HomeMy WebLinkAboutDocumentation_Regular_Tab 12_1/11/2024 Agenda Item #12.
Regular Council
STAFF MEMO
Meeting: Regular Council - Jan 11 2024
Staff Contact: Marjorie Craig, Utilities Director Department: Utilities
Consider Approval of a Utilities Developer Agreement with 300 Beach Road Developer, LLC
The Village of Tequesta Utilities Department (UD) recommends approval of a developer agreement
between the UD and 300 Beach Rd Developer, LLC, a Delaware limited liability company
(Developer), for a term of five years. The Developer is planning to construct a multi-family
development (Development) at 300 Beach Road in the Village. The Development consists of 26
condominium units and a pool area with a cabana to be built in a single phase, currently referred to
as The Atlantic One (formerly, The Savoy).
As can be seen in Exhibit "B," the total amount due at execution of the agreement is $219,605.07.
This is for capital connection charges, meter installation charges, contribution in aid of construction
for a pipe replacement project that will benefit the Development, and an escrow to be set up to cover
costs for plan and permit reviews, plus a 10% administrative fee as required in the Utilities ordinance.
The pipe replacement project referenced is a fully designed and permitted project that will benefit the
development called "Water Main Replacement Project #2 Beach Road Phase 2" (WM#2 PH2) which
is the second phase of water main replacement project #2 on the UD's water distribution system
capital list of improvement projects. WM#2 PH2 will be primarily funded by a State Revolving Fund
(SRF) loan, is moving through that process, and has not yet been bid and awarded. Therefore, the
cost allocation in Exhibit "B" is still an estimate.
Exhibit "C" outlines the work to be done that will benefit the Development from WM#2 PH2, for which
the Developer will reimburse the Village at actual costs plus 10% administrative fees. The Developer
will initially provide the current estimated pro-rata share of the project and will either pay any
difference in actual cost or receive a refund if the project is built for less money.
The term of the agreement is five years and may be extended another five years by execution of a
term extension agreement to be recorded against the property and among other things, requires
payment of any additional fees required under Utilities Policies and Procedures.
The agreement has been reviewed by both the Village Attorney's office and the Developer.
This document and any attachments may be reproduced upon request in an alternative format by
completing our Accessibility Feedback Form, sending an e-mail to the Village Clerk or calling 561-
768-0443.
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Agenda Item #12.
BUDGET • - •
BUDGET AMOUNT N/A AMOUNT AVAILABLE N/A EXPENDITURE AMOUNT: N/A
FUNDING SOURCES: N/A IS THIS A PIGGYBACK:
❑ Yes M N/A
DID YOU OBTAIN 3 QUOTES?
❑ Yes 0 N/A
QUOTE 1 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 2 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 3 - BUSINESS NAME N/A QUOTE AMOUNT N/A
COMMENTS/EXPLANATION ON SELECTION Not related to a procurement item
POTENTIAL • •N / DIRECTION REQUESTED:
The Utilities Department recommends approval of this agenda item
23.1206.300 Beach Road - Developer Agreement. Developer Signed
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DEVELOPER AGREEMENT
THIS AGREEMENT is made and entered into this day of ,
2023, by and between 300 Beach Road Developer LLC, a Florida limited liability company with
offices located at 19950 West Country Club Drive, 1011 Floor, Aventura, FL 33180, hereinafter
referred to as "Developer," and the Village of Tequesta, Florida, 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 Palm Beach 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, 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 Utilities 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 the
Village's cost of maintaining stand-by service availability for the 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 water utility service to specified property.
d) "Development Phase"-A subdivision or construction phase of the construction
of utility(ies)facilities on the Property.
e) "Equivalent Residential Connection" (ERC) - A factor used to convert a given
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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 ERCs for the Property shall be subject to factors as outlined in the
Village's Utilities 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 water distribution system
or water utility facility (Village Water Utility System), as designated by the
Village to a water customer; the point at which the customer receives water
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
the 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 in Exhibit "D" attached hereto and made a part
hereof.
i) "Service" - The readiness and ability on the part of the Village to furnish and
maintain water service to the point of connection for each lot or tract.
j) "Utilities Policies&Procedures"(UPAP)—The Utilities 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
Village Utilities Department policies and procedures adopted and revised from
time to time by the Village and/or Village Council.
k) "Village Water Utility System" the Village Utilities Department's water
distribution system or water utility facility(ies).
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 Title Insurance Policy 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 the Developer's legal right to grant the exclusive rights of service contained
in this Agreement.
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4. Applicable Charges - In addition to the contribution of any water distribution system
components, 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 Water Utility
System. The amount of such fee, as amended from time to time, represents
the proportionate share, per Equivalent 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 Water Utility System. 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, plus a 10% administrative fee. For purposes of this
Development, an escrow account will be set up to draw against, as detailed in
Exhibit B of this agreement.
c) Inspection Charge - A charge which reflects the actual cost of inspection of
water facilities installed by the Developer. The amount of said charge shall be
the charge listed in the Village's Master Fee Schedule at the time of inspection,
plus a 10 % administration fee as per the current resolution.
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 the charge listed in the Village's Master
Fee Schedule at the time of meter application.
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
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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 the Village.
5. Payment — 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 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 the development of the Property is 26 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 the 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. The water system contribution described in Exhibit C attached hereto
for the Aid-in-Construction is currently an estimate and the actual cost of the water system
materials will be paid by the Developer.
8. Capacity Reservation Fees — The Village charges and collects Capacity Reservation
Fees from property owners, builders, and/or Developer in order to defray the Village's costs for
ownership, operation, and maintenance of non-used and useful utility facilities as outlined in
Village's Utilities 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 the
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
invoiced to Developer by Village on the first of each month for the preceding month.
9. Off-Site Installation - To induce Village to provide water treatment, transmission and
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distribution facilities, and to continuously provide consumers located on the Property with water
services, unless otherwise provided for herein, as a contribution-in-aid-of-construction, Developer
will be responsible for the actual cost of the installation of the water system materials referred to
in Exhibit "C" herein, as amended from time to time by 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, and
such master plan shall be submitted to Village concurrent with or prior to the submission of
engineering plans for the first development phase.
Developer reserves the right to modify his master plan at any time in such a manner as to
not unduly interfere with the Village's existing facilities and, upon modification, shall submit three
(3)copies of the modified plan the to Village. The cost of any modifications to the Village's existing
systems or to its master plan that are caused by the Developer's modifications or changes shall
be borne by Developer. Developer shall cause his engineer to submit specifications governing
the material to be used and the method and manner of installation. 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 the Village three 3
copies of the 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, the Developer, or the engineer of record, shall set up a preconstruction
conference with the 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,
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excluding weekends and holidays, prior to the 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 system by the Developer, Village shall
have the right to inspect such installations to determine compliance with the approved plans and
specifications. The Developer's 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 the 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 the Village's
Master Fee Schedule in effect at the time of inspection.
Upon completion of construction, the 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 the 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 dedication sheet(s).
In addition, the as-built and plats shall be submitted in an electric or digital format approved by
Village, as CAD files and in a PDF format.
Whenever the development of the subject Property involves one consumer or 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".
For on-site facilities constructed by Developer, and the Village provides master metered
service to Developer for the use of several consumers within the on-site facilities, Developer shall
be required to:
a) 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
the Village's point of delivery to the master meter.
b) Institute a program of line flushing in order to help in the reduction of
sedimentary deposits in the 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
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six (6) months. Developer shall provide Village a minimum of forty-eight (48)
hours' notice of the time and place of such flushing. The village shall send its
representative to observe such flushing 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 the Village's Master Fee Schedule at the time of service.
c) 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 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.
d) Cross connection control — Developer shall conform to the Village's Cross
Connection Control Manual, including installation of the appropriate backflow
preventer, in order to safeguard against cross-contamination to the Village's
water distribution system.
10. Off-Site Installation— Developer maybe required to construct, at his sole expense, or
may be required to compensate Village for the 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, be required to dedicate all or
a portion of said off-site water facilities to the 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
Paragraphs 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 on the Village side of the master
meter; 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. Development is responsible for restoration costs in any Development related
easement if the Village has to perform maintenance, repairs, or other on its water system.
Mortgagees, if any, holding prior liens on the Property or the Property encumbered by such
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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, the 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 publicly dedicated roads or
rights-of-way for utility purposes. All pipe, fittings, fire hydrants, and other appurtenances within
the Development on the Development side of the master meter shall be owned and maintained
by the Development.
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 on the Village side of
the master meter, 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 the Village 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 the 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 the Developer, its inspection, the issuance of the final letter
of acceptance by the Village,and when all appropriate governmental agency approvals have been
received, and when utility systems are in compliance with Village's Utilities Policies& Procedures,
and the other terms of this Agreement,Village covenants and agrees that itwill connect or oversee
the connection of the water distribution facilities installed by Developer to the central facilities of
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Village, in accordance with the terms and intent of this Agreement. Such connection shall, at all
times, be in accordance with the rules, regulations, and orders of the applicable governmental
authorities. The Village agrees (i) the issuance of the final letter of acceptance (separate from
the FDOH of PBC acceptance) shall constitute the Village's assumption of responsibility for the
continuous operation and maintenance of the water service systems from that date forward, and
(ii) 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 Utilities
Department 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 —The 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 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 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) 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 the Village.
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14. Service Company's Exclusive Right to Village Water Utility System-Developer agrees
with Village that all water facilities accepted by Village in connection with providing water services
to the Property(including fire service, if applicable), 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 Utilities
Department 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 is 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, 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 Utilities Department 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.
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,
Page 10 of 22
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Agenda Item #12.
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 the 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:
300 Beach Road Developer LLC
19550 West Country Club Drive
10`1 Floor
Aventura, FL 33180
Attn: Sheryl Kass
Legal Department
and if to Village shall be mailed or delivered to Village at:
Village of Tequesta
345 Tequesta Drive
Tequesta, FL 33469
Attn: Marjorie Craig
Director, Utilities Department
19. Laws of Florida & Venue -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 a 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 WATER UTILITY
OWNER AND THE DEVELOPER 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 Maieure - In the event that the performance of this Agreement by Village is
prevented or interrupted in consequence of any cause beyond the control of Village, including,
Page 11 of 22
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Agenda Item #12.
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 Agreement - Upon completion of execution of this Agreement by
Developer and Village, Village shall, at Developer's expense, cause 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 22
Page 228 of 428
Agenda Item #12.
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. The 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. The 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 the Developer,
Developer will reimburse Village in full for such relocations.
35. Failure to insist upon strict compliance with 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 the 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 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 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. This Agreement constitutes a promise
Page 13 of 22
Page 229 of 428
Agenda Item #12.
of good faith and not a timetable for the 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, and
conditions and comply with the express intention of this Agreement.
41. The term of this Agreement is five (5) years. Developer may extend the term of this
Agreement for an additional five (5) years terms, by execution of a Term Extension Agreement to
be recorded against the Property, curing any than existing defaults by the Property Owner 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 Utilities Policies & Procedures, and 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 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
water utility service shall be governed by the Water Service Policy.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
Page 14 of 22
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Agenda Item #12.
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: VILLAGE:
Village of Tequesta, FL
a Florida Municipal Corporation
Witness Signature By:
Molly Young, Mayor
Witness Printed Name
Witness Signature
Witness Printed Name
WITNESSES: DEVELOPER:
300 Beach Road Developer LLC,
a Delaware limited liability company
Witne'* s gna re By: 2L
Sheryl ass, Authorized Signatory
Witness Printed Name
W' ess Si re
rT 16AK44- %
Witness Printed Name
Page 14 of 21
Page 231 of 428
Agenda Item #12.
WITNESSES: MORTGAGEE JOINDER (If applicable):
Witness Signature Bye
Witness Printed Name
Witness Signature
Witness Printed Name
WITNESSES: MORTGAGEE JOINDER (If applicable):
Witness Signature By:
Witness Printed Name
Witness Signature
Witness Printed Name
For Village:
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 , 2023, 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 15 of 21
Page 232 of 428
Agenda Item #12.
For Developer:
THE STATE OF FLORIDA
COUNTY OF I�i Glq l --k--X4dC-
The foregoing instrument was ackn.. wledged before me by means of physical pre ence
or_online notarization this 0 day of LZU01�- 2023, by , 4 " / I�
(name and title/position) on behalf of 300 Beach Road Developer LLt. 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.
Notary Public state of Florida //
(Se I) I� Bianca J Cesar " /7_ 1
IIII MY Ho18075410� NOTARY PUBLIC, State of Florida
Exp. 9/30/2025
For Mortgagee (If applicable):
THE STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me by means of_physical presence
or_ online notarization this day of_ , 2023, 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
The foregoing instrument was acknowledged before me by means of_physical presence
or_ online notarization this _day of , 2023, 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 16 of 21
Page 233 of 428
Agenda Item #12.
Exhibit"A"
LEGAL DESCRIPTION OF PROPERTY
GOMEZ GRANT N 225 FT OF S 295 FT OF LT 195 LYG E OF & ADJ TO BEACH RD R/W
Page 234 of 428
Agenda Item #12.
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 twenty-six (26) condominium units and a
pool/cabana area to be constructed in a single phase to be known as"The Savoy".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 AND METER INSTALLATION CHARGES
1 -4" Meter x $104,108.98 per Meter $104,108.98
1 — 1 112" Meter x $24,762.68 per Meter $24,762.68
Credit for existing 2" Meter $(27,766.59)
PLAN REVIEW FEES (Escrow, only actual fees charged against) $ 10,000.00
LEGAL FEES $ 2,000.00
Contribution in Aid Of Construction $ 106,500.00
Total Due at Execution of Agreement $219,605.07
OTHER APPLICABLE CHARGES
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. Developer will set up an escrow amount of $10,000 with
the Village against which the review fees will be charged, plus a 10% administrative fee. Any
amount of the escrow that is not used, will be returned to Developer within six (6) months of
close out (CO) of the project. Developer agrees to pay Village the plan review charge prior
to Village's approval to construct the facilities.
Inspection Charges. Village imposes an inspection charge per visit to the site.
Developer agrees to pay same prior to Village's acceptance of lines and facilities from Developer.
Charges will be the fees in the current Village Master Fee Schedule at the time of the inspection.
plus a 10 % administration fee as per the current resolution.
Legal Fees. Developer agrees to pay Village $2,000.00 to defer part of
its legal fees and costs in the negotiation and preparation of this Agreement.
Page 235 of 428
Agenda Item #12.
Exhibit "C"
WATER SYSTEM CONTRIBUTIONS IN AID OF CONSTRUCTION
The Village will install the following offsite pipe, mains, and appurtenances thereto which shall be
reimbursed by Developer within 30 days from the contract award for the construction by the
Village. Said installations are identified in the preliminary plans dated May 2023 by Kimley-Horn
& Associates.
The preliminary cost estimate of reimbursement by Developer is estimated to be $106,500.00.
Developer will be responsible for the actual cost of the installation of the On and Off Site water
system materials below, plus 10% administrative costs, and if the actual cost changes after the
construction is final, Developer will either pay the difference or be reimbursed for any reduction in
cost:
• 180 LF of 8" PVC Water Main
• 20 LF of 6" PVC Water Main
• Three (3) 8" Gate Valves and Valve Boxes
• Three (3) 6" Gate Valves and Valve Boxes
• 250 LB D.I. Fittings
• Two (2) Fire Hydrant Assembly
Two (2) Sample points
• 60 SY Asphalt Road Restoration
• 6 SY Concrete Sidewalk
50 SY Sod (Bahia)
10% of Project General Conditions & Site Restoration
Page 236 of 428
Agenda Item #12.
Exhibit "D"
LOCATION MAP
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Page 237 of 428
Agenda Item #12.
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Page 238 of 428