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AGREEMENT
BETWEEN .7
INDIAN RIVER COUNTY, FLORIDA
AND
GRAVES BROTHERS COMPANY
FOR THE CONSTRUCTION OF OFF-SITE UTILITIES
THIS AGREEMENT by and between INDIAN RIVER COUNTY, a political subdivision of the State of
Florida, the address of which is 1840 25th Street, Vero Beach, Florida 32960 (hereinafter the "COUNTY")
and GRAVES BROTHERS COMPANY , the address of which is P . O . BOX 700277
WABASSO, FL 32970 , (hereinafter the DEVELOPER) is effective upon execution by the second of the
two parties .
WHEREAS , the DEVELOPER, in conjunction with the construction improvements at GRAVES
BROTHERS COMPANY , is providing water facilities to serve the subject property located at
P. O . BOX 700277 , WABASSO, FL 32970, and more specifically described 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
area, and agrees to reimburse the DEVELOPER, as provided herein, for the cost of providing these off-site
utilities ,
NOW, THEREFORE , for and in consideration of the mutual promises set forth herein and other good and
valuable consideration , the COUNTY and DEVELOPER agree as follows :
1 . OFF-SITE UTILITIES •
The DEVELOPER shall construct the necessary off-site utilities described herein as directed by the Indian River County
Utilities Department. The COUNTY shall reimburse the DEVELOPER for construction of the off-site utilities as
outlined below:
A . 8 - inch Diameter Water Main along the west side of US Highway 1 from 84`h St. to 87 `h St. Brid e Blvd. ) :
The DEVELOPER shall furnish and install a total of 2595 linear feet of 8 -inch diameter PVC, and PE pipe, associated
valves, fittings , and appurtenances associated with a distribution water main. Connection shall be made to an existing 16-
inch diameter water main in the southeast corner of US Highway 1 and 84 `h Street, cross west under US Highway 1 ,
extend north along the west side of US Highway 1 , and connect to an existing 16-inch diameter water main on the north
west corner of US Highway 1 and 87`h Street. See Exhibit "A" for location sketch and Exhibit `B " for a detailed cost
tabulation. The DEVELOPER will pay for all water mains cost (Approximately 1 , 240 linear feet) from 84 `h Street to the
south side of CR 510 and the COUNTY will reimburse the DEVELOPER for all water main cost (Approximately 1 , 355
linear feet) from the south side of CR 510 to the connection at 87`h Street.
Reimbursement: The COUNTY shall reimburse the DEVELOPER for the portion of this distribution water main north of
CR510 ( approximately 1 , 355 LF), including the crossing under CR 510, based on an itemized invoice of installed
materials on a completed basis - less 10% retainage , monthly, with final payment and release of retainage at the time the
above referenced facilities are dedicated to and accepted by the COUNTY. Reimbursements shall be in the form of a
check from the COUNTY and shall not exceed the total amount of S 110 , 147.50 ( see attached Exhibit-B) .
Page 1
The DEVELOPER shall pay the cost of construction of the waterline from 84`h Street to County Road 510. The
DEVELOPER ' S fee for this portion is tabulated as shown on Exhibit B .
2 . Amendment:
This Agreement may be modified only by a written instrument executed by all parties to the Agreement .
3 . Assignability:
Either parry may assign this Agreement. However, the rights granted herein shall run with the land and are not the
personal property of the DEVELOPER. Therefore , while the DEVELOPER has the right under this Agreement to
freely transfer the rights and obligations granted by this Agreement, the assignee shall not have the right to transfer
these rights to another property unless this Agreement is amended in writing by the assignee and the COUNTY.
4 . Authority:
Each party hereto represents and warrants to the other that the execution of this Agreement and any other documents
required or necessary to be executed pursuant to the provisions hereof are valid, binding obligations and are
enforceable in accordance with their terms .
5 . Bidding and Award :
Bid proposals and engineering costs related to the work described herein shall be subject to approval by the Indian
River County Department of Utility Services . The DEVELOPER shall submit to the Department of Utility Services
for review at least three (3 ) bid estimates from licensed and qualified utility contractors . The term "qualified" shall
be as determined by the COUNTY. The COUNTY ' s reimbursement of construction costs to the DEVELOPER shall
be conditioned upon the Utility Services Department ' s approval of project costs . The DEVELOPER shall not
commence work unless the Utility Services Department provides written approval of the final construction cost. The
COUNTY may require redesign and/or re-bid if, in the COUNTY ' s sole discretion, project costs significantly
exceed those contained in Exhibit `B . "
6 . Captions :
Captions , if included, in this Agreement are included for convenience only and are not to be considered in any
construction or interpretation of this Agreement or any of its provisions .
7 . Construction Plans Technical Specifications and Contract Documents :
The DEVELOPER agrees to complete a final set of construction drawings and make submission for a Utilities
Construction Permit to the Indian River County Utilities Department and Florida Department of Environmental
Protection (FDEP) . The DEVELOPER shall not commence construction until all permits are approved and
obtained .
8 . Definition
All pronouns shall be deemed to refer to the masculine , feminine , or neuter, singular or plural , as the identity of the
party or parties may require .
9 . DEVELOPER ' S Obligations :
The DEVELOPER shall prepare at its own expense , plans , specifications , Agreement, advertisement, 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 be subject to the
COUNTY ' s approval prior to the DEVELOPER ' s application. The DEVELOPER shall be responsible for all costs
associated with the design, permitting and construction of the offsite facilities ( which includes but is not limited to
transmission lines , valves , fittings , hydrants , meters , and associated appurtenances) whether designed, permitted or
constructed by the DEVELOPER or the COUNTY.
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The design, permitting , construction, operation and maintenance of all on-site water and wastewater utilities which is
on or solely dedicated to the DEVELOPER ' s property ( including but not limited to water meter, transmission lines,
pumps , valves , storage facilities , etc . ) shall be the DEVELOPER ' s responsibility and expense . Construction of on-
site water and wastewater utilities shall be subject to COUNTY review and approval .
The DEVELOPER shall be deemed in possession of the potable water on the DEVELOPER ' s side of the water
meter, however the DEVELOPER shall not be deemed to own the water, and the transfer or sale of water by the
DEVELOPER is prohibited .
The DEVELOPER may not transfer or sell water or wastewater capacity to any party for use off-site of the property.
10 . Easements :
The DEVELOPER shall convey to the COUNTY a utility easement for the water and wastewater utilities for the
COUNTY to install, maintain, operate and monitor the water and wastewater utilities, within the private right-of-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 facilities for conformance with the
approved plans and specifications, the DEVELOPER shall convey all the off-site facilities together with an interest
in land, as may be required by the COUNTY , to the COUNTY . The conveyance shall include any of the following
documents as may be required by the COUNTY, in a form acceptable to the COUNTY :
a) Bill of Sale
b) Grants of Easements
c ) Maintenance Bond
d) Record Drawings (hard copy and electronic format — AutoCAD rel . 14 . 0 or higher)
11 . Entire Agreement
This Agreement embodies the entire agreement between the parties relative to the subject matter hereof, and there is
no oral or written agreements between the parties, nor any representations made by either party relative to the subject
matter hereof, which are not expressly set forth herein.
12 . Governing Law & Jurisdiction :
This Agreement shall be governed by the laws of the State of Florida and the laws of the United States pertaining to
transactions in such state, and all actions arising out of this Agreement shall be brought in Indian River County,
Florida, or, in the event of federal jurisdiction, the United States District Court for the Southern District of Florida .
All of the parties to this Agreement have participated freely in the negotiation and preparation hereof. Accordingly,
this Agreement shall not be more strictly construed against any one of the parties hereto .
13 . Insurance and Indemnification:
The DEVELOPER shall ensure that, at least ten ( 10) days prior to the commencement of any work, the selected
contractor and any subcontractor provides to the COUNTY a certificate of commercial general liability insurance
with a reputable insurance company subject to approval by the COUNTY ' s risk manager in an amount not less than
$ 3 , 000 , 000 combined single limit for bodily injury and property damage in accordance with the COUNTY ' s
Administrative Policy Manual . The DEVELOPER shall ensure that, at least ten ( 10) days prior to
the
commencement of any work the selected contractor and any subcontractor provides to the COUNTY a certificate of
business auto liability insurance with a reputable insurance company subject to approval by the COUNTY ' s risk
manager in an amount not less than $ 3 , 000, 000 per occurrence combined single limit for bodily injury and property
damage in accordance with the COUNTY ' s Administrative Policy Manual . The commercial general liability and
auto liability insurance policies shall name Indian River County, a political subdivision of the State of Florida, as an
additional insured . In addition, the DEVELOPER shall ensure that, at least ten ( 10) days prior to the commencement
of any work the selected contractor and any subcontractor provides to the COUNTY a certificate of worker ' s
compensation insurance with a limit of $ 100,000 for each accident, $ 500, 000 disease (policy limit) and $ 100,000
disease ( each employee ) in accordance with the COUNTY ' s Administrative Policy Manual . The DEVELOPER
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 cancellation or modification of any required insurance .
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The DEVELOPER hereby releases and holds harmless the COUNTY, and the COUNTY ' s officers , employees and
agents , from and against any and all claims for damages, costs , third party claims, judgments , and expense to persons
or property that may arise out of, or be occasioned by, any work contemplated by this agreement, or from any act or
omission of any representative, agent, client, and/or employee of DEVELOPER, and DEVELOPER shall indemnify
the COUNTY against any such claims and any judgments that may be entered in connection therewith, including
attorney fees . DEVELOPER shall indemnify the COUNTY against any claim for damage that any utility, whether
publicly or privately owned, may sustain or receive in connection with any work contemplated by this agreement.
DEVELOPER shall not make any claim of any kind or character whatsoever against the COUNTY for damages that
it may suffer by reason of the installation, construction, reconstruction, operation, and/or maintenance of any public
improvement, or utility, whether presently in place or which may in the future be constructed or installed, including
but not limited to, any water and/or sanitary sewer mains and/or storm sewer facilities , and whether such damage is
due to flooding , infiltration, backflow, and/or seepage caused from the failure of any installation, natural causes , or
from any other cause of whatsoever kind or nature . It is the intention of this indemnification agreement on the part
of DEVELOPER, and a condition of this agreement, that it shall be full and total indemnity against any kind or
character of claim whatsoever that may be asserted against the COUNTY. DEVELOPER hereby agrees to defend
any and all suits, claims , and causes of action brought against the COUNTY arising out of or in connection with any
work contemplated by this agreement, and DEVELOPER 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
connection therewith.
14 . Payment & Performance Bond
The DEVELOPER agrees to furnish to INDIAN RIVER COUNTY a Payment Bond for 100 percent of
the total amount of the off-site utility bid and a Performance Bond for 125 percent of the off-site utility
bid , subject to COUNTY ' S approval , as security for the faithful performance of all of the contractor ' s
obligations under the contract documents . At the COUNTY ' S sole discretion, the COUNTY may accept
a Letter of Credit, drawn on a reputable financial institution located within 200 miles of Vero Beach,
Florida, in lieu of a surety bond .
15 . Maintenance Bond :
The DEVELOPER agrees to convey all right, title , and interest in the aforementioned utility improvements to
INDIAN RIVER 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 one year after
the
COUNTY ' s acceptance of the improvements . The value of the Maintenance Bond shall be 25 percent of the total
construction value of the utility improvements . At the COUNTY ' s sole discretion, the COUNTY may accept a Letter
of Credit, draw on a reputable financial institution located within 200 miles of Vero Beach, Florida, in lieu of a
surety bond .
16 . Multiple Counterparts :
This Agreement may be executed in a number of identical counterparts which, taken together, shall constitute
collectively one ( 1 ) Agreement; but in making proof of this Agreement, it shall not be necessary to produce or
account for more than one such counterpart executed by the party to be charged .
17 . Permits :
The DEVELOPER shall be responsible for obtaining all construction and operating permits required for the
construction, delivery, use and monitoring of the water distributed to and wastewater collected from the subject
property. If, through no fault of the parties involved, any federal , state or local government or agency (excluding the
COUNTY) fails to issue necessary permits , or fails to grant necessary approvals , or requires a material change in the
system, then to the extent necessary and if possible , the parties agree to negotiate an amendment to the Agreement to
reflect the change in condition . If the COUNTY determines that it is impossible or impracticable to perform under
the terms of this Agreement because of the above, then this Agreement shall terminate and the parties shall have no
further obligations to each other.
Page 4
The DEVELOPER shall comply with reasonable request by the COUNTY concerning on-site operations and
maintenance including but not limited to all FDEP regulations relating to bacteriological and hydrostatic testing ,
cross connection control , monitoring , color-coding of water and wastewater equipment .
18 . Recording of Agreement
This Agreement may be recorded in the official records of Indian River County by the COUNTY. If recorded, the
obligations defined in this Agreement shall run with the land and shall bind subsequent owners of the property for
the term of this Agreement. The DEVELOPER shall pay for all recording cost.
19 . Severability / Invalid Provision :
If any provision of the Agreement is held to be illegal, invalid or unenforceable under present or future laws , such
provision shall be fully severable ; this Agreement shall be construed and enforced as if such illegal, invalid or
unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this
Agreement shall remain in full force and effect and shall not be affected by such illegal , invalid, or unenforceable
provision or by its severance from this Agreement.
20 . Term:
The term of this Agreement is five ( 5 ) years . Unless otherwise agreed to by the parties in writing, this Agreement
shall not be renewed automatically for successive terms . Notwithstanding the foregoing, this Agreement shall be
coterminous with FDEP Permit for construction and with the County ' s Utility Construction Permit, whichever
provides a 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 sole discretion if it determines that the development project intended to be
served by the improvements is suspended or discontinued.
21 . Time of Essence :
Time is of the essence of this Agreement; however, if the final date of any period which is set out in any provision of
this Agreement falls on a Saturday, Sunday or legal holiday under the laws of the State of Florida, then, in such
event, the time of such period shall be extended to the next day which is not a Saturday, Sunday or legal holiday.
REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY
Page 5
IN WITNESS WHEREOF , the COUNTY and the DEVELOPER have accepted , made , and executed this
Agreement as follows :
DEVELOP SE3 /
` h
Witness i atur
Y:
� z
Printed name .J
Witness Prin ed NameO
Title : (President or Vice President)
� - Ck Date :
Witness signature
o ,� �t C . &A2 A
'11YT s
Witness Printed Name
STATE OF FLORIDA
COUNTY OF INDIAN RIVER
The foregoing instrument was acknowledged4 efore me this day of
20031 by � . �k l ( wcA ��ilrcaS � Y , '
who is e nail own to me or
who has produced as identification .
Name : ary Publics j
Commission #
MY COMMISSION # DO 180009
Expiration Date 10 (Z(�_ pp������ p ��21, Eo08
p , {Tg1Yt1{1 ThN PUF�Ip
Page 6
ATTEST : BOARD OF COUNTY COMMISSIONERS
J. K. Barton, Clerk of Circuit Court INDIAN RIVER COUNTY, FLORIDA
By /) aud By
Deputy Clerk '4.en acht, Chairman
Approved as to Form and Legal Sufficiency
BCC Approved : July 229 2003
i
Approved By:
n ttorney
/'i
J mes E . Chand e , County Administrator
Page 7
r
• EXHIBIT-A
PROJECT LOCATION SKETCH OF IMPROVEMENTS
EXISTING 16 " WATER LINE
i TIE INTO EXISTING 16 " WATER LINE
- - - - - - - l- END MASTER PLAN WATER LINE
BRIDGE BLVD / 87TH ST. �
i � I � �
i
N �
LLJ
O
m � I ! ►
Lr) LJ
LLJ CL
< m J
} ALM AVE . / 86 ST. --,,I
FA;PROX . 1 355
OF 8 " WATERivIAIiV
FUNDED BY I
COUNTY
FENDER
PROPERTY j I �; 85TH PLACE ------,,,
( 265 ' ) /
C3
C . R . 510 —� ✓ �� / ��
L
GRAVES BROTHERS
PROPERTY ( 440 ' )
�s IN 84 PLACE ;
\
�o o � ��\ 9 \\ APPROX . 1 , 240
OF 8 " WATERIMAIN
TIE INTO EXISTING \\#"""'\ F
UNDED BY
16 " WATER LINE GRAVES
1 - 84TH ST. C,\ � \
EXISTING 16 "
LOCATION MAP
Page 8
EXHIBIT - B
ESTIMATED COST OF IMPROVEMENTS
1 OF 2
� SCRI O ESTIMATED . .:.��,; , ,•. , ,. ...,�., ,• �,. ,
.MUNI-PR10E� TO PRIC
1 . 84TH ST . TO CR 510 GRA
VES BROTHERS RESPONSIBI ITY )
a . Mobilization & Demobilization 1 LS $ 71500 . 00 $ 7 , 500 . 00
b . 8 " PE Directional Bore 170 LF $ 50 . 00 $ 8 , 500 . 00
C . 8 " PVC Pipe 1070 LF $ 16 . 00 $ 17 , 120 . 00
d . 8 " Gate Valve 5 each $ 1 , 200 . 00 $ 60000 . 00
e . Fire H drant Assembly 2 each $ 21500 . 00 $ 5 , 000 . 00
f. 8 " x 16 " Tapping Sleeve & Valve 1 each $ 4 , 500 . 00 $ 41500 . 00
g . 8 " x 8 " Ta in I Sleeve & Valve 1 each $ 31000 . 00 $ 31000 . 00
h . 8 " x 8 " Tee 1 each $ 800 . 00 $ 800 . 00
i . 8 " - 90° Bend 2
j .
each $ 600 . 00 $ 1 , 200 . 00 8 " - 45° Bend 1 each $ 500 . 00
$ 500 . 00
k . Double Detector Check Assembly 1 each
I . 2 " $ 51000 . 00 $ 51000 . 00 PVC ( Directional Bore) 90 LF $ 25
. 00 $ 2 , 250 . 00
M . 2 RPZ 1 each $ 350 . 00 $ 350 . 00
n . 2 " x 8 " tapping Sleeve & Valve 1
each $ 800 . 00 $ 800 . 00
o . 1 . 5 " Meter Box 1 each $ 300 . 00 $ 300 . 00
P . Sod 11070 LF $ 2 . 15
$ 2 , 300 . 50
q . Traffic Control 1 LS $ 31500 . 00 $ 39500 . 00
r. Testing 1
LS $ 11500 . 00 $ 11500 . 00
S . Jumper 1 each $ 21500 . 00 $ 21500 . 00
t . Construction Staking 1 LS $ 2 , 000 . 00 $ 2 , 000 . 00
U . Sampling Points 3each $ 11200 . 00 $ 31600 . 00
SUB -TOTAL $ 78 , 220 . 50
10 % CONTINGENCY $ 7 , 822 . 05
TOTAL $ 86 , 042 . 55
BOND 2 . 5 % ) $ 21151 . 06
AS -BUILT SURVEY $ 21000 . 00
ENGINEERING DESIGN ( 8 . 5 % ) $ 7 , 313 . 62
PERMITTING $ 21000 . 00
BIDDING & AWARD $ 750 . 00
CONSTRUCTION INSPECTION (3 . 8 %) $ 39269 . 62
ADMINISTRATION $ 11500 . 00
TOTAL Developer's Construction Cost During Construction $ 1059026 . 85
Page 9
EXHIBIT - B
ESTIMATED COST OF IMPROVEMENTS
2OF2
DESCRIP o ESTIMATE .� .
QUANTITY UN UNIFPRI OTA PR(C
2 . CR 510 TO BRIDGE ROAD ( COUNTY'S RESPONSIBILITY)
a . Mobilization & Demobilization 1 LS $ 7 , 500 . 00 $ 7 , 500 . 00
b . 8 " PVC 600 LF $ 16 . 00 $ 9 , 600 . 00
C . 8 " Direction Bore 755 LF $ 50 . 00 $ 37 , 750 . 00
d . Fire Hydrant 3 each $ 2 , 500 . 00 $ 7 , 500 . 00
e . 8 " Gate Valve & Box3 each $ 19200 . 00 $ 31600 . 00
f. 8 " x 16 " Tapping Sleeve & Valve 1 each $ 4 , 500 . 00 $ 41500 . 00
g . 8 " - 90° Bend 3 each $ 600 . 00 $ 1 , 800 . 00
h . 8 " x 8 " Tee 1 each $ 800 . 00 $ 800 . 00
i . Open Cut & Replacement 30 LF $ 20 . 00 $ 600 . 00
j . Sod 570 LF $ 2 . 15 $ 11225 . 50
k . Traffic Control 1 LS $ 31500 . 00 $ 3 , 500 . 00
I . Testing 1 LS $ 1 , 500 . 00 $ 11500 . 00
M . Construction Stakin9 1 LS $ 2 , 000 . 00 $ 2 , 000 . 00
n . Sampling Points 2 each $ 200 . 00 $ 400 . 00
o . Restore Asphalt 1 LS $ 1 , 000 . 00 $ 11000 . 00
SUB -TOTAL $ 83 , 275 . 50
10 % CONTINGENCY $ 81327 . 55
TOTAL $ 91 , 603 . 05
BOND (2 . 5 %) $ 21290 . 08
AS -BUILT SURVEY $ 21000 . 00
ENGINEERING DESIGN $ 61523 . 46
PERMITTING $ 21000 . 00
BIDDING & AWARD $ 750 . 00
CONSTRUCTION INSPECTION (3 . 8 %) $ 3 , 480 . 92
ADMINISTRATION $ 11500 . 00
TOTAL County Design & Construction Costs $ 110 , 147 . 50
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