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HomeMy WebLinkAboutInterlocal Agreement Seminole County - Construction and Maintenance of Wall Projects 1997 l , r Seminole County Government Board of County Commissioners 1101 East First Street Sanford, Florida 32771-1468 (407) 321-1130 June 19, 1997 JCIE17I JUN 2 3 1997 Mr. Ron McLemore City Manager CITY OF WINTER SPRINGS City of Winter Springs City Manager 1126 East SR 434 Winter Springs, Florida 32708 Dear Mr. McLemore: Please find attached, the original copy of the Interlocal Agreement between Seminole County and the City of Winter Springs, regarding the Tuskawilla wall project. This agreement was approved by the Board of County Commissioners at their meeting of June 10, 1997, and has been executed by the appropriate County officials. Please have the necessary signatures executed by the City and return this original to me for recording in the public records. After recording of the document I will forward to you a certified copy of the original for your records. If you have any questions regarding this matter, please do not hesitate to contact me. Sincerely, J OeKevin Grace puty County Manager cc: Gary E. Kaiser, County Manager SEMINOLE COUNTY AND CITY OF WINTER SPRINGS TRANSPORTATION PLAN INTERLOCAL AGREEMENT AND AGREEMENT RELATING TO DESIGN, CONSTRUCTION AND MAINTENANCE OF WALL PROJECT THIS INTERLOCAL AGREEMENT is made and entered into this /0 day of , 1997, by and between SEMINOLE COUNTY, a political subdivision of the State of Florida, whose address is Seminole County Services Building, 1101 East First Street, Sanford, Florida 32771, hereinafter referred to as the "COUNTY, " and the CITY OF WINTER SPRINGS, a Florida municipal corporation, whose address is 1126 East State Road 434, Winter Springs, Florida 32708, hereinafter referred to as the "CITY. " W I T N E S S E T H: WHEREAS, the COUNTY and the CITY are firmly committed to the development of transportation improvements for the benefit of the residents of the COUNTY and the CITY and the enhancement of the quality of life of the residents of the COUNTY and the CITY; and WHEREAS, Phase III and Phase IV of the Tuskawilla Road Road Improvement Program extend approximately from Station 210+30 to Station 285+90 and are projects which are important in many respects to both the COUNTY and the CITY; and WHEREAS, the CITY has proposed shifting certain of the project costs planned for the project described as follows "Traffic Operations and Capacity Improvements (sic) To Be Designated" in the interlocal agreement entitled "Seminole County Transportation Plan Amended Interlocal Agreement" , dated August 30, 1996, (the project will be hereinafter referred to as the "CITY Project" ) and the COUNTY has favorably evaluated that proposal which would thereupon 1 allow for augmentation of the Tuskawilla Road Phase III and IV Road Improvement Projects (hereinafter referred to as the "COUNTY Project" ) by virtue of the collaborative "Wall Project" (hereinaf- ter described) being incorporated into the COUNTY Project as set forth in this Interlocal Agreement being incorporated; and WHEREAS, the CITY and the COUNTY recognize the importance of prudently expending road improvement funds for public purposes associated with roadway improvements, which expenditure of funds includes the addressing of public impacts arising from road construction and improvements and have determined that it is desirable, beneficial and advantageous for the parties and their citizens to enter this Interlocal Agreement and shift certain funding from the CITY Project to the augmented COUNTY Project in accordance with the terms set forth herein; and WHEREAS, this Interlocal Agreement provides a public benefit, furthers a public purpose, serves the public interest and is consistent with the provisions of Chapters 125, 163 and 166, Florida Statutes, the Seminole County Home Rule Charter, the comprehensive plans of the parties, and other applicable law, NOW, THEREFORE, in consideration of the recitals, mutual covenants, and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties covenant and agree as follows : Section 1. Recitals. The foregoing recitals are true and correct and form a material part of this Interlocal Agreement upon which the parties have relied. 2 Section 2 . Agreement Relating To The CITY Project and the COUNTY Project and the Wall Project. (a) The CITY hereby agrees that the sum of an amount not exceeding TWO HUNDRED NINETY-TWO THOUSAND AND NO/100 DOLLARS ($292, 000 . 00) , (reappropriated sum) , which has been projected to be expended on the CITY Project shall be reappropriated to be expended on the COUNTY Project for the purposes of wall design and below grade construction of the retaining wall portion of the Wall Project and the CITY further covenants and agrees to make no claim, of any type or nature whatsoever, relative to said sum against the COUNTY or any other City within the COUNTY and, further, covenants and agrees that only the remaining sum of money that was earmarked for the CITY Project will be potentially available for the CITY Project in accordance with the terms of the aforereferenced August 30, 1996 Seminole County Transportation Plan Amended Interlocal Agreement . (b) The COUNTY agrees that it will use the reappropriated sum to accomplish the design of the Wall Project below grade construc- tion of the Wall Project, as stated above, as part of the COUNTY Project on the west side of Tuskawilla Road which wall will, in general terms of description, extend approximately from Station 210+30 to Station 285+90, but will not include the crossing of entranceways to subdivisions and previously constructed walls that are not impacted by road construction pertaining to the COUNTY Project . The COUNTY shall provide the CITY with draft plans, materials and correspondence, notices of meetings, etc . , relating 3 to the design and below grade construction of the Wall Project to the extent practicable in accordance with the demands of the COUNTY. Upon the ultimate determination of the design of the Wall Project, the COUNTY shall advise the CITY of such determination. (c) On or before October 31, 1997, the CITY shall issue to the COUNTY a Notice of Intent to have the subject Wall Project designed and constructed. The Wall Project shall consist of the design and construction of a subdivision wall, consistent and in conformity with all applicable codes and of a type, design and aesthetic and structural nature essentially equivalent to existing subdivision walls in the general area of the COUNTY Project from Station 21030 to 285+90 (excluding the crossing of entranceways to subdivisions and previously constructed walls that are not impacted by the road construction pertaining to the COUNTY Project . At such time, the CITY shall notify the COUNTY in the Notice of Intent that it has funding sources in effect, which is not the funding deriving from the aforementioned "Seminole County Transportation Plan Amended Interlocal Agreement" , to fund any and all Wall Project expenses in excess of the amount set forth in Section 2 (a) of whatever type or nature and howsoever arising, and that the CITY shall fund the construction of the Wall Project in the full amount necessary in excess of the amount set forth in Section 2 (a) ; provided, however, that, if the COUNTY does not expend the total reappropriated sum on its efforts for design and below grade construction of the Wall Project, the remaining amount of the reappropriated sum will be dedicated to above grade construction of 4 the Wall Project . If the CITY fails to deliver the Notice of Intent, the COUNTY shall have no obligations relating to the CITY with regard to COUNTY Project or the Wall Project and any and all matters relating thereto. The COUNTY will not initiate design of the Wall Project until it receives the Notice of Intent from the CITY. The issuance of the Notice of Intent shall irreversibly obligate the CITY to the terms and conditions of this Interlocal Agreement (d) The COUNTY agrees to keep the CITY reasonably apprised as to it construction efforts as to the Wall Project and related matters as the construction of the Wall Project is initiated and proceeds . The COUNTY agrees to issue a right-of-way utilization permit to the CITY with regard to the CITY' s continuing obligation of maintaining the Wall Project on a perpetual basis said permit being issued subject to all standard terms and conditions of said type of permit . Section 3 . Force Majeure. In the event any party hereunder fails to satisfy a requirement imposed in a timely manner, due to a hurricane, flood, tornado, or other Act of God or force majeure, then said party shall not be in default hereunder. Section 4 . Binding Effect. (a) This Interlocal Agreement shall be binding upon and inure to the benefit of the parties hereto and the successors in interest transferees and assigns of the parties; provided, however, that this Interlocal Agreement shall not be deemed to pledge the full faith and credit of the COUNTY. 5 (b) The CITY shall own the brick, mortar and concrete as well as all related materials pertaining to, and consisting of, the wall which results from the Wall Project, but shall not own the real property or hold any right, title or interest in the real property on which the wall resulting from the Wall Project is located. (c) The CITY shall, by means of a special assessment, perpetually be obligated for any and all maintenance costs, expenses, fees and charges, of whatsoever type or nature relating to or arising from the construction of the Wall Project, the functioning of the wall resulting from the Wall Project, and the maintenance of the Wall Project . The CITY intends to initiate a special assessment district to provide funding as necessary for payment of the obligations resulting from this Interlocal Agree- ment . Section 5 . Assignment. This Interlocal Agreement shall not be assigned by either party without the prior written approval of the other. Section 6 . Public Records . The parties shall allow public access to all documents, papers, letters or other materials which have been made or received in conjunction with this Interlocal Agreement subject to exceptions to public records laws as set forth in the Florida Statutes and with records retention accomplished in accordance with State law. Section 7 . Notices/Designated Contact For Approval . (a) Whenever either party desires to give notice unto the other, notice may be sent to : 6 For the COUNTY: County Engineer 520 W. Lake Mary Boulevard #200 Sanford, Florida 32773 For the CITY: City Manager City of Winter Springs 1126 East S . R. 434 Winter Springs, Florida 32708 (b) Either of the parties may change, by written notice as provided herein, the addresses or persons for receipt of notices . All notices shall be effective upon receipt . Section 8 . Indemnification. (a) The CITY hereby agrees, to the maximum extent authorized by law, to indemnify, save and hold the COUNTY harmless from and against any and all costs, damages, expenses, losses, claims, injuries, lawsuits and liabilities arising or resulting from or in connection with the CITY' s or its officers, employees, agents, successors' or assigns' actions or activities relating in any way to the CITY Project and the Wall Project, and any and all claims and actions brought by third parties resulting from or arising in connection with said actions . The CITY also agrees to indemnify, save and hold the COUNTY harmless from and against any and all costs, damages, expenses, losses, claims, injuries, lawsuits and liabilities relating in any way to the wall resulting from the Wall Project . To the extent required by law, if specific consideration for the indemnification provided herein is required to be given by the COUNTY to the CITY then ONE AND NO/100 DOLLARS ($1 . 00) of the value for the consideration set forth in this Interlocal Agreement shall be deemed to be such specific consideration. The CITY 7 acknowledges the adequacy and sufficiency- of said specific consideration. (b) The CITY further acknowledges that the Wall Project, is a Project of the CITY and that the CITY shall bear any and all costs in any way relating to claims, disputes and litigation arising or resulting from the design and construction of the Wall Project and any and all related matters . CITY employees shall not be deemed COUNTY employees for any reason or purpose and CITY contractors shall not be deemed COUNTY contractors for any reason or purpose . Section 9 . Conflict Of Interest . The COUNTY and the CITY agree that they will not engage in any action that would create a conflict of interest in the performance of its obligations pursuant to this Interlocal Agreement with the other party or which would violate or cause others to violate the provisions of Part III, Chapter 112 , Florida Statutes, relating to ethics in government . Section 10 . Dispute Resolution. Any and all disputes arising hereunder shall be attempted to be resolved through a collaborative and mutually acceptable informal process with open discussions and a cooperative effort . In the event that formal dispute resolution processes become necessary, the parties recognize that such matters will be subject to the processes and procedures set forth in the agreement entitled "Interlocal Agreement on Mediation and Intergov- ernmental Coordination" , dated January 24, 1995 . Section 11. Term. (a) This Interlocal Agreement shall become effective upon execution by the COUNTY and the CITY. 8 (b) The COUNTY' s obligation hereunder shall cease upon construction of the Wall Project except with regard to the issuance of a right-of-way utilization permit for maintenance by the CITY as stated herein. (c) The CITY' s obligations hereunder shall be perpetual . Section 12 . Governing Law/Attorneys' Fees. This Interlocal Agreement shall be construed and interpreted according to the laws of the State of Florida . In the event of litigation between the parties arising from or pertaining to this Agreement, the prevail- ing party shall be entitled to recover from the other, reasonable trial and appellate attorneys' fees and costs . Section 13 . Construction Of Agreement. This Interlocal Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that both parties, the COUNTY and the CITY, have contributed substantially and materially to the preparation hereof . Section 14 . Constitutional and Statutory Limitation on Authority of the COUNTY. The terms and conditions of this Interlocal Agreement placed upon the COUNTY are applicable only to the extent they are within and consistent with the constitutional and statutory limitations on the authority of the COUNTY. Specifically, the parties acknowledge that the COUNTY is without authority to grant or pledge a security interest in any of the COUNTY' s revenue sources or property. 9 Section 15 . Counterparts. This Interlocal Agreement may be executed in any number of counterparts each of which, when executed and delivered, shall be an original, but all counterparts shall together constitute one and the same instrument . Section 16 . Headings. All sections and descriptive headings in this Interlocal Agreement are inserted for convenience only, and shall not affect the construction or interpretation hereof . Section 17 . Entire Agreement. This Interlocal Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof, and may not be modified or amended except by a written instrument equal in dignity herewith and executed by the parties to be bound thereby. IN WITNESS WHEREOF, the parties hereto have made and executed this Interlocal Agreement for the purposes herein stated on the date first above written. ATTEST: CITY OF WINTER SPRINGS By: MARGO M. HOPKINS, Clerk PAUL PARTYKA, Mayor Approved as to form and legal sufficiency. Date : City Attorney 10 ATTEST: BOARD OF COUNTY COMMISSIONERS SEMINOLE COUNTY, FLORIDA .(//_ _ ./. _ 0,- /'� - B : .;!-YA ,. E MORSE RANDALL C. MORRIS, Chairman le to the Board of / County Commissioners of Date : /l' 7, 7 Seminole County, Florida. For the use and reliance As authorized for execution by of Seminole County only. the Board of County Commiss- Approved as to for and ioners at their 7/ , 1.,ega�,ufficiency// 1997, regular meeti p ATi CC orne , ; LG/gn 5/20/97 TRNPLNAM.WS 11