. The District will also pay the City a monthly charge for each 2,000 square feet or part thereof of building floor area for every "improved nonresidential property" located in the District that is connected to and receiving service from the District's water supply system on or before the twentieth day of the immediately preceding month. "Improved nonresidential property" means any improved real property, on which there is located a building or structure that is not residential property. The square footage used to determine the charge is based on the records of the Brazoria County Appraisal District. (b) Initial Monthly Charge. (a)(1) and (2) is $4.38. 931171_3.DOC The initial monthly charge provided for in paragraphs -3- (c) Annual Adjustment. Following the first anniversary of the Effective Date, the monthly charge will be adjusted to reflect the actual costs of the City incurred on its own behalf and in support of PVFD, divided the total estimated number of residential units, or residential equivalents served in total by the City and PVFD computed as provided in this Section. The fee per residential unit may not be adjusted more often than once per year except as may be agreed by the Parties; provided that, the calculation of residential units within each District shall be performed on a quarterly basis as described in subsection (a) above. (d) Payment Date. The monthly charge required herein shall be paid by the District on or before the first day of each month. All monthly payments shall be paid by the District to the City without notice or demand at the offices of the City, unless the District is notified otherwise. All or part of any monthly payment paid by the District after the 30th day of the month is delinquent and shall include an additional late fee equal to ten percent of the delinquent amount. (e) Fire/EMS Station. The Districts agree to finance and construct a station and related fixed appurtenances within one of the Districts, on the site committed by the Districts' developer by agreement with the City to be operated, staffed, and equipped by PVFD and the City to serve the Districts. The general configuration of the station, internally and externally, is described on Exhibit A attached hereto. The construction costs of the station financed by the Districts shall not exceed $600,000 (in 2002 dollars, determined with reference to the U.S. Department of Labor CPI-U for the greater Houston area, or if no longer in effect, such similar index as agreed upon by the parties) without written consent of the Districts. The ultimate size of the station shall be sufficient to accommodate an ambulance, a pumper truck, and a ladder truck, and construction shall commence within 180 days of the 1,000th residential connection to the Districts' water systems, or the equivalent thereof. Upon completion of the station, PVFD and the City shall commence operations from the station, and may serve other areas of the City or its ETJ therefrom; provided that the City and PVFD shall use their best efforts to require other municipal utility districts being served from the station to contribute a pro rata share of the construction costs, or to reimburse the Districts therefor. The Districts shall be responsible for the physical maintenance and operational costs of the station, including utilities, building maintenance, and insurance coasts. Section 7. Covenant Regarding Revenues. The Parties shall maintain sufficient income from fire plan assessments and other revenues to fund their obligations hereunder. Section 8. Term. Once effective, the Agreement will continue in effect for 30 years (the Initial Term) and shall be automatically renewed thereafter for successive one year terms. This Agreement terminates with respect to a District upon the date such District is dissolved by reason of annexation of the property in the District by the City, or upon written notice from the Parties. Section 9. Termination and Default. A Party may declare a default hereunder if another Party fails, refuses, or neglects to comply with any of the terms of this Agreement. If, after notice and opportunity to cure as provided for herein, a Party declares a default of this Agreement, (i) with written consent of the other non-defaulting Parties, this Agreement shall terminate, or (ii) the Party declaring the default may seek specific performance of the defaulting Party's obligations. The Party declaring a default shall notify the other Parties of any default in writing in the manner prescribed herein. The notice shall specify the basis for the declaration of default, and the party shall have 30 days from the receipt of such notice to cure any default (except when curing the default requires activity over a period of time in excess of 30 days, performance shall commence within 30 days after the receipt of notice, and such performance shall be diligently continued until the default is cured). Section 10. Notice. All notices shall be in writing and given by certified mail with return receipt requested, with receipt as of the date of the signed receipt. Notice given in any other manner shall be effective only if and when received by the party to be notified. For the purpose of notice, the addresses of the parties shall, unless changed as hereinafter provided, be as shown on the signature page of this Agreement. The parties shall have the fight to change their respective addresses and each shall have the right to specify their respective new addresses by at least fifteen days written notice to the other party. Section 11. No Additional Waiver Implied. No waiver or waivers of any breach or default or any breaches or defaults by either party hereto of any term, covenant, condition, or liability hereunder, or of performance by the other Party of any duty or obligation hereunder, shall be deemed or construed to be a waiver of subsequent breaches or defaults of any kind, under any circumstances. Section 12. Modification. This Agreement shall be subject to change or modification only with the written mutual consent of the parties hereto. Section 13. Severability. The provisions of this Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of this contract or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, paragraph, section or other part of this contract to other persons or circumstances shall not be affected thereby. Section 14. Agreement Not for Benefit of Third Parties. This Agreement is not intended to benefit any party other than the Parties or to impose any duty upon the Parties toward any person or entity not a party hereto. Section 15. Entire Agreement. Upon execution of this Agreement by the Parties, this Agreement shall constitute the entire agreement between the Parties for the provision of Fire Protection/EMS Services. [EXECUTION PAGES FOLLOW] 931171__3.DOC -5- IN WITNESS WHEREOF, the parties have executed this Agreement in multiple copies, each of which shall be deemed an original as of the date and year first written above, to be effective as of the date specified in this Agreement. BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 21 AS TT~eo~fetary, Board of Directors (SEAL) President, Address: Vinson & Elkins L.L.P. 2300 First City Tower 1001 Fannin Houston, Texas 77002-6760 BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 22 ATTEST: Secretiry~~~ors . 3 (SEAL) '"'x:~-? f"'" ............... .'""'"-~';?: By: President, Board of Directors Address: Vinson & Elkins L.L.P. 2300 First City Tower 1001 Fannin Houston, Texas 77002-6760 931171_3.DOC Execution Page CITY OF PEARLAND a~yor, City of Pe~land Address: gBlg Liberty Drive Pearland, Texas ATTEST: ~y Se~~t~of ~land/ ~EAL) APPROVED AS TO FORM: City Attorney, City of Pearland Fire Protection Agreement Execution page Exhibit A The Station [Attach site plan and other descriptive material] 931171_.3.DOC Execution Page I I I :~lil FIRE PROTECTION/EMS AGREEMENT This Fire Protection Agreement (the "Agreement") is entered into this::V day of c,,nil dwtt.- 2002, by and between the City of Pearland, Texas (the ' City"), a home -rule city; Pearland Volunteer Fire Department (`PVFD"), a Texas nonprofit corporation; Brazona County Municipal Utility District No. 21 ( `MUD 21' ), a conservation and reclamation district created and operating pursuant to Article XVI, Section 59 of the Texas Constitution and Chapters 49 and 54, Texas Water Code; and Brazoria County Municipal Utility District No. 22 ("MUD 22"), a conservation and reclamation district created and operating pursuant to Article XVI, Section 59 of the Texas Constitution and Chapters 49 and 54, Texas Water Code (both MUD 21 and MUD 22 referred to herein collectively as the "Districts"). RECITALS WHEREAS, the Districts are located within the extraterritorial jurisdiction ("ETJ") of the City; WHEREAS, the City and PVFD are willing to provide Fire Protection Services (defined below) within the Districts; and WHEREAS, the Boards of Directors of the Districts believe that it is in the best interest of their residents to enter into this Agreement pursuant to Section 49.351 of the Texas Water Code; NOW, THEREFORE: AGREEMENT The Parties hereby covenant and agree as follows: Section 1 Purpose The purpose of this Agreement is to contract with PVFD and the City to provide Fire Protection Services to the Districts in return for payment of monthly fire protection fees, in accordance with this Agreement. Section 2. Definitions . Capitalized terms shall have the meanings provided for them in the heading and preamble to this Agreement, or as provided below, unless otherwise defined or the context clearly requires otherwise. "Effective Date" is defined in Section 3. `Fire Protection/EMS Services" means all fire suppression rescue, and emergency medical including services regularly provided by the City and/or PVFD to persons and property located within its corporate limits on the Effective Date, including fire inspections of buildings and properties, fire code enforcement services, and arson investigations. "Parties" means the City, PVFD, and the Districts. "TNRCC" means the Texas Natural Resource Conservation Commission. 931171_3.DOC Section 3. Effective Date. (a) The parties recognize that before this Agreement becomes effective, the Districts must develop a fire plan in accordance with Section 49.351, Texas Water Code and the rules of the TNRCC submit the plan to the TNRCC for its approval, call an election, and obtain TNRCC and voter approval of the plan and this Agreement. The Distncts will use their best efforts to develop and obtain voter approval of a fire plan and any necessary bond issue in accordance with the terms of this Agreement (b) This Agreement will be in full force and effect with respect to each District upon the first day of the month following the adoption of an order of the applicable District declaring the results of the election. Section 4. Fire Protection/EMS Services. (a) PVFD provides personnel that engage in fire suppression and rescue operations for the Pearland area. The City owns pumper trucks, a tanker truck, rescue trucks, and other necessary equipment for the operation of its fire stations, trucks and fire department. The City provides emergency medical services in addition to and in conjunction with PVFD's services. (b) The Parties acknowledge that in conducting fire suppression services for the Districts, PVFD will designate reasonable criteria, as applicable throughout its service area, for the location, access and use of fire hydrants, connections, and water supply and distribution systems ("water distribution system") available in the Districts, but the City and PVFD shall not be responsible for providing for, constructing, inspecting, maintaining, or repairing any part of the water distribution system in the Districts and the City and PVFD shall not be liable to the Districts or any District occupants or resident for any deficiency or malfunction of the water distribution system located in the Districts. (c) During the term of this Agreement, PVFD and the City will provide to the Districts Fire Protection/EMS Services to persons, buildings, and property located within the Districts, including all land within the City's ETJ added to the Districts with the consent of the City after the Effective Date. PVFD and the City will provide Fire Protection/EMS Services to the Districts in the same manner and with the same standard of care as it would to those residences and structures in the City limits, including any new facilities that may be built or put into operation at the time of this Agreement or thereafter. (d) The parties acknowledge that PVFD and the City must also respond to requests for Fire Protection/EMS Services in the corporate limits of the City and that the City and PVFD have contracts to provide Fire Protection/EMS Services to other entities. In providing Fire Protection/EMS Services to the Distncts, PVFD and the City will follow their adopted standard operating procedures, subject to the right and discretion, without being in breach of this Agreement and without liability to the Districts or its occupants or residents, to determine: (1) whether Fire Protection/EMS Services are needed in a particular case (2) whether and when personnel or equipment are available to respond to a request for Fire Protection/EMS Services; (3) the order in which to respond to requests for Fire Protection/EMS Services; and 931171_3.DOC (4) the time in which to respond to a request for Fire Protection/EMS Services. Without prejudice to their rights to enforce the terms of this Agreement, the Districts hereby release and hold harmless PVFD and the City for personal injury or property damages otherwise payable to the Districts in the performance of the Fire Protection/EMS Service. (e) The Districts assume no responsibility for the reliability, promptness, or response time of PVFD and the City. The Districts' sole obligation for provision of Fire Protection/EMS Services to its residents is to make monthly payments as described below. (f) PVFD may contract with other providers of Fire Protection/EMS Services in the vicinity of the Districts (such as Manvel, Texas) to provide such services within the Districts prior to the ability of PVFD and the City to do so conveniently, and such contractor may be assigned all or a portion of the payments of the Districts hereunder, and make use of the fire station described in Section 6(e) to such extent and for such time as may be agreed among the Parties. Section 5. Employees/personnel. PVFD and the City shall provide employees/personnel who meet minimum state qualifications to perform the Fire Protection/EMS Services required by this Agreement. The Districts assume no responsibility for the actions of PVFD's and the City's employees/personnel in performing their fire protection duties. The Districts will make no recommendations and are in no way responsible for the selection, sufficiency or qualifications of PVFD and City employees/personnel. Section 6. Payment for Fire Protection/EMS Services and Facilities. (a) Monthly Payments. In consideration of the Fire Protection/EMS Services, the District agrees to make monthly payments to the City as provided below. The City shall apportion such payments among themselves, and the Districts shall not have any direct payment responsibility to PVFD for Fire Protection/EMS Services. (1) Residential Properties. The Districts shall pay to the City a monthly charge for each residential unit in the District that is connected to and receiving service from the Districts' water supply systems, as determined each calendar quarter following the Effective Date. A residential unit shall mean any building or part of a building designed for permanent occupancy by one family. (A detached single-family residential unit is one residential unit; a duplex is two residential units; and each living unit in an apartment complex is one residential unit.) (2) Nonresidential Properties. The District will also pay the City a monthly charge for each 2,000 square feet or part thereof of building floor area for every "improved nonresidential property" located in the District that is connected to and receiving service from the Distnct's water supply system on or before the twentieth day of the immediately preceding month. `Improved nonresidential property' means any improved real property, on which there Is located a building or structure that is not residential property. The square footage used to determine the charge is based on the records of the Brazona County Appraisal District. (b) Imtial Monthly Charge. The initial monthly charge provided for in paragraphs (a)(1) and (2) is $4.38. 931171 3.DOC - 3- (c) Annual Adjustment. Following the first anniversary of the Effective Date, the monthly charge will be adjusted to reflect the actual costs of the City incurred on its own behalf and in support of PVFD, divided the total estimated number of residential units, or residential equivalents served in total by the City and PVFD computed as provided in this Section. The fee per residential unit may not be adjusted more often than once per year except as may be agreed by the Parties; provided that, the calculation of residential units within each District shall be performed on a quarterly basis as described in subsection (a) above. (d) Payment Date. The monthly charge required herein shall be paid by the District on or before the first day of each month All monthly payments shall be paid by the District to the City without notice or demand at the offices of the City, unless the District is notified otherwise. All or part of any monthly payment paid by the District after the 30th day of the month is delinquent and shall include an additional late fee equal to ten percent of the delinquent amount. (e) Fire/EMS Station. The Districts agree to finance and construct a station and related fixed appurtenances within one of the Districts, on the site committed by the Districts' developer by agreement with the City to be operated, staffed, and equipped by PVFD and the City to serve the Districts. The general configuration of the station, internally and externally is described on Exhibit A attached hereto. The construction costs of the station financed by the Districts shall not exceed $600,000 (in 2002 dollars, determined with reference to the U.S. Department of Labor CPI-U for the greater Houston area, or if no longer in effect, such similar index as agreed upon by the parties) without written consent of the Districts. The ultimate size of the station shall be sufficient to accommodate an ambulance, a pumper truck, and a ladder truck, and construction shall commence within 180 days of the 1,000th residential connection to the Districts' water systems, or the equivalent thereof. Upon completion of the station, PVFD and the City shall commence operations from the station, and may serve other areas of the City or its ETJ therefrom; provided that the City and PVFD shall use their best efforts to require other municipal utility districts being served from the station to contribute a pro rata share of the construction costs, or to reimburse the Districts therefor. The Districts shall be responsible for the physical maintenance and operational costs of the station, including utilities, building maintenance, and insurance coasts Section 7. Covenant Regarding Revenues. The Parties shall maintain sufficient income from fire plan assessments and other revenues to fund their obligations hereunder. Section 8. Term. Once effective, the Agreement will continue in effect for 30 years (the Initial Term) and shall be automatically renewed thereafter for successive one year terms. This Agreement terminates with respect to a Distnct upon the date such District is dissolved by reason of annexation of the property in the District by the City, or upon written notice from the Parties. Section 9. Termination and Default. A Party may declare a default hereunder if another Party fails refuses or neglects to comply with any of the terms of this Agreement. If, after notice and opportunity to cure as provided for herein, a Party declares a default of this Agreement, (i) with written consent of the other non -defaulting Parties, this Agreement shall terminate, or (ii) the Party declaring the default may seek specific performance of the defaulting Party's obligations. The Party declaring a default shall notify the other Parties of any default in writing in the manner prescribed herein. The notice shall specify the basis for the declaration of 931171_3.DOC 4 default, and the party shall have 30 days from the receipt of such notice to cure any default (except when curing the default requires activity over a period of time in excess of 30 days, performance shall commence within 30 days after the receipt of notice, and such performance shall be diligently continued until the default is cured). Section 10. Notice. All notices shall be in writing and given by certified mail with return receipt requested, with receipt as of the date of the signed receipt. Notice given in any other manner shall be effective only if and when received by the party to be notified. For the purpose of notice, the addresses of the parties shall, unless changed as hereinafter provided, be as shown on the signature page of this Agreement. The parties shall have the right to change their respective addresses and each shall have the right to specify their respective new addresses by at least fifteen days written notice to the other party. Section 11. No Additional Waiver Implied. No waiver or waivers of any breach or default or any breaches or defaults by either party hereto of any term, covenant, condition, or liability hereunder, or of performance by the other Party of any duty or obligation hereunder, shall be deemed or construed to be a waiver of subsequent breaches or defaults of any kind, under any circumstances. Section 12. Modification. This Agreement shall be subject to change or modification only with the written mutual consent of the parties hereto. Section 13. Severability. The provisions of this Agreement are severable, and if any word, phrase, clause, sentence, paragraph section or other part of this contract or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, paragraph, section or other part of this contract to other persons or circumstances shall not be affected thereby. Section 14. Agreement Not for Benefit of Third Parties. This Agreement is not intended to benefit any party other than the Parties or to impose any duty upon the Parties toward any person or entity not a party hereto. Section 15. Entire Agreement. Upon execution of this Agreement by the Parties, this Agreement shall constitute the entire agreement between the Parties for the provision of Fire Protection/EMS Services. [EXECUTION PAGES FOLLOW] 931171_3.DOC - 5- IN WITNESS WHEREOF, the parties have executed this Agreement in multiple copies, each of which shall be deemed an original as of the date and year first written above, to be effective as of the date specified in this Agreement. ATTEST: ecretary, Board of Directors (SEAL) ATTEST: Secret (SEAL) • • • ze a d of Directors -1 `?lasv • ,%'• BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 21 B President, B • .1•` of DirectorsL Address: Vinson & Elkins L.L.P. 2300 First City Tower 1001 Fannin Houston, Texas 77002-6760 BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 22 By:akf President, Board of Directors Address: Vinson & Elkins L.L.P. 2300 First City Tower 1001 Fannin Houston, Texas 77002-6760 931171 3.DOC Execution Page • ATTEST: CITY OF PEARLAND Bv: ayor, City of Pearland Address: 1519 liberty Drive Pearland, Texas APPROVED AS TO FORM: City Attorney, City of Pearland Fire Protection Agreement (3) Execution Page Exhibit A The Station [Attach site plan and other descriptive material] 931171_3.DOC Execution Page -11(13 wan -r� zCP r•r 1.08 r+ e ,r o•w r*• Ke • 44 1.1 qq• - 4 44 e • 0 llama 1.. 6 i • n r•r • r `I AA!! • c • N En 0 0 z 0 T r 8 z W r 0 m 0 of V SAVANNAH VOLUNTEER FIRE STATION 1 Vinson&E1kfns A"ITORNE YS AT LAW December 19, 2002 Darrin Coker City Attorney City of Pearland 3 519 Liberty Drive Pearland, Texas 77581 nE;20}200 Re: Brazoria County Municipal Utility District Nos 21 and 22 Dear Darrin: VINSON & ELKII L.L.P. 2300 FIRS r CITY TOWER 1001 FANNIN STREET HOUSTON, 'IEXA.S 77002-6760 "IFLEPI-ZONE (713) 758-2222 FAX (713) 758-2346 ws w.velaw.com Timothy Austin Direct Dial (713) 758-2735 Direct Fax (713) 615-5696 taustin0 velaw.com Please find enclosed for City records two executed copies of the Fire Protection/EMS Agreement for the referenced districts. The exhibit describing the floor plan of the fire station has been added as required. Also, we have submitted the package to TCEQ as a part of the fire plan, so we hope for approval soon. Thanks very much. Sincerely, Timothy Austin Enclosures AUSTIN • BEIJING • DALLAS • HOUSTON • LONDON • MOSCOW • NEW YORK • SINGAPORE • WASHINGTON, D.C.