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HomeMy WebLinkAboutAgreement_General_10/12/2017_Green Integrity's, Inc. TREE REMOVAL AND REPLACEMENT AGREEMENT This Tree Removal and Replacement Agreement (the "Agreement") is entered into on this 4- day of October,2017(the"Effective Date")by and between the VILLAGE OF TEQUESTA,FL (the"Village")and GREEN INTEGRITY'S,INC. ("Green Integrity's"). RECITALS WHEREAS, Green Integrity's is in the business of providing landscaping services, including removing,re-planting and replacing large trees;and WHEREAS,Green Integrity's entered into an agreement with Gary and Joan Szorosy(collectively "Szorosy"), owners of real property located at 40 River Drive, Jupiter, Florida 33469 (Parcel Id. No. 60- 4240-26-01-000-4430) (the "Subject Property"), to remove a banyan tree which Szorosy and Green Integrity's believed to located on the Subject Property and replace it with three 25' overall 6" caliper live oaks; and WHEREAS, in reliance upon this agreement and understanding, Green Integrity's paid Szorosy $2,000.00,with the understanding that Green Integrity's would pay Szorosy an additional $3,000.00 once the project was completed; and WHEREAS,Green Integrity's applied for and was issued a permit from the Village to remove the banyan tree from the Subject Property and replace it with three 25'overall 6" caliper live oaks; and WHEREAS, the Village subsequently revoked the permit after determining that the banyan tree was not located on the Subject Property,but in fact,was located on property owned by the Village; and WHEREAS, Green Integrity's expended time, energy and money in reliance upon the originally issued permit; and WHEREAS, the Village and Green Integrity's now wish to resolve any and all issues related to the removal and replacement of the banyan tree as set forth in this Agreement. NOW, THEREFORE, in consideration of the terms and conditions set forth herein, and other good and valuable consideration,the adequacy and receipt of which are hereby acknowledged, the Parties covenant and agree as follows: 1. Tree Removal and Replacement. The Village and Green Integrity's hereby agree to the following tree removal and replacement terms: a. The Village will allow Green Integrity's to remove the subject banyan tree and replace it with three (3) 25 foot to 30 ft. overall, 6" caliper live oaks, in accordance with the plan that was originally submitted to the Village's Building Department, which was the basis for the originally issued permit. b. Green Integrity's shall coordinate the removal of the banyan tree and replacement with live oak trees with the Village's Public Works Department to ensure that the work is done in accordance with the Village's requirements. c. Green Integrity's will ensure that Szorosy is informed of the material terms of this agreement prior to removal of the banyan tree. d. Green Integrity's and the Village agree that Szorosy may retain the$2,000.00 initially paid by Green Integrity's to compensate Szorosy for their time and expenses incurred in connection with the originally issued permit. However, the balance of$3,000.00 which Green Integrity's had originally agreed to pay to Szorosy upon completion of the project shall instead be paid to the Village. 2. Warranties and Representations of Green Integrity's. Green Integrity's represents, warrants and covenants that it is properly licensed and insured to perform the services required under this Agreement and that it will perform the services and its other obligations under this Agreement in a timely, professional, workmanlike manner in accordance with the highest professional standards. Further, Green Integrity's is not violating and will not violate any other agreement with any third party by entering into or performing under this Agreement. 3. Independent Contractor Status. The relationship between the Village and Green Integrity's shall be solely as independent contractor, and neither party shall be deemed a joint venturer, partner agent,representative or employee of the other. Green Integrity's is solely responsible for securing, at its sole cost,Workers' Compensation insurance,disability benefits insurance and any other insurance as may be required by law. Any agents/employees of Green Integrity's are at its own risk, expense, and supervision, and such agents/employees shall not have any claim against the Village for salaries, commissions or other items of cost. 4. Assignment. Neither party shall have the right to assign or delegate their rights or obligations hereunder, or any portion thereof,to any other person. 5. Governing Law and Forum. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida(without regard to its conflicts of laws principles),and the Parties hereby irrevocably consent to the personal jurisdiction and venue for any legal disputes relating to this agreement to any state or federal court in Palm Beach County, Florida, and waive any objection to venue,personal jurisdiction and forum non-conveniens in any such courts. 6. Attorney's Fees. Should any party retain counsel for the purpose of enforcing this Agreement, the prevailing party shall be entitled to collect from the non-prevailing party all reasonable attorney's fees and expenses incurred, including, but not limited to, the costs of private or court ordered mediation, and all reasonable attorneys' fees incurred at all levels (including any appellate and/or bankruptcy proceedings). 7. Further Assurance. Each party, without additional consideration, shall execute any instruments or documents at any time reasonably requested by the other party that are necessary or proper to effectuate this Agreement. 8. No Third Party Beneficiary. No person or entity shall have a right or cause of action arising or resulting from this Agreement except those who are parties to it and their successors in interest. 2 1 P a g c 9. Interpretation. No provisions of this Agreement are to be interpreted for or against any party just because that party,or that party's legal representative, drafted the provision. 10. Captions.Paragraph titles or captions contained in this Agreement are inserted as a matter of convenience and reference and in no way define, limit, extend, or describe the scope of this Agreement or any provision. 11. Execution in Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 12. Authorization. Each individual executing this Agreement on behalf of each party represents and warrants that he/she is duly authorized to execute and deliver this Agreement on behalf of said party, and no additional actions or consents are needed to consummate or cause the consummation of the agreement contemplated herein. 13. Waiver. Failure to insist upon strict compliance with any of the terms hereof shall not be deemed a waiver of such term, nor shall any waiver or relinquishment of any right or power hereunder at any one time or more times be deemed a waiver or relinquishment of such right or power at any other time. 14. Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. If any restriction in this Agreement is found by a court or other tribunal to be unreasonable or unenforceable, the court may amend or modify the restriction so it can be enforced to the maximum extent permitted by law. 15. Entire Agreement. This is the entire Agreement between the Parties covering everything agreed upon or understood in this transaction. There are no promises, conditions, representations, warranties, guarantees, understandings, interpretations or terms of any kind as conditions or inducements to the execution hereof in effect between the Parties other than as herein set forth. Any agreement hereafter made shall be ineffective to change, modify, discharge or effect an abandonment of this Agreement, in whole or in part,unless such agreement is in writing and signed by the Party against whom enforcement of such change,modification,discharge or abandonment is sought. [signatures on following page} 31Pagc IN WITNESS WHEREOF, the undersigned have executed this Tree Removal and Replacement Agreement as of the date first above written. GREEN INTEGRITY'S,INC. Signature: Printed Name: Title: THE E OF TEQUESTA,FL ignature: Printed Name: (3f Title: Cl(bC1,i Ir 4 1 P a g e