HomeMy WebLinkAboutResolution_50-03/04_06/10/2004
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RESOLUTION NO. 03/04
A RESOLUTION OF THE VILLAGE COUNCIL OF
THE VILLAGE OF TEQUESTA, PALM BEACH
COUNTY, FLORIDA, APPROVING A FUNDING
AGREEMENT WITH SOUTH FLORH)A WATER
MANAGEMENT DISTRICT AWS FUNDING
PROGRAM, AWARDING THE VILLAGE OF
TEQUESTA $100,000.00 OF FUNDING FOR WELL
CONSTRUCTION AND ASSOCIATED REVERSE
OSMOSIS RAW WATER MAIN EXTENSION, TO
BE APPROPRIATED INTO THE FY 2004 BUDGET
ACCOUNT #401-414-662.636, RAW WATER MAIN
CONSTRUCTION.
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NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF
THE VILLAGE OF TEQUESTA, PALM BEACH COUNTY, FLORIDA, AS
FOLLOWS:
SECTION 1: Consideration to approve funding agreement with South Florida Water
Management District AWS Funding Program in the amount of $100,000.00 to fund the
Village of Tequesta's well construction and associated reverse osmosis raw water main
extension is attached hereto as "Exhibit A" and incorporated by reference as a part of this
Resolution is hereby approved.
THE FOREGOING RESOLUTION WAS OFFERED by Council Member
~R~{..~ . ; ` ~ ±y,., -. ~- ,who moved its adoption. The motion was seconded by Council
Member ~,• rc ~°,~t~- ,:.~ ,and upon being put to a vote, the vote was as follows:
FOR ADOPTION
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AGAINST ADOPTION
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The Mayor thereupon declared the Resolution duly passed and adopted this 10th day of
June, 2004.
MAYOR OF TEQUESTA
Pat Watkins
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ATTEST:
Mary Miles, Village Clerk
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Kecipient:
1~'illa8e of 'I'eyuest~t
o~~~l~va~
2003 - 2044 SUUTII FLORIDA WATFR MANAC~~:MFN'1'
DISTRI(;T A,,WS FUNDING YROGR,AM AGR~:EMENT
Recipient's Prt~ject Manager:
Michael (:'ouxxci
Address;
250 Teyuesta Drive, Suite 300
Tcgacsta, l;i.. 33469-()273
'1'elephonc No:
(SCi 1) 575 ~G2UU
l+'ax No:
(Sti I) 575_-62():i
tiFWMD Project Manal;er:
Nestor Garrido
Address:
33Q1 Ciun ('luh Kaad
West Palm ~each,l~L "33406
Telephone No:
Fax No:
(561) 681-6264
Contract Number: DCr040173
(,overrting Board Approval Uate: llugust 14, 2003
District Funding Amount: $lU0,000
Nat to Exceed 50% of total project cost
Post,it'` Fax Note 7671 Dato f, - ~ pegee- J 3
To ~~vS S ~L-Cr From ~O/Yt
6efeepr.~ ~Y I c:.>
f Tnnr. H Phune #
F..uc R Fex n
Insurance: ApplicablelNot Appiical~le:
Federal 1':mployer Identification Number:
59-6(}44081
Nrojecl Title:
RO Well # 3/Raw Water Main
Description:
Well construction and associated RO Raw Water Main k~:xtensian
Cantr~et DC3040173 Page t of 9
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• This Agreement is entered into hetween "t)ic Panics", the South Florida Water
lVl:anagcment District, the "District", ~tnd the undersigned Applicant, hereinafter referred
to as the "Kecipient"_ The Recipient warrants and represents that it has no obligation or
inciehtedncss that would impair its ability to fiiltilI the terms and c:cmditions of this
Agreement, and shall abide by all legal, financial, and reporting requirements, such as
matching funds and final n;ports for all funding received by the Recipient from the
District.
ARTICLE+' 1 ~ 1'RUJF(;T
1.1 The Recipient shall, to the satisfaction of the District, Cully and timely construct and
perfc~rni all wvr[c items described in the "1)et.ailed I)esct7ption of the Project,"
attached hereto as Attachment "A", and made a part of this Agreement.
2 As part of the services to he provided by the Kecipient under this Agreement, the
Recipient shall substantiate, in whatever fontm reasonably requested by the District,
any supporting docurncntation utilised as a basis for payment by the Uistrict. This
paragraph shall survive the expiration or termination of this Agreement.
1.3 'l.'he Kecipient shall submit tc~ the District, proof of Florida IJcl~a~rtment of
1/nvironmcntai Protection (FT.T)FP) and South rlorida Water Managcrncnt District
permit applications prior to Septemher 1" of the current fisc~~l year, tci ensure timely
conap[ction of the project.
1.4 '1'lic Recipient shall submit to t.lie listrict notification of ccyn~ple~tr permit
applications fn~,m FLDEP and SFWlvll) prior to September 1" of the ric~.~1 fiscal year,
Eo dentunsu•atc; proposed project readiness. tihould the permitting clement of an
application for a construction project not he carnplctcd by the District's rcyuired
deadline, the nislrict will deem the project ineGgiblc for funding.
AR't`ICLI~ 2 -1'lE'rRM ()F'1'Hb: A(YRFF.M)F N'['
2.1 The perierd crf performance of this Agreement shall commence on the C.ottsti~uction
Start Uate stated by the Recipient on the last page of this Agreement grid shall
ccintinue for a period of three (3) years.
2.2 The Parties ajree that time is of the essence in the perfoi7riance of each and every
obligation under this Agrc~mcnt-
ARTICLE 3 -COMPENSATION/CONSIDERATION
3.1 As consideration for providing the goods and services required by this .A~green~enl,
the Uistrict shall pay the Recipient the; funding amount as spcciticd on front page.
Such amount is a not to exceed amount and therefore, no additionti! consideration
shall t>c authorized. Recipient must provide at (east fifty (SU) percent of the total
• project cost.
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3.2 The Recipient assumes sole responsibility for all work, which is pe;rfurmed put:suant
to Attachment "A-" 13y providing funding }tcrcunder, the Aistrict dots not make any
warranty, guaranty, or any representation whatsoever regarding any of the work
pcti:orntcd hereunder, including but not limited to the adequacy or sufficiency of all or
any parl cif work described in Attachment "A".
3.3 The Recipient hereby agrees that it shall use other sources of funding for all work
associated with the design and permitting aspects of the Project. District funds shall
only he used far capital or infrastructure costs for the constnrctiott activities de:scrihed
in Attachment "A".
Altl'LCLE 4 -FUNDING YAYMJ~;N'1'S ANll RJE;P()KT[N(;
4.1 Thr. llistrict shall make payment to the Recipient upon completion and acceptance of
tl~e Project. The Recipient shall provide certification that all ccrostructic~n has been
completed in riccordance with Attachment "A" of this Agreement.
4.2 The Keeipient's invoice shall reference the 1)istriet's Contract Number and tihall be
sent to the Project Manager 1t the address stated on the first page of this Agreement.
T}tc Kecipient shall retie submit an invoice to any other address at the llistrict.
• 4.3 The District shall inspect all work anti review final reports befare autl~oriz,~tion of
payment is made to the Recipient. The: i)isirict shall pay the full amount cif the invoice
within thirty (3U) days of receipt and acceptance, provided the Recipient has performed
the work according to the terms and conditions of this A,grt~nnent. t~unding will be
withheld if the Kecipient has not submitted required reports or met all of the
administrative rcquirc:ments.
4.4 Upon aw°ard of the Agreement, the R~~;ipicnt shall provide to the nislrict a detailed
~chedulc of the Project. The Kecipient shall provide three (3) topics oC pruKrc.ss reports
on a quari.erly basis to the llistrict, which shall describe the extent of Project
completion. Upon request by the )tistrict, the Recipient shall provide as supporting
documentation, all work products associated with the completion of the tasks designated
in the Wcrrk Breakdown Siruct.ure and Deliverable Schedule c-f At.t:~chment "A",
altachud hereto to this Agreement_
4.5 I~owever-, failure by the Recipient to follow the foregoing instructions rn<iy result in
an unavoidable delay of payment by the District.
AR'CICLE 5 - PRiy,~FC'1' MANAC1N:MlE!:N'1'
5.1 The Parties shall direct all matters arising in connection with the performance of this
Agreement, other than invoices and notices, to the attention of the Project Mana~,crs for
attempted resolution or acticm. The Project Managers shall be responsible for overall
• ccx~rdination anil oversight r>rlating to the performance of this Agreement.
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• 5.2 All notices, demands, or other communicatiems to the Recipient under this Agreement
shall he in wetting and shall he deemed ~•cceived if sent by certified mail, return receipt
reclucstcd, to the address stated.
All notices to the District under this Agreement. shall be in writing and sent by certified
mail to:
South Florida Water Management District
Attn: (Project Managers name as stated on the tit•st page of the Agreement)
(Address as stated on the first page of the Agreement)
S.3 All notices required by this Agreement shall he cirnsidered delivei~d upnr~ ~~,~cNipt.
Should either' Party change its address, wriUen notice of such new address shall
promptly be sent to the other Party.
5.4 All c<~rn~spondence to the District under this Agreement shall reference the District's
Ccmlr.~ct Number.
AK'fIC:1,F b _ TF.RMINATIUN/R)H;MEDiFS
6.1 !f Kecipient fails ro fulfill its ohligations under this Agreement in a timely and pnrper
tn~uyrter, the District shall have the right lc~ terminate this Agne~emc~nt by f;iving written
notice of any deficiency. The Rutiipitnt in default shall then have ten (10) calendar days
• 1'nfm receipt of notice to correct the deficiency. If the Recipient fails to axrect the
dcficicncy within [his time, the District shall have the option to tcnninatc this
Agreement at the expiration of the ten (1Q) day tirnc lx;riod.
G.2 The District may terminate this Agreement at any time fear convenience upon thirty
{3U) calendar days prior written notice to the R~xipient- The performance of work
under this Agreement may be terminated by the District in accord~incc with this clause
in whc.~le, car from time to time in part, whenever the District shall dctertnine that such
termination is in the hell. interest of the District. llny such termination shall be effected
by delivery to the Recipient of a Notice cif Termination specifying the extent to which
performance of work under the Agreement is terminated, and the date upon which such
tcrmirtation bccotncs cffcctivc.
63 in the event of tcr•ntirtation, the Uistrict shall compensate the Recipient. liar all
authori7.ed and accepted work performed through the termination date. The District
shall be relieved of any and all future ohligaticros hereunder, including htlt nc~t limited to,
lost profits and consequential damages under this Agreement. The District may
withhold all payments to the Rexipient for such work until such time a5 the District
determines the exact amount due to the Recipient.
6.4 If either Party initiates legal action, including appeals, to enforce this Agreement, the
prevailing Party shall be entitled to recover a reasonable attorney's fee, based upon the
fair market value of the services provided.
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tS.S In the event the Recipient's funding becomes unavailable, that shall he good and
sufficient cause for the 1>-istriet to tcrrninatc the Agreement, pursuant to Paragraph b.2,
above.
G.6 In the event a dispute wises which the Project Managers ciumot resolve between
themselves, the P~uties shall have the opticm to submit to non-binding tnediatiun. The
mediator or rnediators shall be impartial, shall 1>e selected by the l'ar~ies, and the cost of
the mediation tihall he home eyuaily by the Pat•tics. The mediation process shall he
contidcntial to the extent permitted by law.
ARTI(.:I.F. 7 - RFCOR.)()S RE'1'LN'1'lON
7.i Tttc. Recipient shall maintain records and the District shall have ittspcc:lion ar-d artdit
r1~l1tS aS follow$:
A. Maintenance of Records. The Rexipient shall maintain all tnancial and non-financial
records and rcporis directly or indirectly related to the. nefiotiation or performance of this
Agrreement, including suppc,rling dcx:umentation for any service rates, expenses, research or
reports. Such records shall he maintained and m:uie available for inspection for ;r period of
five (S) years trout completinf; performance anti receiving final payment under this
Agreenrtent.
` 13. Lx~tpination_ of Rc;corcJs. The District or its designated agent shall have the right to
examine in accordance with generally accepted gc~vc.rnmental auditing standards all ru;ords
directly or indirectly rrlatul to this Agreement. Such examination may tx; made only within
five (S) yea~:s fmm the date of final payment under this Agreement and upon reasonable
nptice, time and place.
C. Lxiendcd Availability of Records for l..egal f)isputes_ in the event that the District
should become involved in a legal dispute with a third party rinsing from performance under
this Agt~ec;ment, the: Recipient shall extend the pencil of maintenance for all rec4~rds
relating to the Agreement until the final dispositicm cif the legal dispute, and a!1 suc}t rc;eords
shall be made readily available t[~ the District.
ARTICLE K - STANllARUfi (7I+' COMI'LIANCC
8.1 The Rexipient, itti employees, subcontractors ar assigns, shall comply with all
applicable federal, state, and local laws and regulations relating to the performance of
this Agreement. The District undertakes no duty to ensure such compliance, but will
attempt to advise the Keeipient, upon request, as to any such laws of which it has
present knawledge_
8.2 The laws of the State ctf F7e~rida shall govern all aspects of this Agreement. In the
event it is necessary for either party to initiate Icgal action regarding this Agreement,
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• venue shall hie in the Piftcenth Judicial Circuit for claims under State law ,ind in the
Southern District of t~lorida fot• any claims which are justiciable in federal court,
$.3 The Recipient shall allow public aCcc:ss to all Project documcrtts and maccrials in
accordance with the provisions of C:haptcr 1 i9, Florida Statutes. Should tl)c Rexipicnt
assert at)y exemptions to [he requirements of Chapter 119 and refated Statutes, the
burden of establishing such exemption, by way cif injunctive or other relief as prnvided
by law, shall he upon the Recipient_
8.4 Pursuant tc~ Section ?1G.347, F7orirla Statutes, the Recipient is prohihited from the
expenditure of any funds under this Agreement to lobby the Ixgislature, the judicial
branch, or another Mate agency.
8.S The Recipient shall obtain, at its sole expense, all necessary licenses, authorizations and
permits from the approptia[c private party or federal, state, municipal or Icx;al agency,
and other gc)verntnental approvals, prior to commencing perf-ortnurrco of this
Ag~ement_
8.6 The R~ipicnt hereby assures that no person shrill be excluded on the grounds of race,
color, creed, national origin, handicap, al;c, or sex, from participation in, denied the
bcnctits of, err is otherwise sltlijcetcd to ciisc:riminatic)n in any activity under thts
Agreement. The R~tiipient shall [ake all rncasurt;s necessary lc) effectuate these
assurances.
ARTi(;Li; 9 - INllJN;1VININ'I(:ATI()N AND iNS1;JItAN4r
J.1 The fnllurvirt,~~ irtdPrr~rtiftcr~ti[~n c'luuse shall urrl_v he uppliccrhle to Irtvi~strtr-nwr~~d
Utilities urPrivule Entities
Hor value received, Which is hen;hy acknowledged, the Recipient shall defend,
indemr)ify, s;rve, and hold the District, its agents, assigns, and employccs, harmless
from any and all claims or causes of action, including witholtt limitation, all dartiages,
losses, liabilities, expenses, costs, <lnd atte)rney's fees related to such claims, resulting
Froth any negligent cyr intentional act or omission, or the violation of ;thy federal,
state, car local law ctr regulation, by the Recipient, its sulicontractors, agents, assigns,
invitees, or employccs in ccmnec:tion with this Agreement• The Recipient fltt•ther
acknowledges that it is solely respcrosible far ensuring its compliance and the
cotnpli.ancc of i[s subcottirac:tors, agents, assigns, invitees and employeex with the
terms of this Agreement. The proviyic)ny of this paragraph survive the termination or
expiration of this Agreement.
9.2 The following .slta~l only apply if the work is beuig performed on District property.
The Recipient shall procure and maintain, through the term of this Agrcernent,
insurance coverage reflecting, at a minimum, the limits and coverage conditions
• identified on the District's Certificate of Tnsurance, attached and made a part of this
1•)C040173 E'age 6 of 9
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Agr~~:ment. The covcrabe required shall extend to all employees and suhcontractot~
of the Recipient. The attached District's Certificate of Tnsurance shall be completed
in full, indicating the producer, insured, can7er's name and Best. rating, policy
numbers and effective and cxpiraticm dates of each type of coverage required. The
Certificate shall he signed by the insurance carvers authoii~ed representative.
AR'1'1C~,lc; lU - REI,ATiQNSHIP liE'I'WL~:N '1'11>/' YARTIF.~
10.1 The Rccipikrrt is an indclx;ndent ccfntr~rctor and is not an employee or agent of the
nistrict. Nothing in this Agreement shall be interpreted to establish arty relationship
other than that of an independent contractor between the District and the Recipient, its
employees, agents, subcontractors, or assigns, during nr after the perfon~aance of this
Agreement. The Recipient is tree to provide similar services for others.
l0-~ The R~xipient shall not assign, delel;ate, err otherwise transfer its rights ~rnd obligations
as set forth itt this Agreement without the prior- written consent of the District. Any
attempted assignment in violation of this provision shall he void.
IQ._i It is the intent and understanding of the T'arties that this AgreR~ment is solely for the
benefit trf the Recipient and the District. No person or entity other than the Recipient
cir the Dlstrict shall have any rights or privileges under this AgrrVY:ment in any capacity
whatsoever, either as third-party beneficiary or otherwise.
Alt'I'1CLi,;11 - CTRNERAI. PR{)VI~IQNS
11.1 Notwithstanding any provisions of this Agt'eelnlent to the contt;rry, the Parties shall not
bc; hcleJ liable fcrr any failure or delay in the performance of this Agri.~c:mcnt that arises
tram tires, floods, strikes, embargoes, acts of the public cnerny, unusually severe
weather, outbreak of war, restraint of Cmvemment, rims, civil commotion, forte
majcure, act of God, or for arty other cause; of the same character w}rich is unavoidable
through the exercise of due cart and beyond the control of the Parties. l~ailur•c to pcr~torm
shall be excused during the continuance of such cit~umstances, but this Agreement
shall otherwise remain in effect. This provision shall not apply if the Detailed
Description of Wark -Attachment "A" of this AgrFx:mcnt specifies that performance try
the Recipient is specifically required during the cx:cun-ence of any of the events herein
mentioned.
11.2 in the event any provisions of this Agreement shall conflict, or appear to conflict, the
Apreeinent, including all ,<lttachments, and all documents speciftcally incorporated by
reference, shall be interpreted as a whole to resolve any inconsistency.
11.3 Failures Or waivers to insitit vn strict performance of any covenant, condition, or
provision of this Agreement by the Parties, their successnn and assigns shall not be
deemed a waiver of any crf its rights or remedies, ncrr shall it relieve the other Party from
performing any subsequent obligations stricl.ly in accordance with the terms of this
Agreement- No waiver shall be effective unless in writing and signed by the Party
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against wham enforcement is Sought. Such waiver shall be limited to provisions of this
Agreement specifcally referred to thcroin and shall not be di;emed a waiver of any
other provision. No waiver shall constitute a continuing waiver unless the writing states
otherwise.
11.4 Should any term or provision of this Agreement he held, to any extent, invalid or
uncnti>rt;eablc, as against any person, entity or circumstance during the term hereof, by
force of any statute, law, ar ruling of any forum of competent -jurisdiction, such
invalidity shall not affect any other term or provision of this Agre~naetit, to the extent
that the Agreement shall remain olx:rehle, enforceable and in full fc~rc;e anti et~ect to the
extent permitted by law.
11.5 This Agreement may be amended only with the written approval of the Parties,
1.l.ti This Agreement states the ~;ntire understandirtl; and Agreement between the Parties
and supersedes any and all written or oral representations, statements, negotiations or
Agreements previously existing between the .Parties with respi;ct to the subject matter
of this Agreement. The Recipient rc:ct~gnires that any rel?resentations, stiitements or
negotiations made by nistrict staff do rii>t suffice f.n legally binQ the District in a
contractual relationship unless they hair. been reduced to writing and signal by an
a~ithorizccl District. ~-epresentativc. Tltis Agreement shall inure to the benefit of and
shall he binding upon the parties, their trspcctivc assigns, and successors in interest.
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IN Wl"I'Nk:Sti WI~IE:RF:C.)[', the Parties or their duly authotyzcd n;presc:nt~lives hereby
execute this Agreement on the date written below.
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Recipicrit's Lesgal Name: 'x _~~ .. , o
r,
By Aulhorired Of("icial:.: - ' > =~'' ~~" ..~
"Title: ~~ ! ~~ a r.<.s "'
Date:
C(mstructian Project Stan Date: O _.
SFWMI} Procurement approved:
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SOU'1'lI FLi}RIDA WATER MANAGI/Mfr:N'f
ll1~TRIt:T, 13Y ITS GOV1;1tNlNG li(IARfD