Agenda - 11-13-2018 6-c - Triangle Water Supply Partnership Memorandum of Agreement

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Memorandum of Agreement Triangle Water Supply Partnership August 7, 2018 Page 13 of 35 e) Initial Dues: i) Initial Dues for fiscal year 2019, shown in Exhibit 1, for each Member, are due the later of 60 days after the effective date of this Agreement, or 60 days after the Member executes the Agreement. ii) For new Participants added after Initial Dues for fiscal year 2019 are adopted, Initial Dues will be based on the date of membership approval and will be the sum of the Participant’s share of 1) the current fiscal year Annual Dues, 2) previous years’ (up to 4 years maximum) Annual Dues for any ongoing Projects or upcoming Projects for which funding is being collected ahead of contracting, and 3) any Special Projects Dues for Special Projects in which that Participant wishes to participate. The exact amount of Initial Dues for a new Participant will be determined by the Partnership at the time of New Participant Request approval. New Participant Initial Dues will be allocated appropriately toward funding for Projects by the Fiscal Agent and taken into account by the Partnership during development of the following year’s Annual Budget. f) Final Dues: For any Participant that withdraws, Final Dues will be calculated and invoiced to the Participant based on unpaid Dues for the current fiscal year and ongoing Special Projects that include the withdrawing Participant. g) All Dues payments are non-refundable. h) Five-year Planning: For the first five years after this Agreement is effective, Annual Dues are projected to be slightly higher in the first two years to provide for initial planned Projects; the following three years’ Annual Dues are slightly lower. It is the Participants’ intention that future budgets will be planned with the goal to keep Annual Dues constant during each five-year period; however, changes to planned Projects may require some variation in Annual Dues within five-year periods and the actual amount of Annual Dues will be as adopted each year by the Partnership as part of adoption of the 5-Year Project and Funding Plan. 15) Duration, Automatic Renewal, Amendment and Termination: a) The term of this Agreement shall begin upon the date it is properly authorized and executed by two Participants (Effective Date) and shall end on June 30, 2028 (Initial Term End Date). Thereafter, this Agreement shall become binding on each Participant only after approval and execution of the Agreement by a duly authorized representative of the Participant. b) After the Initial Term End Date, the term of this Agreement shall be extended automatically for a period of five years unless all but one Participant has given thirty (30) days prior written notice of withdrawal. c) This Agreement may be terminated by a Super Majority Vote of the Participants. 17