HomeMy WebLinkAboutGlen Eagle Community Association Neighborhood Street Sign and Light Improvement Agreement -2006 01 24e4+ �. ' Ot /231 is
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(Form 1212005)
NEIGHBORHOOD STREET SIGN AND LIGHT
IMPROVEMENT AGREEMENT
This Neighborhood Street Sign and Light Improvement Agreement ("Agreement") is
made and entered into this 't-'014dayof-A,�uAry , 2006 , by and between the City
of Winter Springs, Florida, a Florida municipal corporation ("City") and
fit_ nl Lp1Q, �,otA A r► U A-ss N , a Florida corporation ("Association").
WITNESSETH:
WHEREAS, the Association is a homeowner's association located within the City ofWinter
Springs, Florida; and
WHEREAS, the City currently provides the Association and its members with standard
street signs and lights located on City streets that traverse through the real property which constitutes
the Association; and
WHEREAS, the Association has requested and the City desires to provide enhanced
decorative street signs and lights at the Association's expense under the terms and conditions herein;
and
WHEREAS, the parties acknowledge that this agreement will improve the aesthetic
appearance of the City's streets primarily for benefit and enjoyment of the Association and its
members and incidentally to the rest of the citizens of Winter Springs.
NOW THEREFORE, in consideration ofthe mutual promises set forth hereunder, and other
good and valuable consideration, which the parties acknowledge has been exchanged, the parties
agree as follows:
Section 1. Recitals. The foregoing recitals are true and correct and are hereby
incorporated herein as a material part of this Agreement.
Section 2. Definitions. The following words and phrases used herein shall have the
following meaning unless the context clearly indicates otherwise:
2.1 "Progress Energy" shall mean Progress Energy and any successor and assign to the
City's electric franchise.
2.2 "Sign Plate" shall mean the metal face plate of the street sign on which street
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
Page 1 of 7
(Form 12/2005)
names and other traffic symbols and/or language is written such as "stop" and speed limits.
2.3 "Street Light Base Rate" shall mean the actual cost charged by Progress Energy to
install, maintain, and operate a standard concrete pole and cobra fixture. Said costs include electric,
equipment rental, maintenance, gross receipts tax and other associated charges imposed by Progress
Energy in accordance with law. At the effective date of this Agreement, the Street Light Base Rate
is equal to $ j2L'L. . The parties acknowledge that said base rate is subject to
periodic adjustments by Progress Energy and the City of Winter Springs.
Section 3. Scone of Project. The City and the Association agree that this Agreement
may cover both decorative street signs and decorative street lights depending on what is specifically
set forth in Exhibit "L" The City and Association agree that the Association desires to purchase,
install, maintain and operate the decorative street signs and street lights depicted and itemized in
Exhibit 111." which is attached hereto and incorporated herein by this reference (the "Project"). The
parties acknowledge that if decorative street signs are installed, they must comply with the standards
of the Florida Department ofTransportation and City of Winter Springs and if decorative street lights
are installed, they must be provided by Progress Energy.
Section 4. Association's Obligations. The Association agrees to perform the following
obligations:
4.1 Decorative Street Signs. To the extent that decorative street signs are part of this
Agreement as provided on Exhibit 111." the Association agrees to fully cooperate with the City to
purchase, install, and maintain the decorative street signs required by the Project as follows:
(A) The Association shall agree to pay the City's actual out-of-pocket cost of purchasing
and installing the decorative street signs required to complete the Project, excluding the actual cost
of the sign plates which will be the City's responsibility.
(B) Prior to the City purchasing the decorative street sign com onent of the Project, the
Association agrees to pay the City a deposit in the amount of ?,ppp Od� �{6�
($ ) which represents at least fifty percent (50%) of the estimated cost of the street sign
component of the Project, excluding the estimated cost of the sign plates.
(C) Within seven (7) days of the City awarding the contract for the street sign component
of the Project ("Street Sign Contract") and prior to contract execution with the contractor, the
Association shall pay the City the amount that is due under the Street Sign Contract, less the deposit
and excluding the cost of the sign plates. The City reserves the right to terminate the Street Sign
Contract should the Association fail to make said payment.
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
Page 2 of 7
(Form 12/2005)
(D) In the event any of the decorative street signs must be replaced or repaired due to
damage, deterioration, or age, the Association agrees to pay the City the cost of the repairs or the cost
of purchasing and installing the replacement decorative street signs. The Association's payment
shall be made within thirty (30) days of receipt of written notice from the City and prior to the
replacement. Notwithstanding, the City will be responsible for the repair or replacement of any
damaged, deteriorated, or aged street sign plate. All other components of the street sign including,
but not limited to, the foundation, framing, and pole will be the responsibility of the Association.
(E) During the term of this Agreement, the Association agrees to maintain with the City a
sign repair escrow account ("Sign Escrow Account"). At all times, the Association agrees to
maintain a balance equal to twenty-five percent (25%) of the Street Sign Contract. The City
reserves the right to periodically adjust the required escrow balance to account for inflation. In the
event the balance goes below the required escrow balance, the City shall notify the Association in
writing that the Sign Escrow Account must be replenished to satisfy the balance requirements of this
Agreement. Upon receipt of said notice, the Association shall have thirty (30) days in which to
replenish said account. The City shall have the right to use the money in the Sign Escrow Account
to repair or replace any street sign required by this Agreement or to purchase and install any
additional decorative street signs that the City determines are needed for traffic safety purposes
within the Association property. In the event that a street sign must be replaced, repaired, or added
and the Association has failed to maintain an adequate balance in the Sign Escrow Account, the City
shall have the unconditional right to make said repairs, replacement, or addition using a standard
non -decorative street sign and recover the actual cost thereof from the Association.
4.2 Decorative Street Lights. To the extent that decorative street lights are part of this
Agreement as provided on Exhibit Ill ." the Association agrees to fully cooperate with the City to
acquire, install, maintain, and operate the decorative street lights required by the Project as follows:
(A) The Association shall take over from the City the full responsibility of maintaining the
Progress Energy invoice for all of the street lights covered by the Project, including having the
account placed in the name of the Association and making prompt and timely payments on said
account.
(B) The Association shall be responsible for promptly reporting all broken or damaged street
lights directly to Progress Energy. The City reserves the right to do the same in the event that the
Association fails in said reporting responsibilities.
Section 5. City's ObliEations. Subject to the Association's compliance with its payment
responsibilities set forth under this Agreement, the City agrees to perform the following obligations:
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
Page 3 of 7
(Form 12/2005)
5.1 The City agrees to pay the cost of purchasing the Sign Plates required to complete
the Project.
5.2 The City will purchase the decorative street signs required by the Project and under
the Street Sign Contract in accordance with the City's purchasing policies and procedures.
5.3 The City will assist the Association in coordinating with Progress Energy to acquire
and install the decorative street lights. Upon installation, the City agrees to reimburse the
Association for the acquisition, installation, maintenance, and operation ofthe decorative street lights
in an amount equal and strictly limited to the Street Li ht Base Rate. The City shall make the
reimbursement on a monthly/quarterly/bi-annuall annual basis (CIRCLE ONE and INITIAL
�. However, with respect to any increase in t e number of street lights above the number
that were actually installed for the Association at the effective date of this Agreement, the City shall
not be responsible for the Street Light Base Rate for the additional street lights unless the City
agrees, in its discretion, that the additional light(s) were required to bring the Association's street
light plan into conformance with Progress Energy's standard photometric requirements.
Section 6. Title to Street Signs and Lights. The right, title and interest of the
decorative street signs shall be vested in the City. The right, title and interest of the decorative street
lights shall be vested in Progress Energy. The Association shall have no property interest in the
decorative street signs and street lights.
Section 7. Applicable Law, Venue. This Agreement shall be governed by and
construed in accordance with the laws of the State of Florida and the Winter Springs Code. The
parties agree that venue shall be exclusively within Seminole County, Florida, for all state disputes
or actions which arise out of or are based upon this Agreement, and in Orlando, Florida, for all such
federal disputes or actions.
Section 8. Amendments. This Agreement shall not be modified or amended except by
written agreement executed by all parties hereto and approved by the City Commission or City
Manager of the City of Winter Springs.
Section 9. Entire Agreement: Headings. This Agreement contains the entire agreement
between the parties as to the subject matter hereof. The Agreement may only bind the City if
executed by the City Manager or Mayor of Winter Springs. Paragraph headings are for convenience
of the parties only and are not to be construed as part of this Agreement. All references to whole
paragraph numbers (e.g. 2) shall include all subparagraphs thereunder (e.g., 2.1).
Section 10. Severability. If any provision of this Agreement shall be held to be invalid
or unenforceable to any extent by a court of competent jurisdiction, the City shall have the
unconditional right to either terminate this Agreement, modifythis Agreement with the Association's
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
Page 4 of 7
(Form 12/2005)
consent, or remain in the Agreement as modified by the court.
Section 11. Sovereign Immunity Nothing contained in this Agreement shall be
construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida
Statues, or any other limitation on the City's potential liability under state or federal law.
Section 12. Notice. All notices and correspondence in connection with this Agreement
must be in writing. Notice and correspondence shall be sent by first class mail or hand delivered at
the addresses set forth below or at such other addresses as the parties hereto shall designate to each
other in writing.
(a) If to the City::
Mr. Ronald W. McLemore, City Manager
City of Winter Springs
1126 East State Road 434
Winter Springs, FL 32708-2799
407-327-5366 (Phone)
407-327-4753 (Fax)
(b) If to Association:
Glen tile, CaMMUNO+t, (s�
r.D, t I4 Llr1
(+Artooft 5P6 ff , Ft., 2'71 C
LLOJ-443 (Phone)
0"1-mil (Fax)
Section 13. Waiver Any forbearance by the City in exercising any right or remedy under
this Agreement shall not constitute a waiver of or preclude the exercise of any right or remedy.
Section 14. City's Right to Seek Equitable Relief and Special Assessment The
Association agrees, acknowledges and recognizes that any breach of this Agreement by the
Association may result in irreparable harm to the City. The Association agrees that in addition to
and not in lieu of all legal and equitable remedies available to City by reason of such breach, City
shall be entitled to equitable relief(including, without limitation, specific performance and injunctive
relief) to enjoin the occurrence and condition of the breach. Further, in the event the Association
fails to make any payments that are required herein, the Association acknowledges and agrees that
the decorative street signs and street lights provide a special benefit to the Association and its
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
Page 5 of 7
(Form 12/2005)
members and that said special benefit is shared proportionately by all the members of the
Association. In the event that the City determines that the Association has not made the payments
required by this Agreement, the City reserves the unconditional right to assess the Association and
its members for the Association's costs for the decorative street signs and street lights. In the event
the City is required to initiate an assessment, the Association agrees to fully support the assessment
and the Association shall not contest, challenge or intervene in the assessment process. Further, in
the event that the Association defaults on any street light account with Progress Energy which is
covered by this Agreement, the City shall also, at its sole discretion, have the right to transfer said
accounts into the City's name and thereby assume all the rights afforded an account holder.
Section 15. Attorneys Fees. The prevailing party in any litigation arising under this
Agreement shall be entitled to recover its reasonable attorneys' and paralegal fees and costs, whether
incurred at trial or appeal.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
written above.
WIT
Print Name
Print Name
Print Name
4a—IN�74PO4-z,"
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Print Name
THE ASSOCI TION
By:
P(ILYA n�
CITY OF WINTER SPRINGS,
a Florida MuniciPAl Corporation:
onald VV.,MtLemore, City Manager
Neighborhood Street Sign and Light improvement Agreement
City of Winter Springs
Page 6 of 7
(Form 12/2005)
STATE OF FLOPUDA
COUNTY OF
The fore oing instrument was acknowledged before me thishday of
20�, by who executed the foregoing ?intsme t and
acknowledged before me that he executed the same for the uses and purposes therein expressed and
D who is personally known to me or 0?'who has produced ALLO12 DhV r /
�(./CCnS D as
identification and who did not take an oath.
(NOT A1 XRSEALI ALLATH IN
Notary Public, lState of Florida
My comm. exp. Apr. 28, 2007
Comm. No. DD 206546
STATE OF FLORIDA
COUNTY OF SEMINOLE
Q. 1, *" T#, /V/
Typed or Printed Notary Name
The foregoing instrument was acknowledged before me this --11N d y of
20,&, by RONALD W. MCLEMORE, City Manager of Winter Springs, Florida, who is
personally known to me.
(NOTARY SEAL)
-o►* � Debra C. Fr r"
My Commission DD29MI
%•,,► Expires February 22, 2008
41����
Notary Public Signature
Typed or Printed Notary Name
Neighborhood Street Sign and Light Improvement Agreement
City of Winter Springs
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