HomeMy WebLinkAboutDocumentation_Regular_Tab 08_4/08/2021Agenda Item #8.
Regular Council
STAFF MEMO '
t
.4
Meeting: Regular Council -Apr 08 2021
Staff Contact: Matthew Hammond, Utilities Department: Utilities
Director
Approve Utilities Developer Agreement with Crystal Cove Waterway, LLC for Crystal Cove Project
CRY:
Crystal Cove Waterway, LLC is developing amulti-family residential development consisting of
sixteen (16) 3-story condominium units located on SE Federal Highway in Martin County referred to
as Crystal Cove. The proposed project use is an increased water demand over the previous use
requiring apro-rata share of Capital Connection Charges to be paid by the Developer as well as
installation of onsite utility infrastructure. No offsite improvements are required to serve this project.
To effectuate these actions a Developer Agreement between Crystal Cove Waterway, LLC and the
Village is required. The proposed Developer Agreement was prepared by the Village Attorney and
reviewed by the Developer. Upon execution of the agreement Crystal Cove Waterway, LLC will be
required to pay $61,933.76 to the Village Water Enterprise Fund for Capital Connection Fees, legal
fees and review & inspection costs.
Approve Utilities Developer Agreement with Crystal Cove Waterway, LLC for Crystal Cove Project
Proposed Developers Agreement -Crystal Cove -Crystal Cove, LLC (1)
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Agenda Item #8.
The following documenti*s presented in a non=
ADA compliant format. Please contact the
Village Clerk's office if you would like to
receive an ADA compliant version of this
document.
Page 56 of 406
Agenda Item #8.
DEVELOPER AGREEMENT
THIS AGREEMENT is made and entered into this day of , 2021, by
and between Crystal Cove Waterway, LLC, a Florida limited liability company with offices located at
11900 SE Federal Highway, Suite 212, Hobe Sound, FL 33455, hereinafter referred to as "Developer," and
the Village of Tequesta, a Florida municipal corporation with offices located at 345 Tequesta Drive,
Tequesta, Florida 33469, hereinafter referred to as "Village."
WHEREAS, Developer owns or controls lands located in Martin County, Florida, and described
in Exhibit "A," attached hereto and made a part hereof as if fully set out in this paragraph, and hereinafter
referred to as the "Property," and Developer intends to develop the Property by erecting thereon
individually metered residential units, general service units, or a combination of these; and
WHEREAS, the Village and Developer acknowledge a previous agreement between the Village
and a prior owner of interest in Developer's Property, dated April 25, 2001, and mutually agree and consent
that this Developer Agreement supersedes that agreement; and
WHEREAS, Developer desires that the Village provide water supply and distribution service for
Developer's Property herein described; and
WHEREAS, the Village is willing to provide, in accordance with the provisions of this Agreement
and Village's Utility Policies & Procedures, water service to the Property and thereafter operate applicable
facilities so that the occupants of the improvements on the Property will receive an adequate water supply
from the Village.
NOW, THEREFORE, for and in consideration of the premises, the mutual undertakings and
agreements herein contained and assumed, Developer and Village hereby covenant and agree as follows:
1. The foregoing recitals are true and correct and are made and considered to be a part of this
Agreement.
2. The following definitions and references are given for the purpose of interpreting the terms
used in this Agreement and apply unless the context indicates a different meaning:
a) "Capacity Reservation Fee" - An amount of money sufficient to defray Village's cost
of maintaining stand-by service availability for Developer.
b) "Consumer Installation" - All facilities ordinarily on the consumer's side of the point
of delivery.
c) "Contribution -in -aid -of -Construction " (CIAC) - The sum of money and/or the value
of the property represented by the cost of the water distribution systems constructed or
to be constructed by a Developer or owner, which Developer, or owner transfers, or
agrees to transfer, to Village at no cost to Village, in order to induce Village to provide
utility service to specified property.
d) "Development Phase" - A subdivision or construction phase of the construction of
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utility facilities on the Property.
e) "Equivalent Residential Connection" (ERC) - A factor used to convert a given average
annual daily flow (AADF) to the equivalent number of units required for connection
to the Village's system. For residential purposes, all single-family units, shall
constitute one ERC. For non-residential one ERC shall equal two hundred and fifty
(250) gallons per day (AADF). The determination of the number of ERC's for the
Property shall be subject to factoring as outlined in the Village's Utility Policies &
Procedures.
f) "Notice to Proceed" - A document executed by Developer expressing a formal order,
pursuant to this Agreement, for specific water.
g) "Point of Connection" - A point of entry into the Village Utility Facilities, as
designated by the Village to a Customer; the point at which the Customer receives
utility service. Unless otherwise indicated, the point of connection shall be the
customer's side or discharge side of the water meter(s) that will be utilized for delivery
of water service. Village shall, according to the terms and conditions hereof, own all
pipes and appurtenances to the point of delivery, unless otherwise agreed upon. The
pipes and appurtenances inside the point of connection shall belong to others.
h) "Property" - The area or parcel of land described in Exhibit "A" by legal description,
and as shown on Exhibit "D" attached hereto and made a part hereof.
i) "Service" - The readiness and ability on the part of Village to furnish and maintain
water service to the point of connection for each lot or tract.
j) "Utility Policies & Procedures" (UPAP) - The Utility Policies and Procedures of the
Village, which include the Water Service Policy ("WSP"), the Water Extension Policy
("WEP"), the Cross -Connection Control Policy, the Design Criteria & Specifications,
the Standard Details, the Rate Schedule, and other utility policies and procedures
adopted and revised from time to time by the Village and/or Village Council.
3. Assurance of Title - Within a period of forty-five (45) days after execution of this Agreement,
or prior to Developer requesting a Notice to Proceed from the Village, at the expense of Developer,
Developer agrees to deliver to Village a copy of the Loan Title Policy, Policy of Title Insurance, or an
opinion of title from a qualified attorney -at -law, with respect to the Property, which opinion shall include
a current report on the status of the title, setting out the name of the legal title holders, the outstanding
mortgages, taxes, liens, and covenants. The provisions of this paragraph are for the purpose of evidencing
Developer's legal right to grant the exclusive rights of service contained in this Agreement.
4. Applicable Charges - In addition to the contribution of any water distribution systems, where
applicable, and further to induce Village to provide water service, Developer hereby agrees to pay to Village
the following Connection charges:
a) Capital Connection Charge - The fee assessed by the Village for the connection of
existing or proposed development to the Village Utility Facilities. The amount of such
fee, as amended from time to time, represents the proportionate share, per Equivalent
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Residential Connection ("ERC"), of the reasonably anticipated capital cost of
expanding, oversizing, acquiring, or constructing the Village's planned and existing
facilities within the Village's service area where such expansion, oversizing,
acquisition, or construction is necessitated by the connection of new customers (or
additional use by existing customers) to the existing utility facilities, for the benefit of
new and not -yet -served customers. This fee is separate and apart from any Meter Fees
or any charge/fee to recover the cost to connect a Customer's plumbing to the Village's
Utility Facilities. The amount of said charges shall be adopted by resolution of the
Village Council.
b) Plan Review Charge - A charge which reflects the actual cost of reviewing and
approving governmental agency applications, construction/engineering plans, and
shop drawings. The amount of said charge shall be adopted by resolution of the Village
Council.
c) Inspection Charge - A charge which reflects the actual cost of inspection of water
facilities installed by Developer. The amount of said charge shall be adopted by
resolution of the Village Council.
d) Meter Installation Charge - The applicable charges for water meters of sufficient
capacity for all single-family, residential, multi -family, mobile home, commercial
installation, or any other connection requiring a measuring device. The amount of
said charge shall be adopted by resolution of the Village Council.
Payment of the Connection charges does not and will not result in Village waiving any of its rates
or rules and regulations, and their enforcement shall not be affected in any manner whatsoever by Developer
making payment of same. Village shall not be obligated to refund to Developer any portion of the value
of the connection charges for any reason whatsoever, except for that which may be provided for in Exhibit
"C," nor shall Village pay any interest or rate of interest upon the connection charges paid.
Neither Developer nor any person or other entity holding any of the Property by, through or under
Developer, or otherwise, shall have any present or future right, title, claim or interest in and to any charges
paid or to any of the water facilities and properties of Village, and all prohibitions applicable to Developer
with respect to no refund of charges and otherwise, are applicable to all persons or entities, except for that
which may be provided in Exhibit "C".
Any user or consumer of water service shall not be entitled to offset any bill or bills rendered by
Village for such service or services against the required charges paid. Developer shall not be entitled to
offset the Connection charges against any claim or claims of Village, including claims for breach of
contract, damages or charges of the like of Village.
5. Pam - Developer shall pay, in full, Connection charges for all capacity reserved hereunder
at the time of execution of the Agreement. This payment may be for the entire project or specific phases.
However, capacity shall be reserved only for that amount of capacity for which Connection charges have
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been paid. In the event Developer elects to pay Connection charges in phases, it shall pay such Connection
charges in full for each phase prior to the commencement of each such phase.
6. Equivalent Residential Connections Reserved - The parties agree that the capacity needed to
provide service to Phase 1 of development of the Property is 16 equivalent residential connections (ERC's)
for potable water supply. Developer agrees that the number of units of capacity reserved hereby shall not
exceed the number of units of development for which capacity is reserved hereby pursuant to Exhibits "B"
and "C".
7. Notice to Proceed - The parties recognize that before Village can begin to carry out this
Agreement, Developer must pay to Village all required charges as shown in attached Exhibits and must
provide Village with a written Notice to Proceed, when appropriate. It is understood and agreed that Village
shall be allowed a financially feasible reasonable period of time to construct facilities necessary to provide
water service to the Property after issuance of the written Notice to Proceed.
8. Capacity Reservation Fees - Village charges and collects Capacity Reservation Fees from
property owners, builders and/or Developer in order to defray Village's costs for ownership, operation, and
maintenance of non -used and useful utility facilities as outlined in Village's Utility Policies & Procedures.
Village shall invoice Developer and Developer shall pay Capacity Reservation Fees on all reserved phases
of Developer's project commencing at the time that Developer executes this Agreement with Village.
Developer understands that capacity is guaranteed for Developer's needs only for and to the extent that
Connection Fees and Capacity Reservation Fees are paid. Stated otherwise, if Developer elects not to pay
Connection Fees and Capacity Reservation Fees on all phases of its construction project, it understands that
it risks capacity not being available for Developer's needs for such phase(s) when Developer needs same.
A lapse in the timely payment of Capacity Reservation Fees shall result in a lapse of all remaining reserved
capacity. As active connections are made, the Capacity Reservation Fee obligation of Developer shall be
proportionately reduced. The Capacity Reservation Fees shall be in conformance with Village's fees and
charges resolution adopted by the Village Council and invoiced to Developer by Village the first of each
month for the preceding month.
9. On -Site Installation - To induce Village to provide water treatment, transmission and
distribution facilities, and to continuously provide consumers located on the Property with water services,
unless otherwise provided for herein, Developer hereby covenants and agrees to construct and to transfer
ownership and control to Village, as a contribution -in -aid -of -construction, the on -site water distribution
systems referred to in Exhibit "C" herein, as amended from time to time in writing executed by Village and
Developer. The term "on -site water distribution systems" means and includes all water distribution and
supply mains, lines and pipes, and related facilities constructed within the boundaries of Developer's
Property, adequate in size to serve each lot or unit within the Property or as otherwise required by Village,
which are referred to in Exhibit "C," and will be dedicated by Developer to Village.
Developer shall cause to be prepared three 3 copies of the applications for permits and three 3
sets of finalized engineering plans prepared and sealed by a professional engineer registered in the State of
Florida, along with a copy of the final estimate of quantities covering all contract items that are to be
dedicated to Village. Plans shall show the on -site water distribution systems proposed to be installed to
provide service to consumers within the Property. Such plans will also show the interconnection of such
on -site facilities to the off -site facilities of Village, or off -site facilities that may be constructed by
Developer or others and given to Village. Such detailed plans may be limited to the development phase
contemplated by this Agreement only, and subsequent phases may be furnished from time to time.
However, each such development phase shall conform to a master plan for the development of the Property,
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and such master plan shall be submitted to Village concurrent with or prior to submission of engineering
plans for the first development phase. Developer reserves the right to modify its master plan any time in
such manner as to not unduly interfere with Village's existing facilities and, upon modification, shall submit
three 3 copies of the modified plan to Village. The cost of any modifications to Village's existing systems
or to its master plan that are solely caused by Developer's modifications or changes shall be borne by
Developer. Developer shall pay its pro rata share of any costs of modifications to Village's existing system
or master plan to the extent they are partially caused by Developer's modifications or changes. Developer
shall cause its engineer to submit specifications governing the material to be used and the method and
manner of installations. All such plans, specifications and shop drawings submitted to Village's engineer
shall meet the approval of Village, which approval shall not be unreasonably withheld. Village reserves the
right to review the revised master plan and recalculate the connection charges that are to be paid by
Developer at the time the revised master plan is submitted. No construction shall commence until Village
and appropriate regulatory agencies have approved such plans and specifications in writing. When permits
and approved plans are returned by appropriate regulatory agencies to Developer, Developer shall submit
to Village three 3 copies of water service permit(s) and approved plans. If construction commences prior
to all such approvals and any other approvals required hereunder, Village shall have no responsibility to
accept such lines or facilities, nor to perform routine inspections of such lines or facilities, and Village may
elect to terminate this Agreement and/or not provide required service to Developer until such time as
Developer obtains such required approvals and Village has witnessed all of its required inspections and
tests.
After approval of the plans, specifications and shop drawings by Village and appropriate regulatory
agencies, Developer, or the engineer of record, shall set up a preconstruction conference with engineer of
record, utility contractor, appropriate building official(s), all other utility companies involved in the
development of the Property, and Village.
Developer shall provide to Village's inspector a minimum of forty-eight (48) hours' notice,
excluding weekends and holidays, prior to commencement of construction. Developer shall cause to be
constructed, at Developer's own cost and expense, the water distribution systems as shown on the approved
plans and specifications.
During the construction of the water distribution systems by Developer, Village shall have the right
to inspect such installations to determine compliance with the approved plans and specifications. The
engineer of record shall also inspect construction to assure compliance with the approved plans and
specifications. Village, engineer of record and utility contractor shall be present for all standard tests for
pressure, tracing wire continuity and all other normal engineering tests, to determine that the systems have
been installed in accordance with the approved plans and specifications, good engineering practices, as well
as other federal, state and local regulations which are applicable. Developer agrees to pay to Village, or
Village's authorized agent, a sum to cover the actual cost of all inspections of installations made by
Developer or Developer's contractor, which charge shall be in conformance with Village's fees and charges
resolution adopted by the Village Council.
Upon completion of construction, Developer's engineer of record shall submit to Village a signed
copy of the certification of completion submitted to the appropriate regulatory agencies and certified to
Village. If certification is for the water distribution system, a copy of the bacteriological results and a sketch
showing locations of all sample points shall be included. The engineer of record shall also submit to Village
full-sized paper copies of the as -built plans prepared and certified by the engineer of record, and signed and
sealed by a Florida registered surveyor as well as full-sized paper copies of the recorded plat, including the
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dedication sheet(s). In addition, the as -built and plats shall be submitted in an electric or digital format
approved by Village.
By these presents, Developer hereby covenants to transfer to Village title to all water distribution
systems installed by Developer or Developer's contractor shown in Exhibit "C" of this Agreement dealing
with those potable water supply facilities that will be transferred from Developer to Village, pursuant to the
provisions of this Agreement (the "Developer Installations"). Such conveyance shall take effect at the time
Village issues its final letter of acceptance. As further evidence of said transfer of title, upon the completion
of the installation, but prior to the issuance of the final letter of acceptance and the rendering of service by
Village, Developer shall:
a) Convey to Village, by notarized bill of sale in form satisfactory to the Village Attorney,
Developer Installations approved by Village.
b) Provide Village with copies of invoices from contractors and from suppliers of
materials for installation of the Developer Installations, including engineering design
and inspection fees so paid.
c) Furnish proof satisfactory to Village that the installation of the Developer Installations
and all contractors, subcontractors, materialmen, laborers and engineers have been paid
in full (i.e., by release of liens or other appropriate means).
d) Warrant to Village that all Developer Installations have been constructed in accordance
with approved plans and specifications, and in compliance with all governmental and
regulatory agency laws, rules and regulations, and that the said Developer Installations
have been constructed in a good and workmanlike manner.
e) Warrant and/or guaranty with respect to the Developer Installations against faulty
workmanship and defective materials for a period of one (1) year from the date of
Village's final letter of acceptance. Also, Developer shall assign any and all warranties
and/or maintenance bonds and the right to enforce same to Village which Developer
obtains from any contractor constructing the Developer Installations. Also, Developer
shall assign any and all warranties and/or maintenance bonds and the right to enforce
the same to Village which Developer obtains from any contractor constructing the
Developer Installations Developer shall remain secondarily liable on such warranties
pertaining to the Developer Installations. If Developer does not obtain such written
warranty and/or maintenance bond from its contractor and deliver same to Village,
which warranty and/or maintenance bond shall be for a minimum period of one (1)
year, then in such event, Developer, by the terms of this Agreement, covenants to
indemnify and save harmless the Village for any loss, damages, costs, claims, suits,
debts or demand by reason of defects in the Developer Installations for a period of one
(1) year from the date of the final letter of acceptance by Village.
f) Provide Village with all appropriate operation/maintenance and parts manuals.
g) Further cause to be conveyed to Village, free and clear of all encumbrances, all utility
easements and rights -of -way covering areas in which Developer Installations are
installed, or otherwise required, in recordable form satisfactory to the Village Attorney,
on Village's standard easement form. If applicable, Village may require joinder of any
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mortgagee and any condominium association, cooperative or other vendee of the
Property.
Village agrees that the issuance of the final letter of acceptance for Developer Installations shall
constitute the assumption of responsibility by Village for the continuous operation and maintenance of such
systems from that date forward, subject to the terms and conditions contained herein, except as set forth
above.
Whenever the development of the subject Property involves one consumer or a unity of title of
several consumers, and/or in the opinion of Village, ownership by Village of the internal water distribution
systems is not necessary or proper, then at the option of Village, Developer shall retain ownership and the
obligation for maintenance of such on -site water facilities located on the discharge side of a master meter
as shown in Exhibit "C".
In the event Developer receives service for water not owned by Village, then Village shall have the
unconditional option at any time to acquire, at no cost to Village, the ownership of such facilities
constructed by Developer. Village shall exercise its option to acquire ownership of the aforementioned
facilities by giving written notice to Developer, its successors and assigns, of its intention to exercise said
option. Within twenty (20) days upon receipt of written notice from Village, Developer, its successors and
assigns, shall transfer, at no cost to Village, ownership and shall be responsible for the maintenance of the
facilities after the transfer of ownership between the parties is completed.
In the event that Village, for whatever reason, does not take possession, ownership and control of
the Developer Installations, and provides master metered service to Developer for the use of several
consumers within the on -site facilities, Developer shall be required to:
(i) Maintain water quality at each individual outlet which is in compliance with all
primary and secondary standards promulgated by the Florida Department of Environmental
Protection and/or County Health Department. At no time shall such water quality
standards be required to be in excess of those attained at Village's point of delivery to the
master meter.
(ii) Institute a program of line flushing in order to help in the reduction of sedimentary
deposits in Developer's on -site lines, and reduce the possibility that water quality standards
will fall below those required by subsection (i) above. Such line flushing shall be
conducted in accordance with reasonable engineering standards as necessary to meet the
objectives as outlined herein. Such flushing shall occur at a minimum of not less than
every six (6) months. Developer shall provide Village a minimum of forty-eight (48)
hours' notice of the time and place of such flushing. Village shall send its representative
to observe such flushings and record the amount of water used for that purpose as indicated
by the meter. Developer shall be solely and directly responsible for the cost of all water
used in the flushing of his on -site facilities, such billing and collection to be conducted, in
accordance with the provisions of Village's rate resolution.
(iii) Developer shall be responsible for maintaining all on -site water, in accordance with
reasonably prudent engineering standards. Village shall have the right to inspect the
facilities of Developer during reasonable business hours upon twenty-four (24) hours'
notice to Developer. If Village determines that Developer has failed to comply with the
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provisions of this section, Village shall provide an explanation of the reason for such
violation, at which point Developer shall have twenty (20) days or such other time as is
reasonably necessary to correct the deficiency. Upon failure to do so, Village shall have
the power and right to discontinue service, in accordance with the provisions of its
approved tariff for non-payment of bills.
10. Off -Site Installation -Developer maybe required to construct, at his sole expense, or maybe
required to compensate Village for construction of certain off -site water facilities in order to connect
Developer's on -site facilities to Village's existing water systems referred to in Exhibit "C" herein. In
addition, Developer may, at Village's election, and to the extent Developer has the right, be required to
dedicate all or a portion of said off -site water facilities to Village for ownership, maintenance, and
operation.
All provisions in Section 9 above, entitled "On -Site Installation," pertaining to specifications,
plans, permits and approvals, including, without limitation, the provisions of Paragraph 9(a) and 9(h) above,
shall also be applicable to all off -site water facilities construction.
11. Easements - Developer hereby grants and gives to Village, its successors and assigns, but
subject to the terms of this Agreement, the exclusive right or privilege to construct, own, maintain, or
operate the water facilities to serve the Property; and the exclusive right or privilege to construct, own,
maintain, alter, replace or operate said facilities in, under, upon, over and across the present and future
streets, roads, alleys, easements, reserved utility strips and utility sites, and any public place as provided
and dedicated to public use in the record plats, or as provided for in agreements, dedications or grants made
otherwise, and is independent of said record plats. Developer shall obtain any and all necessary off -site
easements that may be required in order to carry out the terms, conditions, and intent hereof, at Developer's
expense, and shall convey same to Village, in accordance with this paragraph. Mortgagees, if any, holding
prior liens on the Property or the Property encumbered by such easements shall be required to release such
liens, subordinate their position, or join in the grant or dedication of the easements or rights -of -way, or give
to Village assurance by way of a "non -disturbance agreement," that in the event of foreclosure, mortgagee
would continue to recognize the easement rights of Village, as long as Village complies with the terms of
this Agreement. All water distribution facilities, save and except consumer installations, shall be covered
by easements or rights -of -way if not located within platted or dedicated roads or rights -of -way for utility
purposes.
Developer hereby further agrees that the foregoing grants or promises of grants include the
necessary right of ingress and egress to any part of the Property upon which Village is constructing or
operating such facilities; that the foregoing grants shall be for such period of time as Village or its successors
and assigns require such rights, privileges, or easements in the construction, ownership, maintenance,
operation, or expansion of the water facilities; that in the event Developer and Village agree that Village is
to install any of its water facilities in lands within the Property lying outside the streets and easement areas
described above, then Developer or the owners shall grant to Village, without cost or expense to Village,
the necessary easement or easements for such "private property" installation; provided all such "private
property" installations by Village shall be made in such a manner as not to interfere with the then primary
use of such "private property." Village covenants that it will use due diligence in ascertaining all easement
locations; however, should Village install any of its facilities outside a dedicated easement area, Village
will not be required to move or relocate any facilities lying outside a dedicated easement area, so long as
the facilities do not interfere with the then or proposed use of the area in which the facilities have been
installed, and so long as Village obtains a private easement for such facility location, which Developer will
give if same is within his reasonable power to do so. The use of easements granted by Developer to Village
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shall not preclude the use by other utilities of these easements, such as for cable television, telephone,
electric, or gas utilities, or as otherwise agreed to by Village.
In the event Developer fails to actually deliver such easement, this document shall serve as
Village's authorization to substitute this Agreement as a recorded easement sufficient for Village's needs.
Village hereby agrees that all easement grants will be utilized in accordance with the established
and generally accepted practices of the water industry with respect to the installation of all its facilities in
any of the easement areas. However, this provision shall not be constructed so as to require Village to
restore those improvements constructed, installed or planted within the utility easement which are not in
accordance with the established and generally accepted practices of the water industry with respect to the
use of utility easements.
12. Agreement to Serve - Upon the completion of construction of the on -site and off -site water
facilities required hereunder by Developer, its inspection, the issuance of the final letter of acceptance by
Village, and when all appropriate governmental agency approvals have been received, and when utility
systems are in compliance with Village's Utility Policies & Procedures, and the other terms of this
Agreement, Village covenants and agrees that it will connect or oversee the connection of the Developer
Installations to the central facilities of Village, in accordance with the terms and intent of this Agreement.
Such connection shall, at all times, be in accordance with rules, regulations, and order of the applicable
governmental authorities. Village agrees that once it provides water service to the Property, and Developer
or others have connected consumer installations to its system, that thereafter Village will continuously
provide, at its cost and expense, but in accordance with the other provisions of this Agreement, including
its Utility Policies & Procedures, its rules and regulations and rate schedules, water service to the Property
in a manner to conform with all requirements of the applicable governmental authority having jurisdiction
over the operations of Village.
13. Application for Service: Consumer Installations - Developer, or any owner of any parcel of
the Property, or any occupant of any residence, building or unit located thereon, shall not have the right to
and shall not connect any consumer installation to the facilities of Village until formal written application
has been made to Village by the prospective user of water service or either of them, in accordance with the
then effective rules and regulations of Village, and approval of such connection has been granted.
Although the responsibility of connecting the consumer installation to the meter and/or lines of
Village at the point of delivery is that of the Developer or entity other than Village, with reference to such
connections, the parties agree as follows:
a) Application for the installation of water meters shall be made forty-eight (48) hours in
advance, not including Saturdays, Sundays and holidays.
b) All consumer installation connections must be inspected by Village before backfilling
and covering of any pipes.
c) Notice to Village requesting an inspection of a consumer installation connection may
be given by the plumber or Developer, and the inspection will be made within twenty-
four (24) hours, not including Saturdays, Sundays and holidays, provided the water
meter has been previously installed.
d) If Village fails to inspect the consumer installation connection within forty-eight (48)
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hours, not including Saturdays, Sundays and holidays, after such inspection is
requested by Developer or the owner of any parcel, Developer or owner shall not be
charged with any delay caused by Village's failure to timely inspect.
e) If Developer does not comply with the foregoing inspection provisions, Village may
refuse service to a connection that has not been inspected until Developer complies
with these provisions.
f) The cost of constructing, operating, repairing or maintaining consumer installations
shall be that of Developer or a party other than Village.
14. Service Company's Exclusive Right to Utility Facilities - Developer agrees with Village that
all water facilities accepted by Village in connection with providing water services to the Property
(including fire service), shall at all times remain in the sole, complete and exclusive ownership of Village,
its successor and assigns, and any person or entity owning any part of the Property, or any residence,
building or unit constructed or located thereon, shall not have any right, title, claim or interest in and to
such facilities, or any part of them, for any purpose, including the furnishing of water services to other
persons or entities located within or beyond the limits of the Property. Developer may provide, in
accordance with Village's Utility Policies & Procedures, for the availability of those water services to the
Property which constitute "non -domestic" uses, such as for irrigation purposes.
15. Exclusive Right to Provide Service - Developer, as a further and essential consideration of
this Agreement, agrees that Developer, or the successors and assigns of Developer, shall not (the words
"shall not" being used in a mandatory fashion) engage in the business or businesses of providing potable
water services to the Property during the period of time Village, its successors and assigns, provide water
services to the Property, it being the intention of the parties hereto that under the foregoing provision and
also the provisions of this Agreement, Village shall have the sole and exclusive right and privilege to
provide water services to the Property and to the occupants of each residence, building or unit constructed
thereon, except for the providing by Developer, from its own sources and lines of water, for irrigation
purposes.
16. Rates - Village agrees that the rates to be charged to Developer and individual consumers of
water services shall be those set forth in the rate schedule(s) of Village. However, notwithstanding any
provision in this Agreement, Village, its successors and assigns, may establish, amend or revise, from time
to time in the future, and enforce rates or rate schedule(s) so established and enforced, and shall, at all times,
be reasonable and subject to regulations as may be provided by law. Rates charged to Developer or
consumers located upon the Property shall, at all times, be identical to rates charged for the same
classification of service as are or may be in effect throughout the service area of Village.
Notwithstanding any provision in this Agreement to the contrary, Village may establish, amend, or
revise, from time to time, in the future, and enforce rules and regulations covering water services to the
Property. All provisions of the Village's Utility Policies & Procedures, as amended from time to time, are
made a part of and control the terms of this Agreement. However, all such rules and regulations so
established by Village shall, at all times, be reasonable and subject to such regulations as may be provided
by law or contract.
Any such initial or future increased rates, rate schedule(s) and rules and regulations established,
amended, or revised and enforced by Village from time to time, in the future, as provided by law, shall be
binding upon Developer; upon any user or consumer of water services provided to the Property by Village.
Page 10 of 25
Page 66 of 406
Agenda Item #8.
17. Binding Effect of Agreement - This Agreement shall be binding upon and shall inure to the
benefit of Developer, Village, and their respective assigns and successors by merger, consolidation,
conveyance, or otherwise, subject to the terms and conditions of this Agreement as contained herein.
Developer understands and agrees that capacity reserved hereunder cannot and shall not be assigned by
Developer to third parties without the written consent of Village, except in the case of a bona fide sale of
Developer's Property, or other valid transfer or assignment of Property, including, without limitation, the
transfer or assignment of the Property as a result of a judicial proceeding, such as mortgage foreclosure or
sale, and assignment for the purposes of obtaining financing. In any such case, Developer shall provide a
notice of evidence of such assignment, or partial assignment as the case may be, to Village; and Village
shall have the right to renegotiate the terms of this Agreement with assignee or transferee. Such approval
to sale, transfer or assignment shall not be unreasonably withheld. Nothing herein shall preclude sales of
individual units and assignment of rights of water service pertaining thereto.
18. Notice - Until further written notice by either party to the other, all notices provided for herein
shall be in writing and transmitted by messenger, or by certified mail, and if to Developer shall be mailed
or delivered to Developer at:
Crystal Cove Waterway, LLC.
630 US Highway One, Box 3
North Palm Beach, FL 33408
Attn :
Attn :
and if to Village shall be mailed or delivered to Village at:
Village of Tequesta
345 Tequesta Drive
Tequesta, FL 33469
Attn: Matthew Hammond
Utility Director
19. Laws of Florida & Venue; Waiver of Jury Trial - This Agreement shall be governed by the laws of the
State of Florida, and it shall be and become effective immediately upon execution by both parties hereto,
subject to any approvals which must be obtained from governmental authority, if applicable. The venue
shall be in Palm Beach County should any dispute arise with regard to this Agreement. THE PARTIES
HERETO EACH HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE THE RIGHT EACH MAY
HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION BASED HEREON, OR ANY COURSE OF
CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN) OR ACTIONS OF EITHER
PARTY TO THIS AGREEMENT. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE OWNER AND THE
CONSULTANT TO ENTER INTO THIS AGREEMENT.
20. Costs and Attorney's Fees - In the event Village or Developer are required to enforce this
Agreement by court proceedings or otherwise, by instituting suit or otherwise, then the prevailing party
shall be entitled to recover from the other party all costs incurred, including reasonable attorney's fees,
including fees on appeal.
21. Force Maj eure - In the event that the performance of this Agreement by either party is
prevented or interrupted in consequence of any cause beyond the control of the applicable party, including,
Page 11 of 25
Page 67 of 406
Agenda Item #8.
but not limited to, acts of God or of the public enemy, war, national emergency, allocation, or of other
governmental restrictions upon the use or availability of labor or materials, rationing, civil insurrection,
riot, racial or civil rights disorder or demonstration, strike, embargo, flood, tidal wave, fire, explosion, bomb
detonation, nuclear fallout, windstorm, hurricane, earthquake, or other casualty or disaster or catastrophe,
unforeseeable failure or breakdown of pumping transmission or other facilities, any and all governmental
rules or acts or orders or restrictions or regulations or requirements, acts or action of any government or
public or governmental authority or commission or board or agency or agent or official or officer, the
enactment of any statute or ordinance or resolution or regulation or rule or ruling or order, order of decree
or judgment or restraining order or injunction of any court, said party shall not be liable for such non-
performance.
22. Indemnification - Developer agrees to indemnify and hold Village harmless from and against
any and all liabilities, claims, damages, costs and expenses (including reasonable attorney's fees) to which
Village may become subject by reason of or arising out of Developer's breach or non-performance of this
Agreement. This indemnification provision and all warranty provisions shall survive the actual connection
to Village's water systems.
23. Recordation of Memorandum of Agreement - Upon completion of execution of this
Agreement by Developer and Village, Village shall, at Developer's expense, cause a Memorandum of this
Agreement to be recorded with the Clerk of the Court of Palm Beach County.
MISCELLANEOUS PROVISIONS
24. The rights, privileges, obligations and covenants of Developer and Village shall survive the
completion of the work of Developer with respect to completing the facilities and services to any
development phase and to the Property as a whole.
25. This Agreement supersedes all previous agreements or representations, either verbal or
written, heretofore in effect between Developer and Village, made with respect to the matters herein
contained, and when duly executed, fully constitutes the agreement between Developer and Village. No
additions, alterations, or variations of the terms of this Agreement shall be valid, nor can provisions of this
Agreement be waived by either party, unless such additions, alterations, variations or waivers are expressed
in writing and duly signed by all signatures herein.
26. Whenever the singular number is used in this Agreement, and when required by the context,
the same shall include the plural, and the masculine, feminine and neuter genders shall each include the
others.
27. Exhibits mentioned herein have been signed or initialed by the duly authorized officers,
agents, or attorneys of the parties hereto, and are hereby incorporated herein by reference and made a part
hereof as fully as if set forth herein.
28. Whenever approvals of any nature are required by either party to this Agreement, it is agreed
that same shall not be unreasonably withheld or delayed.
29. The submission of this Agreement for examination by Developer does not constitute an offer
but becomes effective only upon execution thereof by Village.
Page 12 of 25
Page 68 of 406
Agenda Item #8.
30. Notwithstanding the gallonage calculations that could be made hereunder relative to the ERC's
by and execution hereof, Developer agrees that the intention of this Agreement is to reserve a given number
of units of capacity for the property described in Exhibit "A", and not for purposes of any other calculations.
31. It is agreed by and between the parties hereto that all words, terms, and conditions contained
herein are to be read in concert, each with the other, and that a provision contained under one heading may
be considered equally applicable under another for the interpretation of this Agreement.
32. The parties hereto recognize that prior to the time Village may actually commence upon a
program to carry out the terms and conditions of this Agreement, Village may be required to obtain approval
from various state and local governmental authorities having jurisdiction and regulatory power over the
construction, maintenance, and operation of Village. Village agrees that it will diligently and earnestly, at
Developer's sole cost and expense, make the necessary and proper applications to all governmental
authorities, and will pursue the same to the end, and that it will use its best efforts to obtain such approval.
Developer, at its own cost and expense, agrees to provide necessary assistance to Village in obtaining the
approvals provided for herein. Upon execution of this Agreement, Village may require the payment of a
reasonable fee to defray Village's legal, engineering, accounting, administrative and contingent expenses.
33. Regardless of where executed, this Agreement shall be construed according to the laws of the
State of Florida.
34. In the event that relocation of existing water utilities is necessary for Developer, Developer
will reimburse Village in full for such relocations.
35. Failure to insist upon strict compliance of any of the terms, covenants or conditions herein
shall not be deemed a waiver of such terms, covenants, or conditions, nor shall any waiver or relinquishment
of any right or power hereunder at any one time or times be deemed a waiver or relinquishment of such
right or power at any other time or times.
36. Village shall, at all reasonable times and hours, have the right of inspection of Developer
internal lines and facilities. This provision shall be binding on the successors and assigns of Developer.
37. This Agreement is binding on the successors and assigns of the parties hereto, including any
governmental purchaser of Village. This Agreement shall survive the sale of Village to any party.
38. Notwithstanding anything herein to the contrary, Developer shall pay Village the higher of
either (i) the actual cost to Village, or Developer's pro rata share of the actual cost, of providing potable
water service to Developer's Property or (ii) the charges provided for herein.
39. There shall be no liability, whatsoever, on Village for failure to deliver water service to
Developer according to Developer's needs or schedules so long as Village is in compliance with the terms
of this Agreement. This Agreement constitutes a promise of good faith and not a timetable for delivery of
utility services.
40. Each party hereby agrees to grant such further assurances and provide such additional
documents as may be required, each by the other, in order to carry out the terms, conditions and comply
with the express intention of this Agreement.
Page 13 of 25
Page 69 of 406
Agenda Item #8.
41. The term of this Agreement is five (5) years. The Developer may extend the term of this
Agreement for an additional five (5) year terms, by execution of a Term Extension Agreement to be
recorded against the Property, curing any then existing defaults by Developer under the then existing
Agreement, and payment of any additional fees required under the Utility Policies & Procedures. This
Agreement shall terminate automatically at the end of a Term, if not extended in accordance with the Utility
Policies & Procedures, and the Developer agrees that the Village may record a termination of this
Agreement in the event Developer has not renewed the Agreement. The termination shall extinguish all
duties and obligations of the Village to the Developer under this Agreement, including but not limited to
the reservation of capacity or obligation to provide utility service to any ERCs not connected to Village
water facilities at the time of termination, but shall not affect utility service to any customers who have
connected to Village facilities and established a customer agreement with the Village as of the date of
termination of this Agreement, whose utility service shall be governed by the Water Service Policy.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
Page 14 of 25
Page 70 of 406
Agenda Item #8.
IN WITNESS WHEREOF, Developer and Village have executed or have caused this Agreement,
with the named exhibits attached, to be duly executed in several counterparts, each of which counterpart
shall be considered an original executed copy of this Agreement.
WITNESSES:
Witness Signature
Witness Printed Name
Witness Signature
Witness Printed Name
WITNESSES:
Witness Signature
Witness Printed Name
Witness Signature
Witness Printed Name
VILLAGE:
Village of Tequesta, a Florida Municipal Corporation
iln
DEVELOPER:
Crystal Cove Waterway, LLC
0
Page 15 of 25
Page 71 of 406
Agenda Item #8.
WITNESSES:
Witness Signature
Witness Printed Name
Witness Signature
Witness Printed Name
WITNESSES:
Witness Signature
Witness Printed Name
Witness Signature
Witness Printed Name
For Village:
THE STATE OF FLORIDA
COUNTY OF PALM BEACH
MORTGAGEE JOINDER (If applicable):
0
MORTGAGEE JOINDER (If applicable):
The foregoing instrument was acknowledged before me by means of physical presence or
online notarization this day of , 2021, by , (name and
title/position) on behalf of the Village of Tequesta 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.
(Seal)
NOTARY PUBLIC, State of Florida
Page 16 of 25
Page 72 of 406
Agenda Item #8.
For Developer:
THE 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 , 2021, by , (name and
title/position) on behalf of Crystal Cove Waterway, LLC. 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.
(Seal)
NOTARY PUBLIC, State of Florida
For Mortgagee (If applicable):
THE 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 , 2021, by (name and
title/position) on behalf of (name of Mortgagee) 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.
(Seal)
NOTARY PUBLIC, State of Florida
For Mortgagee (If applicable):
THE 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 , 2021, by (name and
title/position) on behalf of (name of Mortgagee) 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.
(Seal)
NOTARY PUBLIC, State of Florida
Page 17 of 25
Page 73 of 406
Agenda Item #8.
Exhibit "A"
LEGAL DESCRIPTION OF PROPERTY
Page 18 of 25
Page 74 of 406
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Agenda Item #8.
Exhibit "B"
APPLICABLE CHARGES
Developer agrees to pay Village the following charges which have been adopted by resolution of
the Village Council. Developer understands that capacities are only reserved upon payment by Developer
of applicable charges to Village.
This project consists of the construction of a multi -family residential development with 16 units
to be constructed in a single phase to be known as "Crystal Cove Waterway". The following payment
schedule outlines the applicable charges to be paid at this time for capacity to be reserved.
CHARGES DUE AT EXECUTION OF AGREEMENT
CAPITAL CONNECTION CHARGES
16 — W Meter x $3,470.86 per Meter $55,533.76
PLAN REVIEW FEES (3% of Construction) $1,650.00
INSPECTION FEES $2,750.00
LEGAL FEES $2,000.00
CONTRIBUTION IN AID OF CONSTRUCTION $ -
Total Due at Execution of Agreement $61,933.76
OTHER APPLICABLE CHARGES
The Developer agrees to pay, in order to induce Village to provide service, the following
application charges, recording charges, plan review charges, inspection charges, and legal fees, which have
been adopted by resolution of the Village Council and which may be changed from time to time:
Recording Charges. Village imposes a recording charge equal to its actual cost.
Developer agrees to pay Village, prior to Village's acceptance of lines and facilities, the actual recording
charges. Said charges are those established by the Clerk of the Circuit Court of Palm Beach County.
Plan Review Charges. Village imposes a plan review charge equal to 3% of the
construction cost, either actual or estimated, of the subject water facilities as installed by Developer for
each phase of the development, or $150.00, whichever is greater. Developer agrees to pay Village the plan
review charge at the execution of the Agreement.
Inspection Charges. Village imposes an inspection charge equal to 5% of the
construction cost, either actual or estimated, of the subject water facilities as installed by Developer for
each phase of the development, or $150.00, whichever is greater. Developer agrees to pay Village the
inspection charge at the execution of the Agreement.
Legal Fees. Developer agrees to pay Village 2,000.00 to deter part of its legal
fees and costs in the negotiation and preparation of this Agreement.
Page 22 of 25
Page 78 of 406
Agenda Item #8.
Exhibit "C"
WATER SYSTEM CONTRIBUTIONS IN AID OF CONSTRUCTION
The Developer shall install the following pipe, mains, and appurtenances thereto and dedicate same
to Village. Said installations are to be in accordance with the approved plans drawn by The Milcorp Group,
being preliminary water plans dated October 9, 2020.
The Village will install the following offsite pipe, mains and appurtenances thereto which shall be
reimbursed by the Developer at execution of the Agreement.
Page 23 of 25
Page 79 of 406
Agenda Item #8.
Exhibit "D"
LOCATION MAP
Page 24 of 25
Page 80 of 406
Agenda Item #8.
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Revised Final Site Plan
Location MUFa-n
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Landscape Architecture . Land Planning . Land Entitiemsnt
701 E Oman Blvd SWUM, FWkSO 34894 (772) 220.2t0o Fax (772) 223-"
Page 81 of 406