R06-195
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RESOLUTION NO. R06- ,cl5"'
A RESOLUTION OF THE CITY COMMISSION OF
BOYNTON BEACH, FLORIDA, APPROVING THE
AGREEMENT BETWEEN THE CITY OF BOYNTON
BEACH AND THE CASCADE LAKES RESIDENTS'
ASSOCIATION, INC., TO SHARE THE PURCHASE
COST AND USE OF AN EMERGENCY DIESEL-
POWERED PUMP AT A CITY LIFT STATION AND
AUTHORIZING THE CITY MANAGER AND CITY
CLERK TO EXECUTE SAID AGREEMENT; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the Agreement with the Cascade Lakes Residents' Association, Inc., will
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allow both parties to each contribute 50% of the purchase price of a new emergency diesel-
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powered pump that will be permanently installed at the City's lift station No. 925; and
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WHEREAS, the diesel-powered pump will be sized to operate the lift station during
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power outage emergencies; and
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WHEREAS, the City Commission of the City of Boynton Beach deems it in the best
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interest, health, safety and welfare of the citizens and residents of Boynton Beach to enter into
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the Agreement with the Cascade Lakes Residents' Association, Inc., for sharing the purchase
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cost and use of an emergency diesel-powered pump to be installed at a City lift station.
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NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
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THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
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Section 1.
Each Whereas clause set forth above IS true and correct and
29 incorporated herein by this reference.
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Section 2.
The City Commission of the City of Boynton Beach, Florida hereby
31 approves and authorizes the City Manager and City Clerk to execute the Agreement between
S:\CA \RESO\Agreements\Agmt with Cascade (Emergency Pump).doc
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the City of Boynton Beach and the Cascade Lakes Residents' Association, Inc., for sharing the
2 purchase cost and use of an emergency diesel-powered pump to be installed at a City lift
3 station, a copy of said Agreement is attached hereto as Exhibit "A".
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Section 3.
That this Resolution shall become effective immediately upon passage.
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PASSED AND ADOPTED this ~ day of November, 2006.
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ATTEST:
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S:\CA \RESO\Agreements\Agmt with Cascade (Emergency Pump).doc
ROb -1'15
AGREEMENT TO PROVIDE SEWAGE PUMP
IN THE EVENT OF AN EMERGENCY
7i- C' LJ
TmS IS AN AGREEMENT, d~ted tlw .016 '-'day of J~iJi~~006, by and
between: CASC-rl 'pE. LAKJ:': S ;';:c'>: I ~ E IUTs;// t:"50C// A /1 o,.J
THE CITY OF BOYNTON BEACH, a municipal corporation, organized and
operating under the laws of the State of Florida, with a business address of 100 E.
Boynton Beach Boulevard, Boynton Beach, Florida 33425, hereinafter referred to
as "CITY";
And
THE CASCADE LAKES RESIDENTS' ASSOCIATION, INC., a Florida not-
for-profit corporation, authorized to do business in the State of Florida, with a
business address of 5075 Cascade Lakes Blvd., Boynton Beach, FI., 33437,
hereinafter referred to as "CLRA".
WITNESSETH
WHEREAS, CLRA is a Residents' Association that owns property located at 5075
Cascade Lakes Blvd, Boynton Beach, FL., 33437, and additional common areas as described in
the documents fUed with the County of Palm Beach, Florida and,
WHEREAS, CLRA desires to have the CITY provide a diesel powered pump to be used
to operate CITY's Lift Station number 925 in the event of an emergency, or other natural Of
man-made disaster; and
WHEREAS, the parties hereto have concluded that the most efficient manner in which to
achieve the purposes and goals set forth above would be through the entering of this Agreement;
and,
NOW, THEREFORE, in consideration of the mutual promises contained herein and
Ten and no/100 ($10.00) Dollars and other good and valuable considerations, the receipt,
sufficiency, and adequacy of which is hereby acknowledged, the parties hereto agree as follows:
1.0 The aforesaid recitals are true and correct and are incorporated herein.
2.0 PurDose. The purpose of this Agreement is to authorize the CITY to provide a
diesel powered pump to the CLRA in the event of an emergency or other natural or man-
made disaster.
3.0 ResDonsibilities and Oblil!ations:
3.1 CITY shall purchase a diesel powered pump of a sufficient size and power to
operate the CITY's Lift Station Number 925.
Page 1 of6
3.2 CITY will purchase the diesel powered pump, and CLRA will provide CITY with
one-half of the purchase price upon the presentation of an invoice by CITY.
3.3 The diesel powered pump will be installed within the CITY's utility easement and
will be installed, owned, maintained and operated by CITY..
3.4 CITY will be responsible for installing the diesel powered pump permanently,
facilitating all counections to its lift station, and periodically testing the diesel
powered pump.
4.0 Term and Termination. This Agreement shall renew from day-to-day, unless
otherwise terminated in accordance with the terms hereof. This Agreement shall
terminate ten (10) years after the date on which the CITY installs the diesel powered
pump, or when the diesel powered pump is no longer capable of being repaired cost
effectively (i.e. the cost of repair would exceed 40% of the original value of the unit),
whichever occurs later. Notice of termination shall be addressed to the CITY or CLRA
as provided in this Agreement. Upon termination the CITY, at the CITY's option, will
remove or replace said diesel powered pump. If the CITY opts to replace said diesel
powered pump a new agreement shall be required for continued service to CLRA's
facilities.
5.0 Indemnification. The CLRA agrees to indemnify and hold harmless the CITY, its
trustees, elected and appointed officers, agents, servants and employees, from and against
any and all claims, demands, or causes of action whatsoever, and the resulting losses,
costs, expenses, reasonable attorneys' fees, liabilities, damages, orders, judgments, or
decrees, sustained by the CITY or any third party arising out of, or by reason of, or
resulting from the CLRA's negligent acts, errors, or omissions related to the performance
of obligations pursuant to this Agreement..
CITY is a state agency or subdivision as defmed in Chapter 768.28, Florida Statutes, and
agrees to be fully responsible for acts and omissions of its agents, contractors, or
employees to the extent permitted by law. Nothing herein is intended to serve as a
waiver of sovereign immunity by the CITY. Nothing herein shall be construed as
consent by the CITY to be sued by third parties in any matter arising out of this
Agreement or any other contract.
6.0 Default. In addition to the other remedies which CITY may have specifically set forth in
this Agreement in the event of EITHER party's default, EITHER party shall be entitled
to equitable relief to enforce the terms and conditions of this Agreement either through a
decree for specific performance or injunctive relief.
7.0 Notice. Any notice, request, demand, instruction or other communication to be given to
either party hereunder, except where required to be delivered at the Closing, shall be in
writing and shall be hand delivered or sent by Federal Express or a comparable over-
night mail service, or mailed by U.S. Registered or Certified Mail, return receipt
requested, postage prepaid, to CITY, CLRA, CITY Attorney and CLRA Attorney, at
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their respective addresses listed below, or by facsimile transmittal with a receipt
certifying delivery:
City: Kurt Bressner, City Manager
City of Boynton Beach
100 E. Boynton Beach Boulevard
P.O. Box 3 IO
Boynton Beach, Florida 33425
Telephone No. (561) 742-6060
Facsimile No. (561) 742-6090
Copy To: James Cherof, City Attorney
Goren, Cherot; Doody & Ezrol, PA
3099 East Commercial Boulevard, Suite 200
Fort Lauderdale, Florida 33308
Telephone No. (954) 771-4900
Facsimile No. (954) 771-4923
CLRA: ,..rb~:~ A~ 7 ~~sident
5075 Cascade Lakes Blvd.,
Boynton Beach, Florida 33437
Telephone No. (561) 737-9986 (Property Manager)
Facsimile No. (561) 737-9443
Copy To:
!(tEiJ UI~~"TD.( ESQ. Attorney of Record for CLRA
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Telephone No.
Facsimile No.
Notice shall be deemed to have been given upon receipt of said notice. The addressees
and addresses for the purpose of this paragraph may be changed by giving notice. Unless
and until such written notice is received, the last addressee and address stated herein shall
be deemed to continue in effect for all purposes hereunder.
8.0 Assilmlllent. The Contract shall not be assignable by either party.
9.0 Miscellaneous.
9.1 Counternarts. This Agreement may be executed in any number of counterparts,
anyone and all of which shall constitute the contract of the parties. The
paragraph headings herein contained are for the purposes of identification only
and shall not be considered in construing this Agreement.
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9.2 Amendment. No modification or amendment of this Agreement shall be of any
force or effect unless in writing executed by both CLRA and CITY.
9.3 Attornevs' Fees. If any party obtains a judgment against any other party by
reason of breach of this Agreement, attorneys' fees and costs shall be included in
such judgment.
9.4 Governinl! Law. This Agreement shall be interpreted in accordance with the
laws of the State of Florida, both substantive and remedial.
9.5 Entire Al!reement. This Agreement sets forth the entire agreement between
OWNER and CITY relating to the Property and all subject matter herein and
supersedes all prior and contemporaneous negotiations, understandings and
agreements, written or oral, between the parties.
9.6 ComDutation of Dates. If any date computed in the manner herein set forth falls
on a legal holiday or non-business day or non-banking day, then such date shall
be extended to the fIrst business day following said legal holiday or non-business
day or non-banking day.
9.7 Time is of the Essence. Time is of the essence and failure of the CITY to
exercise the option granted hereby on or before the Option Acceptance Date shall
cause this Agreement to terminate and be of no further force or effect. The
provisions herein contained shall be strictly construed for the reason that both
parties intend that all time periods provided for in this Agreement shall be strictly
adhered to.
9.8 No Recordinl!. Neither this Agreement nor any notice or memorandum hereof
shall be recorded in the public records of any county in the State of Florida.
9.9 InterDretation. Should any term or provision of this Agreement be subject to
judicial interpretation, it is agreed by CLRA and CITY that the court interpreting
or construing the same shall not apply a presumption that the term or provision
shall be more strictly construed against the party who itself or through its agents
and attorneys of each party have participated in the preparation of the terms and
provisions of this Agreement and that all terms and provisions have been
negotiated.
9.10 CaDtions. Headinl!s. Etc. Captions, headings, section and subsection numbers in
this Agreement are for convenience and reference only, and shall have no effect
upon the meaning of any of the terms or provision herein.
9.1 I Waiver. Failure of either party to insist upon compliance with any term or
provision hereof shall not constitute a waiver thereof, and no waiver of any term
or provision of this Agreement shall be effective unless it is in writing and signed
by the party against whom it is asserted. Any waiver of any term or provision of
this Agreement shall only be applicable to the specifIc term or provision and
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instance to which it is related, and shall not be deemed to be a continuing or
future waiver as to such term or provision or as to any other term or provision.
9.12 No Third Party Beneficiarv. The terms and provisions of this Agreement are for
the exclusive benefit of CLRA and CITY, and not for the benefit of any third
party, and this Agreement shall not be deemed to have conferred any rights,
express or implied, upon any third party.
9.13 Additional Documents. The PARTIES hereby agree from time to time to
execute and deliver such further documents and do all matters and things which
may be convenient or necessary to more effectively and completely carry out the
intentions of this Agreement. CLRA hereby represents to CITY, with full
knowledge that CITY is relying upon these representations when entering into
this Agreement with CLRA, that CLRA has sole interest in the Property and that
no other person, entity, or mortgagee has any interest in said Property.
9.14 Lenl ReDresentation. It is acknowledged that each party to this Agreement
had the opportunity to be represented by counsel in the preparation of this
Agreement, and accordingly, the rule that a contract shall be interpreted strictly
against the party preparing same shall not apply due to the joint contribution of both
PARTIES.
IN WITNESS WHEREOF, the PARTIES hereto have made and executed this Agreement
on the respective dates under each signature: the CITY through its City Commissioners, signed by
and through its City Manager, authorized to execute same by City Commission action on the...G?.!....
day of -BoveMbe.r ,2006, and CLRA, by and through the undersigned officers duly
authorized to execute same.
QIX
CI:'~H'FLORIDA
BY:
KURT BRESSNER, CITY MANAGER
~
ICE OF THE CITY ATTORNEY
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HOA
WITNESSES:
THE CASCADE LAKES
RESIDENTS' ASSOCIATION, INC., a
not- for-profit co ration
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Florida
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Print Name
Print Name
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STATE OF rL6!2.1'yJ1.-
COUNTYOF ~U?l IJE4c../i
BEFORE ME, an officer duly authorized by law to administer oaths and take
acknowledgments, personally appeared /1]> '-/5 S ,4 L7 1: it
who is personally known to me oc .,M hM p~~<iQed as
identification, and acknowledged he/she executed the foregoing Agreement for the use and purposes
mentioned in it and is duly authorizedL1 to execute the foregoing Agreement on behalf of
G5Cfi]>E LIiKk; 12;::51'>;,;:;N7".5, -' /I~ocJ/l7/()N
IN WITNESS OF THE FOREGOING, I have set my h;md and official seal at in the
State and County aforesaid on this .z (;"!l:: day of ~_ e..v 6cA...-- 2006.
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~omry P!'t~lic State of Florida
Joel DlIberstein
My Comrr1~C;jon DD352543
Expires 0910212008
Y PUBLIC
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Print or Type Name
My Commission Expires:
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