HomeMy WebLinkAboutDocumentation_Regular_Tab 08_10/8/2020 Agenda Item #8.
Regular Council
STAFF MEMO a
Meeting: Regular Council - Oct 08 2020
Staff Contact: Matthew Hammond, Utilities Department: Utilities
Director
RESOLUTION 36-20, A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF
TEQUESTA, FLORIDA, AMENDING AND INCREASING THE 2019/2020 WATER UTILITY FUND
#401 BUDGET BY APPROPRIATING FUND BALANCE IN THE AMOUNT OF $35,661.00 TO
PURCHASE THE HARBOR ROAD NORTH WATER LINES
. -
Appropriating fund balance in the amount of $35,661.00 to purchase the Harbor Road North water
lines.
POTENTIAL MOTION - • e
Approve appropriating $35,661.00 to purchase the Harbor Road North water lines.
20201008-WATER MAIN PURCHASE-AGENDA MEMO 20-278.ADA
20201008-WATER MAIN PURCHASE-AGENDA MEMO 20-278
Page 39 of 640
Agenda Item #8.
RESOLUTION 36-20
A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF
TEQUESTA, FLORIDA, AMENDING AND INCREASING THE 2019/2020
WATER UTILITY FUND #401 BUDGET BY APPROPRIATING FUND
BALANCE IN THE AMOUNT OF $35,661.00 TO PURCHASE THE
HARBOR ROAD NORTH WATER LINES; PROVIDING AN EFFECTIVE
DATE; AND FOR OTHER PURPOSES.
WHEREAS, the cost of the water lines is $35,660.42; and,
WHEREAS, the Village Council approved this purchase at its Regular Council
meeting on August 13, 2020; and,
WHEREAS, the following accounts will be increased:
Revenues
Appropriate Fund Balance, 401-990-399.999, $35,661.00
Expenditures
Improvements Other than Bldngs, 401-412-663.600, $35,661.00; and,
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE
VILLAGE OF TEQUESTA, PALM BEACH COUNTY, FLORIDA, AS FOLLOWS:
Section 1: Resolution 36-20 amending and increasing the 2019/2020 Water
Utility Fund #401 Budget by appropriating fund balance in the amount of $35,661.00 to
purchase the Harbor Road North water lines is hereby approved;
Section 2: This Resolution shall become effective immediately upon passage.
Page 40 of 640
Agenda Item #8.
Regular Council
STAFF MEMO a
Meeting: Regular Council - Aug 13 2020
Staff Contact: Matthew Hammond, Utilities Department: Utilities
Director
Approve Purchase and Sale Agreement for Harbor Road N Water Main with Wesley W. Oldham
W
In 1977, Wesley W. Oldham (Oldham), along with several other then existing residential property
owners on Harbor Road North, pre-paid the cost of a water line to connect their Harbor Road North
properties to the Village's water system along U.S. Highway One in order to join the Village's water
service area which was extended along U.S. Highway One to intersect with Harbor Road North,
making it possible for the Harbor Road North water line to be connected to the Village's water service
area. Oldham, acting as trustee on behalf of himself and the other residents of Harbor Road North,
agreed via September 30, 1977 correspondence with the Village that the Village would not activate
any future water connections on Harbor Road North until the new residence had paid back to Mr.
Oldham its pro rata share of the costs previously extended by Mr. Oldham to connect the Harbor
Road North water line to the Village's water system. In 1985, the Village and Oldham attempted to
further memorialized the 1977 correspondence with a "Water Service Agreement" that restated the
connection arrangement and a reimbursement formula; however, there is no evidence that the Village
ever executed the 1985 Water Service Agreement, bringing its validity into question. In 2003, the
Village sent a letter to Oldham indicating that "the Tequesta Utilities Department is following the
agreement pertaining to Harbor Road North;" however, it is unclear if the 2003 letter was meant to
refer to the 1977 correspondence or the 1985 agreement.
Over the years, some additional residences have connected to the Harbor Road North water lines
and have paid their share of the prepayment costs to Oldham, however, some properties remain
unconnected, and the reimbursement formula, now more than 40 years old, has become unaffordable
to follow.To clarify the arrangement between the two Parties and provide an affordable means means
for the unconnected residents of Harbor Road N, the Village and Oldham now desire to modify their
understanding, arrangement and agreement by having the Village acquire from Oldham the fee
simple ownership of the Harbor Road North water lines, including all ownership and maintenance
responsibilities for such water lines at an agreed upon price of $35,660.42, and thereby discontinue
the requirement for future residences to pay Oldham prior to the Village activating their water service
connection. The agreed upon price represents the pro-rated cost of the remaining life of the water
main based on a quoted replacement cost provided by the Village's on-board Contractor. In addition,
Oldham has executed an accompanying Bill of Sale transferring ownership of the water main to the
Village.
Note: The Purchase and Sale Agreement and Bill of Sale were prepared by the Village Attorney and
reviewed by Oldham and his legal representation.
Page 41 of 640
Agenda Item #8.
If approved, the purchase price will be funded out of the Water Enterprise Fund fund balance and
reimbursed by the remaining unconnected Harbor Road N property owners as part of their required
connection fees when they connect.
POTENTIAL MOTION - • •
Approve Purchase and Sale Agreement with Wesley W. Oldham and acceptance of Bill of Sale
Purchase and Sale Agreement for Harbor Rd N Water Main.ada
Figure of Harbor Road N Water Main
Page 42 of 640
Agenda Item #8.
PURCHASE AND SALE AGREEMENT
Harbor Road North Water Main System
KNOW ALL MEN BY THESE PRESENTS that WESLEY W. OLDHAM, whose address is
19714 Harbor Road North,Tequesta,Florida 33469 hereinafter referred to as "Oldham";and the VILLAGE
OF TEQUESTA, a Florida municipal corporation whose address is 345 Tequesta Drive, Tequesta, Florida
33469 hereinafter referred to as "the Village;"and who together are hereinafter referred to as"the Parties;"
hereby enter into this Purchase and Sale Agreement for the water main system that services Harbor Road
North in the Village's water service area, as more particularly described herein, in accordance with the
terms and conditions set forth below. This Agreement is entered into and effective this day of August
2020:
WHEREAS, in 1977, Oldham, along with several other then existing residential property owners
on Harbor Road North, pre-paid the cost of a water line to connect their Harbor Road North properties to
the Village's water system along U.S. Highway One in order to join the Village's water service area which
was extended along U.S. Highway One to intersect with Harbor Road North, making it possible for the
Harbor Road North water line to be connected to the Village's water service area; and
WHEREAS,Oldham,acting as trustee on behalf of himself and the other residents of Harbor Road
North who had participated in the water line prepayment, agreed via September 30, 1977 correspondence
with the Village that the Village would not activate any future water connections on Harbor Road North
until the new residence repaid Oldham its pro rata share of the costs Oldham had previously paid to connect
the Harbor Road North water line to the Village's water system, which correspondence is attached hereto
as Exhibit"A;"and
WHEREAS,in 1985,the Parties attempted to further memorialized the 1977 correspondence with
a "Water Service Agreement" that restated the connection arrangement and a reimbursement formula;
however, there is no evidence that the Village ever executed the 1985 Water Service Agreement, which
Water Service Agreement is attached hereto as Exhibit`B;"and
WHEREAS, in 2003, the Village sent a letter to Oldham indicating that "the Tequesta Utilities
Department is following the agreement pertaining to Harbor Road North;"however,it is unclear if the 2003
letter was meant to refer to the 1977 correspondence or the 1985 agreement, which 2003 letter is attached
hereto as Exhibit"C;" and
WHEREAS, over the years, some additional residences have connected to the Harbor Road North
water lines and have paid their share of the prepayment costs to Oldham consistent with the Water Service
Agreement,however, some properties remain unconnected,and the reimbursement formula which required
the connection fee to increase by 10% a year with no cap, has become unaffordable for any residence not
connected; and
WHEREAS,the Parties now desire to modify their understanding, arrangement and agreement by
having the Village acquire from Oldham the fee simple ownership of the Harbor Road North water lines,
including all ownership and maintenance responsibilities for such water lines at an agreed upon price as set
forth herein, and thereby discontinue the requirement for future residences to pay Oldham prior to the
Village activating their water service connection; and
NOW THEREFORE, in exchange for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by both the Village and Oldham, the Parties hereby agree
and covenant as follows:
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Page 43 of 640
Agenda Item #8.
1. Recitals. All of the foregoing recitals are true and correct and are incorporated herein and
by reference.
2. Harbor Road North Water Line. Oldham agrees to sell, and the Village agrees to purchase
in fee simple, the"Harbor Road North Water Line" consisting of approximately 990 linear feet of
8-inch PVC water main constructed on or about the year 1985 ("Water Main")as more particularly
described in Exhibit"D." A Bill of Sale, in a form acceptable by the Village's Attorney, shall be
executed by Oldham and shall be recorded in the Public Records of Palm Beach County by Oldham
upon the closing of the sale. THE WATER MAIN SHALL BE SOLD "AS-IS", WITH ALL
FAULTS AND OLDHAM HAS MADE NO REPRESENTATIONS OR WARRANTIES,
EXPRESS OR IMPLIED,WITH RESPECT TO THE WATER MAIN,INCLUDING ANY WITH
REPSECT TO ITS CONDITION, MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE. IN NO EVENT SHALL OLDHAM BE LIABLE TO THE VILLAGE
OR TO ANY OTHER PERSON FOR ANY INCIDENTIAL, CONSEQUENTIAL OR SPECIAL
DAMAGES, HOWEVER ARISING. THE VILLAG ACKNOWLEGES THAT IT HAS HAD
THE OPPORTUNITY TO INSPECT THE WATER MAIN AND AGREES TO ACCEPT THE
WATER MAIN IN ITS PRESENT CONDITION AND IS RELYING ON NO
REPRESENTATIONS FROM OLDHAM AS TO THE CONDITION OF THE WATER MAIN.
3. Compensation. The Village agrees to pay Oldham the sum of Thirty-Five Thousand, Six
Hundred and Sixty Dollars and Forty-Two Cents ($35,660.42) in exchange for fee simple
ownership of the Harbor Road North Water Lines. It is understood and agreed further that:
a. there are currently seven (7) connections to the harbor Road North Water Line;
and
b. that all future connections to the Harbor Road Water Line shall be without any
further reimbursement to Oldham and shall not require concurrence by Oldham with the
exception of the parcel identified in Section 3(c);
C. that the development of Parcel No. 00-43-40-30-63-000-0010 is in process and
the Village will require the owner of that property to reimburse Oldham in the amount of
$34,506.54, and that Oldham must notify the Village in writing that he has received the
payment before the Village will activate that connection.
4. Due Dili eg nce. The Parties have had sufficient time and have devoted sufficient effort and
resources, each in its own opinion and belief, to have made an informed, educated agreement on
the condition of the Harbor Road North Water Line and the agreed upon purchase price.The Parties
agree and acknowledge that they may discover facts different from or in addition to the facts they
now know or believe to be true with respect to the subject of this Agreement.This Agreement shall
operate as a full and complete release by the Parties,notwithstanding the discovery of any different
or additional facts.
5. Time is of the Essence. The Parties agree to close the purchase/ sale of the Harbor Road
North Water Line no later than 30 days from the effective date of this Agreement. "Closing" the
purchase / sale includes exchange of compensation contemplated in paragraph 3, as well as
execution and recording of the Bill of Sale. The provisions of paragraph 3 a., 3b., and 3c. are
effective immediately upon execution of this Agreement independently of the closing of the
purchase/sale. However,neither Party shall be in default of this provision if a delay in the closing
of the purchase/sale arises out of causes reasonably beyond their control and without their fault or
negligence. Such causes include but are not limited to acts of God; acts of war; natural or public
health emergencies; labor disputes;freight embargoes;and abnormally severe and unusual weather
conditions.
6. Inspector General. Pursuant to Article XII of the Palm Beach County Charter, the
Office of the Inspector General has jurisdiction to investigate municipal matters,review and audit
municipal contracts and other transactions, and make reports and recommendations to municipal
governing bodies based on such audits, reviews, or investigations. All parties doing business with
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Page 44 of 640
Agenda Item #8.
the Village shall fully cooperate with the inspector general in the exercise of the inspector general's
functions, authority, and power. The inspector general has the power to take sworn statements,
require the production of records, and to audit,monitor, investigate and inspect the activities of the
Village, as well as contractors and lobbyists of the Village in order to detect, deter, prevent, and
eradicate fraud,waste,mismanagement, misconduct, and abuses.
7. Public Records. In accordance with Section 119.0701, Florida Statutes, Oldham
must keep and maintain this Agreement. Upon Oldham's receipt of all payments due to him under
this Agreement, Oldham shall transfer, at no cost to the Village, all public records in his
possession. If Oldham transfers all public records to the Village upon his receipt of all payments
under the Agreement, he shall destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements. If Oldham keeps and maintains public
records upon completion of the Agreement,he shall meet all applicable requirements for retaining
public records.Records that are stored electronically must be provided to the Village,upon request
from the Village's custodian of public records, in a format that is compatible with the Village's
information technology systems. Additionally, any and all records, including but not limited to
reports, surveys,data, and documents,that are provided or prepared by Oldham in connection with
this Agreement shall belong to the Village and shall be furnished by Oldham to the Village upon
request.
IF OLDHAM HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO HIS DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT,
PLEASE CONTACT THE VILLAGE CLERK, RECORDS
CUSTODIAN FOR THE VILLAGE, AT (561) 768-0685, OR AT
1mcwi11iams(a tec1uesta.org, OR AT 345 TEQUESTA DRIVE,
TEQUESTA, FLORIDA 33469.
8. Applicable Law. This Agreement is subject to and shall be construed and enforced in
accordance with the laws of Florida.
9. Legal Contract. This Agreement shall be deemed to constitute a contract made and entered
into under the laws of the State of Florida, and not a mere recital.This Agreement shall not be filed
with a court unless it is necessary to enforce any term or condition of this Agreement.
10. Litigation of Disputes. In the event of a dispute as to the interpretation, enforcement,
application,or violation of this Agreement,it is understood and agreed by the Parties that the Circuit
Court for the Fifteenth Circuit in and for Palm Beach County, Florida shall have jurisdiction to
resolve such dispute and to enforce its terms.
11. Severability. If any provision of this Agreement is held to be or becomes invalid, illegal,
or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in
any way be affected or impaired thereby.
12. Amendments. No amendment or variation of the terms or provisions of this Agreement
shall be valid unless made in writing and signed by each of the Parties.
13. Entire Agreement. This four(4)page Agreement constitutes the entire agreement between
the Parties;no modification shall be made to this Agreement unless such modification is in writing,
agreed to by the Parties and attached hereto as an addendum to this Agreement.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
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Page 45 of 640
Agenda Item #8.
WITNESSES: OLDHAM:
Signed, sealed and delivered
in the presence o£
By:
WESLEY W. OLDHAM
Print:
Print:
STATE OF FLORIDA
COUNTY OF PALM BEACH
The foregoing instrument was acknowledged before me by means of physical presence or
online notarization this day of August,2020,by Wesley W. Oldham who is personally known
to me or who has produced a Florida driver's license as identification and who did/did not take an oath, and
who stated that he executed same on behalf of himself for the purposes therein expressed.
(NOTARY SEAL)
Notary Public
Print Name:
My commission expires:
WITNESSES: VILLAGE:
Signed, sealed and delivered
in the presence of.
By:
Abigail Brennan
Mayor
Print:
Print:
STATE OF FLORIDA
COUNTY OF PALM BEACH
The foregoing instrument was acknowledged before me by means of physical presence or
online notarization this day of August,2020,by Jeremy Allen who is personally known to me
or who has produced a Florida driver's license as identification and who did/did not take an oath, and who
stated that he executed same on behalf of the Village of Tequesta for the purposes therein expressed.
(NOTARY SEAL)
Notary Public
Print Name:
My commission expires:
-4-
Page 46 of 640
Agenda Item #8. Exhibit D
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