09-12-11 Regular Meeting of La Porte City Council

Browse Search

Thereafter, Pasadena shall coordinate the attorneys, financial advisors, accountants and engineers in defending and /or asserting the Claims. Pasadena will; a. transmit to the Co- Participants copies of any invoices received from the attorneys, financial advisors, accountants and engineers after receipt along with a breakdown of how much of such invoice(s) each Participant owes; b. transmit reports received from attorneys, financial advisors, accountants and engineers to the Co- Participants after receipt copies of relevant documents provided by the attorneys, financial advisors, accountants and engineers in defending and /or asserting the Claims; and c. transmit to the Co-- Participants status reports of the defense and /or assertion of the Claims as received. Co- Participants will: a. transmit to Pasadena within thirty (30) days of receipt of copies of any invoices received from the attorneys, financial advisors, accountants and engineers along with the breakdown of how much each Participant owes, a check made payable to "City of Pasadena" in an amount equal to the Co- Participant's share of such invoices based on the percentages shown in Exhibit A; and b. otherwise cooperate with Pasadena, the other Co- Participants and the attorneys, financial advisors, accountants and engineers in defending and /or asserting the Claims. Payments by the Co- Participants to Pasadena hereunder shall not be used by Pasadena for any purpose other than paying Claims related Expenses. The Co- Participants hereby appoint Clear Lake City Water Authority, Gulf Coast Water Authority and City of Friendswood as an advisory committee to consult regularly with Pasadena to advise and assist Pasadena in performing its obligations hereunder. The make -up of the appointees maybe changed by the majority vote of the Co- Participants. Pasadena agrees to solicit such advice and assistance from such advisory committee. Either Pasadena or a Co- Participant may withdraw as a party to this Agreement for any reason by written notice to the other parties. After such withdrawal, Pasadena shall return to each withdrawing Co- Participant any funds which the Co- Participant has paid to Pasadena hereunder unless the same are needed to pay such Co- Participant's share of any Claims Expenses incurred prior to such withdrawal; provided, however, if a Co- Participant has not yet paid its obligations to Pasadena hereunder for such previously incurred Claims Expenses, Pasadena shall notify the Co- Participant of the amount of Claims Expenses incurred prior to such withdrawal, and the Co- Participant shall deliver its check to Pasadena in an amount equal to the co- Participant's share of such Claims Expenses incurred prior to withdrawal within thirty days after notice of same. The proportionate shares of each of the remaining Co- Participants shall be redivided without the withdrawn Co- Participant as demonstrated in the example included in Exhibit A. Pasadena and the remaining Co- Participants may continue with the defense and/or assertion of the Claims on behalf of such remaining parties.