HomeMy WebLinkAbout2002-252AGAtEEMENT
INDIAN VIVErit COUNTY,11LOMDA
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TRE INLE, 11
Aria 4'1.ew' ASr$,IA1 , LLC
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FORTHE CONSTRI,1MO OF OFF-SITE UTILITIES
THIS AGREEMENT by anti between INDIAN RIVER COUNTY, a political subdivision of the State of
Florida, the addre4s of wbich is 1844) 25th Street, Vern Beach, Florida 32960 (hereinafter the: "COUNTY")
and 111E INLET AT SEBASTIAN LLC �, the addrt5a of which is a 25 I IAN k�tYluR
DRO— SEQAST 2951 , (hereinafter the DEVELOPER) is uffec:tive upon execution by the
accond of the two parties.
WHEREAS, the DEVELOPER, in conjunction with the umstruction Improvements at 11MINI"
AT S AS I N� -LLis providing water facilities to .5erve the subject property located at 1352$
IN�DAN )ESI_ VE}2 C3MVE, SEDAS`1"%AN1_FL 32t$# _, and Mocespc:cific4lly dewrihed in Exhibit -A"; and
WHEREAS, pursuant to Section 918,05, The Code of Indian River County (Ordinance 90-16, as
amended), the COUNTY, requires the DEVELOPER to provide the utility improvements to serve the regional
arca, and agrees it) reimburse the DEVELOPER, as provided herein, for the cost cif providing these ot'f•site
utilities,
NOW, THEREFORE, for and in consideration ol'the mutual promises set firth herein and other good and
valuable consideration, the C.OUN`I"Y and DEVELOPER agree as follows;
1;_-_ -QFF-SITE UTILITIES,
The DEVELOPER shall construct the necessary off-site utilitieadescribed herein as directed by the Indian River County
t,liilitits DLpartment. "lite COUNTY shall reintbutse the DEVELOPER for ovemizingol'tlu; left-wite utititius as outlined
below:
A. WgN.f, Main along, t. S Hwy, 1, Ls ant Road and OldDixie Hwy,, (reimbursementujx)n coll"tion, til'
Iineext4epy Utl t'ccK and sand a acity charaes�; _..... _.
The DFVFLOPER shall furnish and install a 12 inch water main along US Hwy. I and Roseland Road from
the; existing 10" water main on USS Hwy, I and a 12" water main along Old Dixie Hwy. South until tic -in at the
existing 12" water gain on Old Dixie highway just north of 129"t Street.
RejmLtxrsCMgtis; Following the devclopers payment of capacity charges and line extension fees the C(7UNTY
shall reimburse the DEVELOPER based an an itemized invoice of installed materials on a percentage complete
basis - less 10% retainage, monthly, with final payment and rcieaw of retainage at the time the ahovc
tc6;rcnced facilities are dadit;ah;d to and accepted by the COUNTY, Reimbursements shall he in the form of a
check front thr. COUNTY and shad no( exmd the total amount of S 472,714.50 __ (see att&ched
Exhibit -13).
M I I MN'I,%I*tNMV 1-40MI"IS" '1'14-11 AWI 11111 MI, 0AH)AW
'File DFNI'?l,OT'ER distil pity line extension fees ill the milount cit' ` 221.50 per J'Oot cif Inoperty frolitage of thr
proposed sewer Iinc.'1`he t31_;VELOPPIt's fee I`or this portion is ttbulate.d below and as shown on I?xhihit 13;
of -ID mx1 C� WY,, rotal FrOlittt�c Gc�,t (7cr t strut Footlige (` / ft.� Developer cost{ 53(1 S122,50 I I e)'S.OII
2. Amendment_
1 his Agreement may be: t)tudified only by it writteat instrument executed by all parties to the Agreement,
3, Assil,n,rbilit
Critter party truly assign this Agreement. I lowevcr, tile: rights granted lie .rein shrill run wills tile. I:no
tcl sul are not tile
per onul Irroperty of the 17T V1_:L.0)1'1::12. T'hercl'ore, while the 1 ENFL.OPUlk Ili's the. right under this Agreenrcnt to
1'reely iransl`er the rights and obligations 1;rttnicd by Ill is Agreenu:nt, the trssignec. shall not have the right ttr iransicr
Ilresc rights to another property tmless this Agr'ecnrecnt is atrte:nclec► in wriling by the assignee, ane► fire COUNTY.
4. A ilhority:
f ach party hereto rc.pre.cnts and warrutts to the other that the execauion of this Agreement and any other
ations and
documents required or necessary to Ile executed pursuant to tite provisions hercol' arc valid, binding oblig
are enforceable in accordance with their terms.
5. Bidding and Award:
ll
Bid proposals and crrgirrecring costs related to w
lite ork described herein shall be stibJect to approval by the boli,
Rivet` County Department of Utility Services. The f)1 VI;l .OPF,H shall submit to the Department or Utility Services
for review til least Iltrce (3) bid estimates from licensed and cpralil'ied utility contractors. The term '`qua►ilied" shall
he as determined by the C'OUN'TY. The COUNTY's re,itnburscment of construction costs to the I)11:VIA-01 I R
shall be conditioned upon the Utility Services DepartrienC's trpproval of, project costs. "floc t)INFLOPI:R shall not
commence work unless the Utility Services Department provides writtcr7 approval orf the final construction cost.
The COUNTY may require redesign and/or re -hid ir, in the C:OUNTY's sole discretion, project costs significantly
exceed those contained in fxhi►rit "13,"
G C.apirons;.
('jq)tunti, if rrrcludcd, in this Agreement rue included fur convenience only and are not to he considered in any
construction or interpretation of this Agreement or any of its provisions.
7 C trt�suuuupn
Plans Fechnic d 5 ociiictltions and Contract Doc_ilmeiils:
' 1
The DINFLOI ER agrees to complete It final set of umsu�ucuon tlr ravings and make submission 1'or a Utilities
C'onst•uction Permit to the Indian River C"aunty Utilities C)epIffhncni and Vlorida i)e.partnrent ol` I"snvirunnienurl
Protection (1,T)FTl. The DINFLOPER shalt not crrrrtn1errce construction until all permits tyre approved trod
obtained.
t, 1)cl'inition
All pronouns 4htdt he deerrned to refer to the mascidine, feminine, or neuter, singtdar or plum►, as the idcnlity of rhe
party or parties may require.
g DEN L.n('t R's Obligations:
The DI VLLOPER shall prepare at its own expense, plans, specifications, Agreement, advcrtiscment, general
conditions, hereinafter referred to as the "contract documents", for the lines and facilities necessary to deliver the
water and wastewater utilities from the COUNTY'S facilities. All plans and specifications shall he subject to the
COUNTY's approval prior to the DFVF1.01TR's application. 'ftlC DI,VL'l.Cil'C;fi shall he responsible for all costs
associated with the design, Imerrnitting ani construction of the offsite facilities (which includes hilt is not limited to
transmission lines, valves, fittings, hydrants, metes, and associated appurtenances) whether designed, permitted or
constructed by the: DINF.LOPER or the COUNTY.
The design, permitting;, construction, operation and maintenance of:►Il eta-sitc,waterand wastewaterutilitieswhich
is ort or solely dedicated to the I)I:VG1.0I11 It's property (including bill not limite(l to water meter, transmission
lines, plumps, valves, storage facilities, etc.) shall be the I)I'NFLOPT:R's responsibility ►utd expense. Construction of
on-site water and wastewater utilities shall be subject to COUNTY review and approval,
The DEVELOPHIR stall be deemed in possession of the potable water on the DI VI:I.014"It's side of the water
meter, however the DINFLOPPIR shall not be deemed to awn the water, and lite transfer or sale of water by the
DI'.VIT0111iR is prohibited.
'I'he UCV► LOPr:R may not transfer or sell water or wastewater capacity to any party for use off-site of the
property.
10 f�,_---_mase
The DENELOPI'It shall Canvey to the COUN'T'Y a utility easement for the water, and wastewater utilities for flee
COUNTY to install, maintain, operate and monitor the water and wastewater utilities, within the private right ol'-
way including, but not limited to, water lines, services, laterals, manholes, meters, lift station, sewer, remote
monitoring and related utility structures.
After the COUNTY'S final inspection of the off-site water and wastewater I'acililies for conformance with the
approved plans and specifications, the DINFLOITIt shall Conveyall the of(' -site facilities togelherwith an interest
in land, as may he required by tlae COUNTY, to the (:'OUNTY. The conveyance shall include any of the following
documents as may be required by the COUNTY, in at form acceptable Io the COUNTY:
a) Bill of Sale
h) Grants of Vasements
c) Maintenance Bond
d) Record Drawings (hard copy and electronic formal — AutoCAD rel. 14.0)
1 I�Tiinii_c Agrcenmrnl
II'll is Agreement embodies the entire agreement between the parties relative to the subject matter here tf, a nd there is
no oral or written agreements between the parties, nor any representations made by either party relative to the
subject matter hereof, which aro: not expressly sol forth herein.
I_, Cmovcni(nin
This eg Law & Juritid►e.tiom
_
Agreement shall he governed by the laws of the State of time laws ol'the United States pertaining to
transactions in such state, and all actionsarising out of this Agreement shall he brought in Indian River County.
11orida, or, in the event of I'cderal jurisdiction, the United Slates District Court for the Southern District of Florida.
All of the parties to this Agreement have participated hculy in the negotiation and preparation hereof. Accordingly,
this Agreement shall not Ile more strictly construed against any one of the. parties hereto.
1.1. InSLI a.unce and_)IIdCII n)ifie itiOn:
The DIN LOPER shall ensure that, at least tell (10) days prior 10 the commence nenf oi' any work, the selected
contractor and any subcontractor provides to the COUNTY ►► certificate of commercial general liability insurance
Willi it reputable insurance company subject to approval by the COUNTY's risk manager in an amount not less than
$3,000,000 combined single Ihnit for hodily injury and property dan)nge in accordance with the COUNTY'S
Administrative Policy Manual, 'rhe l)I Vf LOPER shall ensure that, at least ten (10) days prior to the
commencement ul' any work the selected contractor and any subcontractor provides to the COUN'T'Y a certificate of
business auto liability insurance with it reputable insurance eompatny subject it) approval by the COUNTY's risk
manager in an inwunt nut less than $3,000,000 per occurrence combined single limit lOr bodily injury and properly
damage in accordance with the COUNTY's Administrative policy Manual. The commercial general liability and
auto liability insurance policies Shall nan)c Indian River County, it political subdivision of IhcState of Florida, as all
additiomd insured. In addition, the DINFsLOPFAt shall cntiure that, at Icast ten (10) days prior to the
commencement ot'any work the selected eons;actor and any subcontractor provi(Ics to the COUNTY it ccrtil'icatc of
worker's compensation insurance will) it limit r11' $100,000 for each accident, $500,000 disease (policy limit) and
9+100,000 disease (each employee) in accordamcc with the COUNTY's Administrative Policy Manual. The
DFVF:LOPER Shall provide to the COUNTY at least thirty (30) days' written notice by registered mail, return
receipt requested, addressed to the COUNTY's risk manager, prior to eancelhdion or n)odifiratiarn ol'any required
insurance.
*rhe l) mliu:,OplsR hereby releases and holds harmless the COUNTY,and the COUNTY'sofficers, employee~ and
agents, I'rom and against any and all chinas fur damages, costs, third party claims, judgments, and expense fo
persons or property that may arise out of', or be occasioned by, any work contemplated by this agrecnnent, or Iran
any act or ornnission of any representative, agent, client, and/or employee of DI"N1:L01T IZ, and DIIN[ I.,OPFR shall
inden)nil'y the C OUN'TY against any such clainis and any judgments that nu►y be entered in connection therewith,
including attorney Pecs. I INFLOPER shall indcmnil'y the COUNT'Y ;against any claim for damage that auny utility,
whether publicly or privately awned, may sustain or receive in crn,neCtion with Mly work contemplated by this
agreement. DENE'LOPFIR shall not make any claim ul' any kind or character whatsoever against the COUNTY fix
damages that it may suffer by reason ol'the insladlatiorn, construction, reconstruction, operation, and/or maintenance
or any public improvement, or utility, whether presently ire place Or which may in the future be constructed or
installed, including but not limiled to, any water and/or sanitary sewer mainsand/or storm sewer facilities, and
whether such damage is due to flooding, infiltration, hackllow, and/or seepage caused from fine failure of any
installation, natural causes, or front any other cause of whatsoever kind or nature. It is the intention of this
inelennnil'icatiun agrccnncnt on the part ol'DUVE1.O1'filt, and a condition of' this agreement,111,)1 it shall be full and
total indemnity against any kind or character or clain► whatsoever that may he asserted against the COUNTY.
I1I:iVuI,OPI.iR hereby agrees la defendally and all suits, claims, and causes ol'action brought against the COUNTY
arising out ofor in connection with any work contemplated by this aagreement, and DINH.OPF.R agrees to pay any
judgment or judgments, including attorney fees, that may be rendered against the COUNTY or against the
COUNTY's officers, employees or agents in col"Icctio n therewith.
14. Payment &u 11crtnrmauu:c hopd
1'hc I)vVhf.OPI,R agrees to furnish to INDIAN RIVER COUNTY it Payment lioncl fur 100 percent W'
the total anmunt of, the off-site utility hid and a Performance lioncl I'm 125 percent of the off-site utility
Hot , suhject to COUNTY'S approval, as security for the faithful prrlixmance of all ol, the contractor's
Ohligations under the contract documents. At taw COUNTY'S sole discretion, the COUNTY may accept
a I.ener of Credit, drawn on a reputable financial institution locaicd within 2.00 miles of Vero Beach,
Florida, in lieu of a surety bond.
15 Willie naflee Bond:
1 he i)I VLL.OPUR agrees to convey all right, title, and interest in the aforementioned utility improvements to
INDIAN Il1VFR COUNTY and provide a Maintenance Bond, subject to the COUNTY'S approval, issued by a
reputable surety company authorized to do business in the State of Florida, for a period of tine year alter the
C:OUNCY's acceptance of tt►e improventents.'I'he value of the M;►intenance Bond shall he 25 percent ol'the total
cunstniclion value of the utility improvements. At the COUN`I'Y's sole discretion, tilt COUNTY mai , accept a
Letter of Credit, draw oil a reputable financial institulion Inc.Ued within 200llyilcs of Vero Beach, Florid;', in lieu Ill'
a surety hand.
Ire. Multiple (,.Molle marls:
Phis Af rccnu.nl may IV executed in it number of identical counterparts which, taken shall crntstitute
collectively one (1) Agreettlent; hilt in making proof' of this Agreement, it Shall urn he nccesstuy to produce or
account for more than one such counterpart executed by the party to he charged.
17 l'crr�,►ttti:
The DIVHI_OpIR shall he responsible for obtaining all construction arid operating permits required for the
construction, delivery, use and monitoring of the water distributed to and wastewater collected from the subject
property. If, through tto fauh of the parties involved, any federal, state or local government ur agency (excluding
the cOUNl'Y) fails to issue necessary permits, or bails to f;rant necessary approvals, or requires it material change in
Ole system, then to file extent necessary and if passible, the parties agree io negotiate an amendment to the
Agreement to reflect the change in eonulition. If the COUNTY determines that it is impossible or impracticable to
perform under the terms of this Agreement because ol'thc above, then this Agreement shall terminate and the parties
shall have na further obligations to elicit other.
'Che DEVfiL,OPER shall comply with reasonable request by the C."OUN'i'Y concerning on-site operations and
maintenance inchuling hot not limited to all FIAT regulations relating to bacteriological and hydrostatic testing,
cross connection control, monitoring, color -coding of water and wastewater equipment.
IH. Recotdim, of Agreement:
"Chis Agreement may he recorded in the official records of indium [liver C'ttunly by the C'OUNi'Y. if recorded, file
obligations defined in this Agreement shall run with the land and shall bind subsequent owners ol, the property for
file term of this Agreement. The I)IsVI1.0>I'1.R shall pay for all recording cost.
1tJ „!�,wur�ibili.ty_I invalid Provision:
If any provision of file Agrccrment is held to lye illegal, invalid lir unarforecahlc funder present or future laws, sec r
Provision shall be fully severable; this Agreement shall he construed and enforced as il'such illegal, invalid lir
unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of Ibis
Agreement shall remain h►1'ull force and effect and shall not he affected by such illegal, invalid, or unenforceable
provision lir by its severance front this Agreement.
20...._'1 erm:
i'hc term of this Agreement is five (5) yours. Unless otherwise: agreed to by the panics in writing, this Agreement
shall not he renewed a►nomatically for successive terms. Notwithstanding tilt+ foregoing, this Agreement shill be
coterminous with I -I UT Permit for construction and with the County's Utility Construction Permit, whichever
provides it shorter time period, but shall be not more than five (5) years from the date of issuance. The County may
terminate this Agreement early in its side discretion it' it determines that the developn►om project intemled to he
served by the improvements is suspended or dist:ontint"l.
,I uric of t `sclice:
iow is of the essence of this Agreement; however, if the l incl (hoc of ,uty period tivhich is set out in any provision
'I
of this Agreement Calls run a Saturday, Sunday fir Icgal hoiithy un�Icr the It«vs ol'the ��tatc of Florida, then, in such
event, the. tittle of such period shall he cxlendetl to the acre ttti, F�hich i5 not n Saturday, Sunday or ictal httlitlay.
IN WITNESS WHEREOF, the COUNTY and the 1)IuV f:L..OPt R have accepted, mtulu,;nul executed this
Agreement as follows:
W fits signalt C ^�--
Printed mane rrto.a
witness Printed Name
['isle:44 ►c I
Date: S
Witness SiAutlorc
Witness Printed vilille
STATE OF FLORIDA
COUNTY O INDIAN RIVER
6,a_ claY of .. 71tl..,h y
The foregoing instrument was acknowledged before me this,
- —
ut
who is t)CI—sonall)wn to me of will) has
producect_�____._____...asitientil'icatt��n.
Notary Put is
Name:_ - �•Ci�
Conul7iss ()I t 'C.'_ _
Expiration Dale
} JOAN C. DARCUS
MY COMMISSION $ CC 984218
,'a •' upittES. March 5, 2445
kcWN Fu�iii UadsmApn