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HomeMy WebLinkAboutHooker Homes, Inc. -1990 04 23 . . . , '" . e No G~ i) DEVELOPER I S AGREEMENT 3f11 . THIS AGREEMENT made and entered into this 2 day of Apr ~l 1990, by and between HOOKER HOMES, INC., a Georgia corporation, a debtor in possession, selling the property to the MITCHELL COMPANY, an Alabama general partnership, hereinafter referred to as "DEVELOPER" , and SEMINOLE UTILITY COMPANY, a Flor ida corporation, hereinafter referred to as "SERVICE COMPANY". WIT N E SSE T H: WHEREAS, Developer owns or controls lands located in Seminole County, Florida, and described in Exhibit "A" annexed hereto, which lands together with any and all improvements presently existing or hereafter constructed thereon shall be referred to herein as the "Property", and Developer is about to develop the Property by constructing 196 condominium projects, 1 clubhouse, 1 swimming pool and 1 accessory building thereon all in accordance wi th .Developer I s plan of development annexed hereto as Exhibi t "B"; and, WHEREAS, Developer desires to arrange for water distribution and sanitary sewage disposal services to be provided to the Property; and, WHEREAS, Service Company holds a Certif ica te issued by the Flor ida Public Service Commission enti tling it to prov ide such water and sewage service to the Property (the "Franchise"); and WHEREAS, Developer desires that Service Company provide the said water distribution and sanitary sewage disposal services to the Property and to each occupant of each residence, building or unit constructed on the Property and Service Company is agreeable to supplying such services under certain terms and conditions and pursuant to its franchise; and WclEREAS, the parties hereto Wlsn to define their respective rights and obligations relative to the foregoing; NOW, THEREFORE, ($10.00) and other sufficiency of which presents, the parties in consideration of the sum of Ten Dollars valuable considerations, the receipt and are acknowledged by the execution of these hereto agree as follows: 1. Recitals. The recitals set forth above are true and correct and are incorporated in their entirety by reference hereto. 1 04/21/90.1 B/CLO:8738002EKR " . . .. 2 o. Defini Hons 0 The f!OWing definit ions and r e! ences are given for the purpose of interpreting the terms as used in this agreement and apply unless the context indicates a different meaning: A. "As-Built Plans" - drawings of the approved, completed and installed lines, pumping stations, valves, controls, etc., giving what the Service Company shall determine to be adequate information to locate, operate and maintain in the future all parts of the systems or parts thereof as deemed necessary by the Service Company and as required hereunder. B. "Consumer Installation" - all facilities on the consumer side of the point of delivery. C. "Contribution In Aid Of Construction" the water distribution and sewage collection facilities paid for and installed by the Developer which Developer, by this agreement, covenants and agrees to donate to Service Company. D. "Certificate" - the certificate issued by the Florida Public Service Commission to Service Company enti tling Service Company to render to the public water distribution and sanitary sewage disposal services within its certified area, which term shall be taken to include all Rules, Regulations and policies relating thereto as filed with the Florida Public Service Commission, all as the same exists and are extended and/or modified from time to time. E. "Equivalent Residential Connection" ("ERC") - the amount of water plant and system capacity or sewage treatment plant and system capacity in gallons required to provide adequate water and sewer service to each metered connection at the point of delivery of a single-family residence. For purposes o{ this agreement ~ ERC shall be 500 gallons of water per day and 300 gallons 0.1.. sewage per day per metered connection. F. "Lot Or Tract" each building site as platted for record or as shown on the master plan and plat of the Property attached as Exhibit "B". G. "Point Of Deli verv" - the point where the pipes and/or meters of Service Company are connected wi th the pipes of the consumer, unless otherwise indicated on the water and sewer plans provided by the Developer and approved by the Service Company. For purposes of this agreement, point of delivery for sewage services shall be defined as the existing sanitary sewer service manhole on the east side of Property which receives sewage from sanitary sewage manhole #11 via 105 linear feet of 8 inch pipe as descr ibed on Exhibi t" C" For purposes of this agreement, water service shall be defined as service provided on the delivery side of the meter. 2 04/21/90.1 B/CLO:8738002HKR H. "property" - a! the land described on EXhtit "A" and all improvements thereon now existing or hereafter constructed. I. "Service" - the readiness and ability on the part of the Service Company to furnish water or sewage service to or for the benefit of each unit, lot or building, as may be the case. Making the same available at the agreed upon point of delivery by the Service Company shall constitute the rendering of water service, and the maintenance of a connection providing for the removal and disposal of sani tary sewage shall consti tute the render ing of sewage service. Unless otherw i se i nd ica ted, water service includes the water meter and its box. J. "Stage Area" - refers to a part of the property which is or is to be developed as a stage or phase of development. K. "Unit" - each living unit of a multiple family complex. 3. Grant Of Rights To Service Company. Developer hereby grants and gives to Service Company, its successors and assigns, the exclusive rights, privileges, and easements as follows: A. To construct, reconstruct, repair / replace, improve, alter, remover relocate, own, maintain, and operate the water supply and sanitary sewer facilities, in, unde;, upon/ over and ac ross the present and future publi c or pr i va te str ee ts / road s / terraces, alleys, easements, and reserved utility strips as shown on the plat or plats of the property recorded or to be recorded, or by agreements independent thereof, or in dedications or otherwise, (all of the foregoing being sometimes hereinafter referred to as "Easement Area (s)") for the purpose of supplying water service and sanitary sewage service (and all services incidental or necessary with respect thereto or to maintenance or r:pl~cement, thereof) to the Property, properties or persons wlthln or beyond the limits of the property. To perform emergency repairs on the water and sewage system whether owned by Developer or Service Company and to be reimbursed by Developer for the costs of repairs on Developer's lines. To enter onto the ~roperty in accordance with paragr~ph 7 herein to lock curb stops l~ the event of non-payment of assessments by the Developer. The ~lghts granted shall include all necessary rights of egress and lngress to each of the lots, easements, etc./ that may be shown on such plat or plats or contained in separate agreements concerning the same. B. In the event that Service Company is required or desires to install any water or sewage facilities in lands within the Property lying outside the streets and Easement Areas descr ibed a~ove, then Developer or the owner shall grant to Service Company wlthout cost or expense to Service Companv the necessarv easement .. .. - .- 3 04/21/90.1 B/CLO:8738002HKR . or easements from- such .private property. installatio~ provided ". all-:-;.such::;:-"private _ property" installations by Service Company shall be made in such a manner as not to interfere with the then ... primary use of such private property. C. The rights, privileges or easements herein granted are granted for such period of time as Service Company or its successors or asslgns require such rights, privileges or easements in the construction, operation, maintenance, ownership or expansion of such water system and sanitary sewage system. D. The rights, privileges and easements described in Paragraphs 3A, B, and C above are granted at no cost or expense to serv~ce Company other than the undertakings and agreements sta ted ln this agreement, and Developer shall save and hold Service Company harmless in connection with any expense incurred by Service Company in defending or protecting such rights. E. In the event that in order to serve the Property the Service Company requires easements, rights of way, ingress or egress rights, etc., across or through private property not owned or controlled by the Developer, the Developer will without cost to the Service Company obtain said easements, rights-of-way, etc., in the Service Company's name. F. Service Company covenants that it will use diligence in ascertaining all required easement locations and Developer covenants that it will use diligence in constructing water supply facili ties (to the meter box) and sewage collect ion f aci 1 i ties (to the end of the "wye") within all easements locations (where such construction is to be done by Developer) i however, should Service Company or Developer, their successors or assigns, find any facilities constructed wi thin the Property outside of an Easement Area, Developer, the successors and assigns of Developer, covenant and agree that Service Company will not, at its cost, be required to move or relocate any facilities lying outside an 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 instalied~ Should the facilities interfere wi th the then or proposed use of the area in which they are installed, and should the improper installation be the fault of the. Service Company, and provided Developer, its successor s or asslgns are not in default hereunder, the Service Company agrees to move and relocate the facili ties lying outside an Easement Area to wi thin the Easement Area wi thin a reasonable time as determined by the Service Company. G. In relation to all easements, rights-of-way, etc., provided to Service Company pursuant hereto, Developer shall furnish copies of the recorded easement, riaht-of-way, etc., together with an attorney's title opinion that such easement, right-ot-way, etc., is valid and unencumbered. 4 04/21/90.1 B/CLO:8738002HKR e e 4.::" Payments By Developer. A. - Service . Availability Charge. Developer has previously furnished all sums due then in accordance with the tariff and rate order then in effect to Service Company per each ERC to be reserved for and commi tted to Developer and the Property under the terms of this agreement, which charge is intended to defray all or a portion of the capital cost to the Service Company for making water and sewer capacity available through its treatment facilities, distribution system and collection system. B. Other Charges. Upon connection of each residence or unit to the utility system, Developer shall be required to pay the applicable charges (as set by Service Company from time to time and approved by the Florida Public Service Commission) for plant connection, capaci ty, extension, hook-up and water meters and meter installations of sufficient capacity for all single family residential, multi-family, mobile home, commercial installations or any other connection requir ing a measur ing device and all other appropriate authorized charges or fees as the same exist from time to time. 5. Obliqa tions Of Service Company. Upon the continued accomplishment of all the prerequisites contained in this agreement to be performed by the Developer the Service Company covenants and agrees that it will allow the connection(s) of the Developer installed water distribution system and sewage collection system to its central water facili ties and sewage facili ties, in accordance with the terms and intent of this agreement, so that the Property will receive water and sewage service for 196 ERC IS. Service Company agrees that once it provides water and sewage services ,to the Property and Developer or others have connected Consumer Installations to its systems, that thereafter Service Company will continuously provide such service in accordance with the provisions of this agreement, and all reasonable requirements of governmental agencies having jurisdiction over the water supply and sewage disposal operations of Service Company, subject to the terms and condi tions of the S7rvice Company Franchise as same may be amended from time to .t ~me . The parties hereto agree that the obligation of Service Company to provide such water and sewage services is based upon the Property being subdivided and/or improved in substantial accordance with the master Plan and Plat annexed hereto as "l='h.b....."" db h ~X ~ ~~ B, the water and sewage systems being installe Y t e Developer in accordance with the plans and specifications approved pursuant to Paragraph 8 below, and the Developer being in compliance wi th all requirements of this Agreement and the Franchise. 5 04/21/90.1 BjCLO:8738002HKR e e 6. Contribution In Aid Of Construction. To induce Service Company to provide the water treatment facilities and sani tary sewage treatment facilities, and to provide consumers located on the,- property with water and sewage services, Developer hereby covenants and agrees to construct and to transfer ownership and control by a valid Bill of Sale listing the property to be conveyed to Service Company at the time of Service Company IS request in accordance with Paragraph 8 below, for the sum of One Dollar ($1.00), as a Contribution in Aid of Construction, the on- site water distribution and sewage collection systems referred to herein. Payment or transfer of the Contribution in Aid of Construction, if any, does not and will not result in Service Company waiving any of its fees, rates, rate schedules or rules and regulations for either water service or sanitary sewage service, and all fees, rates, rate schedules and rules and regulations and their enforcement shall not be affected in any manner whatsoever by Developer making such payments. Service Company shall not be obligated to refund to Developer any portion of the contributions for any reason whatsoever, and Service Company shall not pay any interest upon the contributions. 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 and to the contributions or to any of the water or sewage facili ties and properties of Service Company , and all prohibitions applicable to Developer with respect to no refund of contributions, no interest payment on said contributions and otherwise, are applicable to all persons or entities. No user or consumer of water service or sewage service shall be entitled to offset any bill or bills rendered by Service Company for such service or services against the contributions. Develooer shall not be entitled to offset the contributions against any claim or claims of Service Company, and said contributions shall be oaid at the time or times stated, and without regard to any claimed, contractual or other, matured or unmatured, obligations of Service Company in favor of the Developer. 7. Service Comoany Riahts Wi th Reaard To Lockable Curb stoos. Developer hereby agrees to install at every building location a lockable curb stop in accordance with the plans and specifications attached hereto as Exhibit" C " Service Company shall have the absolute right to lock all curb stops and cut off all water and sewer in the event of non-payment of assessments due and owing from Developer to Service Company for providing water distribution and sanitarv sewaae disoosal ~ ~ - services to the Property. 6 04/21/90.1 BjCLO:8738002HKR e e 8. Developer To Construct Systems. Developer shall, at his expense, retain the services of a professional engineer, registered in the State of Florida and in good standing with the Florida State Board of Professional Engineers and Land Surveyors, to prepare a master plan for the entire project cover ing the water and sanitary sewage facilities necessary to serve the project, whether on si te or not and the detailed plans .:;.nd specifications for the particular stage area under considerat~on for construction. Each stage area plans and specifications shall conform to the Master Plan, unless the Service Company provides wr i t ten agreement to vary wi th the approved master plan. The Service Company may request modification or modifications to the master plan in order to allow it to comply with future requirements and the Developer agrees to cause his engineer to make such changes, if practicable, at the time of stage area plan submittal to the Service Company. The Service Company shall be the sole determiner of whether or not the submitted master plans and detailed plans and speci fica t ions comply wi th the Serv ice Company I s requirements. The Service Company has standardized certain of its details, specifications and requirements and will furnish to the Developer's engineer one complete set of those standards at the engineer's request. The Developer agrees that no construction shall commence until Service Company has approved all such plans and specifications in wri ting. Developer shall pay the cost incurred by Service Company in review of such plans and specifications. After the approval of plans and specifications and the issuance of a building permit, Developer shall cause to be diligently and promptly constructed, at Developer's own cost and expense, the water distribution and complete sewage collection systems as shown on the plans and specif ica tions. Complete as-built plans shall be submi t ted to Service Company upon completion of construction. During the construction of the water distribution and sanitary sewage collection systems by Developer, Service Company shall have the right to inspect, either full or part-time, such installation to determine if the construction i~ proceeding in accordance wi th the approved plans and specif ica tions. Serv ice Company shall control -the aualitv of the installation and further shall be entitled to per~orm ~tandard tests for infiltration, exfiltration, line, crade, pressure and all other normal . ~- eng~neering tests to determine that the systems have been installe~ in accordance with the plans and ~pecifications and good eng~neering and construction practices. Developer agrees to pay to Serv.ice Company, or Service company's author ized agent, the cost ~ncurred for inspection of installation made by Developer or Developer's contractor. The cost Installations, and that expense of ~s, all pipes, constructing all shut-of is, valves, Consumer fixtures 7 04/21/90.1 B/CLO:8738002HKR and appliances or appara! of every kind and natu. used in connection with or forming a part of an installation for utilizing water service or sanitary sewage service and extending from Service Company's water supply pipes or sewage service laterals located in an Easement Area, shall be that of Developer or of persons other than Service Company, and all cost and expense of operating, repairing and maintaining any Consumer Installation shall be that of Developer or of the person owning the Property on or within which such Consumer Installation is constructed and located. Developer, its successors or assigns, shall at its own cost and expense connect the Consumer Installation on each lot or unit to Service Company 1 s system, provided however, that neither Developer, nor any owner of any parcel of the Property or any occupant of any residence, building, or unit located thereon, shall have the right to and shall not connect any Consumer Installation to the water or sewer facilities of Service Company until formal written application has been made to Service Company by the prospective user of water service and sewage service, or either of them, and the required deposi t paid in accordance wi th the then ef fecti ve rules and regulations of Service Company and approval for such connection has been granted. Service Company shall not be required to pay to Developer or to any other person any connection charge or any other charge whatsoever on account of the connection of its systems to such Consumer Installation. Although the responsibility for connecting the Consumer Installation to the lines of Service Company at the point of delivery is that of the Developer or others than Service Company, with reference to such connections the parties agree as follows: A. All Consumer Installation connections must be inspected by Service Company before backfilling and covering of any pipes; B. Notice to Service Company requesting an inspection of Consumer Installation connection may be given by the plumber or Developer and the inspection will be made within seventy-two (72) hours (3 days); C. If inspection connection with these the Developer does not comnl y wi th the foregoing provisions, Service Company may refuse service to a that has not been inspected until Developer complies provisions. 9. Ownershio Bv Service Comoany Of Systems, Easements, Etc.. By these presents; Developer hereby transfers to Service Company, ~i tle to all water distr ibution and sewage collection systems lnstalled, or to be installed on or off the Property to the point of delivery by Develooer or Develooer's contractor, oursuant to the provisions of thIs Agreement. - Such conveyance - shall take ef f ect wi thou t fur the r action uoon the acceote..nce bv Se rv ice - - ~ 8 04/21/90.1 3/CLO:8738002HKR Company of the said in~llation, provided that ttl other requirements of this agreement have been complied with. As further evidence of said transfer of title, and upon the completion of the installation and pr ior to the render ing of service by Service Company, Developer shall convey to Service Company by Bill of Sale, in form satisfactory to Service Company, the complete water distribution and sewage collection system as constructed by Developer and approved by Service Company, Developer shall further cause to be conveyed to Service Company all easements and/or rights of way covering areas in which sewage and water lines are installed, or to be installed, by recordable document in form satisfactory to Service Company. Developer shall also convey by warranty deed or easement any and all lift station or pumping station sites forming an integral part of the sewage collection system. All conveyances of easements, rights- of-way, or warranty deeds shall be accompanied by a title policy or other evidence of title satisfactory to Service Company, establishing Developer's right to convey such easements, rights- of-way or warranty deed properties to the exclusion of any other person in interest and free of lien and encumbrance. The use of easements granted by Developer may include the use by other utilities so long as such uses by such other utilities do not interfere with the use by Service Company. Service Company agrees that the written acceDtance of the water distribution and sewage collection systems, installed by Developer, for serv ice, or by acceptance of the Bill of Sale or Warranty Deeds, shall consti tute the assumption of responsibility by Service Company for the continuous operation and maintenance of such systems to the extent described on the Bill of Sale or Deed from that date forward. Any part of the systems not described in such Deed or Bill of Sale or not accepted by Service Company shall be maintained by Developer. Mortgaaees, if any, holding prior liens on such properties shall be r~quired to release such liens, subordinate their rights or join in the grant or dedication of the easements, rights-of-way or warranty deeds. All wate= distr ibution or sewage collection facilities, save and except Consumer Installations, shall be covered bv easements, rights-of- way or warranty deeds. - Developer agrees with Service Company that all water facilities and sewage facilities used, useful or held for use In connection with providing water service and sewage service to the Property and installed by or transferred to Service Company shall at all times remain in the sole, complete and exclusive ownership of Service Company, its successors and assigns, and any person or entity owning any part of the PrODertv or anv residence, building, or unit constructed or located thereon, shall not have any right, ~itle, claim or interest in and to such facilities, or any part of them, for any purpose, and Service Company shall have the right to use all such facilities for any and all purposes, including the furnishing of water or sewage services to other 9 04/21/90.1 B/CLO:8738002HKR e persons or entities located within or beyond the lim.s of the property. 10. Ownership Of Systems By Developer. Whenever the development of the subject property involves more than one consumer or a unity of title of several consumers and in the opinion of Service Company, ownership by Service Company of the internal water distr ibution and sewage collection system is not necessary, at the option of Service Company, the Developer shall retain ownership and the obligation for maintenance of such on-si te facilities as Consumer Installations. Whenever Developer retains ownership and the obligation to maintain on-site facilities, then, in that event, Service Company may impose reasonable requirements including but not limited to meter ing at point of connection where the lines of Developer and those of the Service Company join to assure that: A. Infiltration into the sewage collection system is at all times wi thin allowable limi ts. Developer shall repai r, at its own cost and expense, the internal sewage collection system to a void, at all times, excessive inf il tration in to such on-s i te sewage collection system; B. The water distribution system is "safe" from possible contamination including back flow preventers. The Service Company may enter into and inspect the property, lines, systems, etc., at reasonable times (provided an emergency condition does not exist, in which event the Service Company may enter at any time) . However, the Service Company assumes no responsibili ty, liabili ty, etc. for determining whether or not the system is "safe". 11. Title Opinion. Within a period of thirty (30) days after the execution of this agreement, at the expense of Developer, Developer agrees to furnish Service Company 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 or the title setting out the name of the legal title holders, the outstanding mortgages, taxes, liens and encumbrances. The provisions or this paragraph are for the purpose of evidencing Developer's legal right to grant the exclusive rights to service contained in this Agreement. Any mortgage or lien holder having ~n. in~erest in or lien upon the Property shall be required ~o Jo~n ~n the grant of exclusive service rights set forth in th~s Agreement. 12. Franchise Extension. If the property is under franchise or certificate to anyone other than Service Company, then such franchise or certificate must be either assigned to Service Company or vacated or terminated at Developer's expense. If the Property is not under franchise or certificate to another, nor is 10 04/21/90.1 B/CLO:8738002HKR e under Service Company's Certificate, then Service com~y agrees that it will promptly and diligently pursue at the expense of Developer (but not to exceed $2,000.00) the necessary and pro~er applications to all governmental authorities to extend lts Franchise to cover the property and to procure all other necessary approvals. In the event that said extensions and/or approvals are not granted, then Service Company shall have the right at its option to declare this agreement to be null and void, and of no further force and effect whatsoever. 13. Acquisition Of utili ty System. Developer has been informed by Service Company and hereby acknowledges that it is entering into this agreement wi th full knowledge of the pending condemnation of the Service Company utility system by the City of winter Spr ings (the lOCi ty") . Developer hereby fur ther acknowledges that there is a Notice of Lis Pendens which was filed on the subject utility system on June 26, 1989 and Amended Notice of Lis Pendens filed on July 19, 1989. Developer and Service Company acknowledge and agree that in the event the City shall acquire the water and sewer utility system owned and operated by Service Company, the following provisions shall apply to the rights and obligations arising under this agreement. p... . Assiqnment Of Capaci tv. Service Company shall exec~ te and dellver to Developer and the City an assignment of capaclty instrument, which shall specifically designate the number of ERC I s which have been reserved for and commi tted to Developer pursuant to this agreement. B. Guaranteed Revenue Charges. Commencing on April 20, 1990, Developer shall be required to pay to the City a Guaranteed Revenue Charge of $256.00 per year per each combined water and sewer ERC, in order to preserve its rights to utilize such sewer and water capacity. - C. Other Charces. Developer shall be obligated to pay to the City any and all rates, charges and fees as may be established and set forth for such water and sewage services under the City Code of Ordinances. 14. Exclusive Riqhts Of Service Companv. Developer, as a further and essential consideration of this agreement, agrees that Developer, and the successors and assigns of Developer, and any purchaser from Developer, shall not (the words "shall notll being used in a mandatory definition) engage in the activity of providing water or sewage services to the property or any portio::s thereof during the period of time Service- Company, its successors and assigns, provide water or sewage services to the Property, it being agreed upon between the parties hereto that Service Company shall have- the sole and exclusive right and privilege to provide water and sewage services to the Property 11 04/21/90.1 3/CLO:8738002HKR e bUilding" or unit and to the occupants of each residence, constructed thereon. In order to effectuate the exclusive grants to Service Company referred to or contained herein, Developer hereby agrees, upon the platting of the property, or at the Service Company ~ s request, by instrument in form and executed and acknowledged 7n such a manner as to entitle it to be recorded among the PubllC Records of Seminole County, Flor ida, and as to impar t constructive notice under the Florida recording statutes, to impose the following covenant, as a covenant running wi th the title to the land, upon the Property: Seminole util i ty Co., its successors and ass igns , has the sole and exclus i ve right to provide all water and sani tary sewage facili ties and service to the Property descr ibed in Exhibi t II A" and to any property to which water or sewage service is actually rendered by said Seminole Utili ty Co. All occupants of any residence, building, unit or improvement erected on the property, and all subsequent or future owners or purchasers of the Property, or any portion thereof, shall receive their wa ter and sani tary sewage service f rom the af,or esa i d corporation, or its successors or assigns, and shall pay for the same in accordance with the terms, conditions, tenor and intent of the Franchise and related schedules, policies, rules and regulations as amended from time to time for so long as the aforesaid corporation, or its successors or assigns, provides such services, or either of them, to the property; and, all occupants of any residence, building, unit or improvement erected on the Property, and all subsequent or future owners or purchasers of the Property, or any portion thereof, agree by occupying any premises on the Property or by recording any deed of conveyance with respect to building, unit or improvement erected on the Property, and all subsecruent or future owners or purchasers of the Property, or any portion thereof, agree-by occupying any premises on the Prope:ty or by recording any deed or conveyance with respect to the property, that they will no~ construct, dig, build or otherwise make available or use water service or sani tary sewage se:v ice from any ~ource other than that provided by Seminole Utility Co., lts successors and assigns, unless with the approval of Seminole Utility Co. A ce:tified copy of the :ecorded restriction shall be fu:nished to the Service Company for no charge in order for the Develope: to prove to the Service Company that the above recruired wording has been included in the- Developer's restrictIons for the Property. ~ 12 04/21/90.1 3/CLO:8738002HKR e e 15. Continuous Service. Service Company shall endeavor to supply water service and sewage service at all times without interruption; however, Service Company shall not be liable to Developer, its successors, assigns, or any owner or occupant of any of the Property in the event of cessation or interruption of service caused directly or indirectly by strikes, labor troubles, accident, litigations, breakdowns, shutdowns for emergency repairs, or adjustments, acts of sabotage, enemies of the united States, wars, United States, State, Municipal or other governmental interference, acts of God or other causes beyond its control. 16. Rates, Etc. May Be Amended. Service Company agrees that the initial rates to be charged to individual consumers of water service and sewage service shall be those shown in the rate schedules of Service Company's tariff on file at the Company 's office. However, notwithstanding any provision in this Agreement, Service Company, its successors and assigns, may establish, amend or revise, from time to time in the future, and endorse different rates or rate schedules reflecting rates lower or higher than those set forth in the tariff. However, any such lower or higher rates or rate schedules so established and enforced shall at all times be approved by the Flor ida Public Service Commission. Notwithstanding any provision in this Agreement, Service Company may establish, amend or revise, from time to time, in the future, and enforce rules and regulations covering both water and sewage. service (or either) to the Property. However, all such rules and regulations so established by Service Company shall at all times be reasonable and subject to such regulations as may be approved by or filed with the Florida Public Service Commission. Service Company may establish, amend or revise from time to time in the future and enforce hook-un, connection, expansion, extension and plant capacity fees concerning both water service and sewage service (or ei ther) to the Property. However, all such. fees shall be first filed with and approved by the Florida PubllC Service Commission. Any such ini tial or iu ture lower or increased fees, rates, rate schedules, and rules and regulations established, amended, or revised and enforced by Service Company from time to time in the future, as provided by law, shall be binding upon Developer; upon any person or other enti ty holding by, through or under Developer, and upon any user or consumer of the water service and sewage service provided to the Property by Service Company. 17. Promnt Comnletion By Develoner. In consideration of Service Company I s plant capaci ty allocations upon commencement of the 13 04/21/90.1 BjCLO:8738002HKR e installations for a stage area, Developer agrees to complete the installations required of Developer under paragraph 6 above, to promptly perform all other of Developer's obligations hereunder, and within a reasonable time after installation of Service Company's facilities to take and use service for all lots and/or units as may be the case. e 18. water And Sewer Extension Policy. Developer acknowledges and agrees that this agreement is made pursuant to Service company's Tariff, as filed with the Florida Public Service Commission, and to any amendments thereto that may be filed in the future. Developer agrees to be bound thereby and by Service Company Regulations of the Use of Sanitary Sewers and the Discharge of Water and Wastes into Utilities Systems, as filed with the Flor ida publ ic Service Commiss ion, as all of the same may be amended or revised from time to time with the approval of the Florida Public Service Commission. 19. Obtaining Government Approvals. The parties hereto agree to use their best efforts to obtain all requisite government approvals, licenses and permits which may be necessary or desirable for the construction and operation of the sewer and water systems herein contemplated, including franchises and water well permits. 20. Remedies. Failure by Developer to promptly Developer's obligations under this agreement shall Service Company the right to terminate this agreement, all sums paid to it as and for liquidated damages or any other remedy provided by law. perform vest in retaining to pursue 21. Agreement Binding On Successors. This agreement shall be binding upon and shall inure to the benefit of Developer, Service Company and their respective assigns and corporate successors by merger, consolidation or conveyance. However, in the event Developer has not paid for and delivered to Service Company the Contribution in P..id of Construction and all other applicable fees, changes prior to service being rendered under the terms of this agreement, then this agreement shall not be sold, conveyed, assigned, transferred or otherwise disoosed of by Developer without the written consent of Service Comoanv first having been o~tained. However, Service Company agree-s ~ot to unreasonably wlthhold such consent. 22. Form Of Notice. Until further written notice by either party to the other, all notices provided for herein shall be in writing and transmitted by messenger, by mail or by telegram, and shall be mailed or delivered to: 14 04/21/90.1 B/CLO:87380025KR e e DEVELOPER: Hooker Homes, Inc., a Georgia corporation, a debtor in possession, selling the property to the Mitchell Company, an Alabama general partnership SERVICE COMPANY: Seminole Utility Company, a Florida corporation Attn: Philip A. Birdsong 900 N. Maitland Avenue Maitland, Florida 32751 23. Agreement To Survive Completion Of Work. privileges, obligations and covenants of Developer Company shall survive the completion of the work Company with respect to completing the water facilities and services to any stage area and to the a whole. The rights, and Service of Service and sewage Property as 24. Costs Of Enforcement. In the event either the Service Company or Developer is 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 attorneys I fees. 25. Complete Agreement. This agreement supersedes all previous agreements or representations, either verbal or wr i tten, heretofore in effect between Developer and Service Company, made with respect to the matters herein contained, and when duly executed,- constitutes the agreement made between Developer and Service Company. 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. - 26. Effective Date. The effective date of this agreement shall be the dace of last execution by Developer and Service Company. 27. Agreement Governed By The Laws Of Florida. This agreement shall be governed by the laws or the State of Flor ioa and it shall be and become effective immediately upon execution by both parties hereto, subject to any approvals which must be obtained from governmental authority, if applicable. 15 04/21/90.1 B/CLO:8738002HKR e IN WITNESS WHEREOF, Developer and Service co~any 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, but all constituting only one agreement. witnesses: HOOKER HOMES, corporation, possession, property to COMPANY, an partnership INC., a Georg ia a debtor in selling the the MITCHELL Alabama gene r al By: As: a Witnesses: STATE OF FLORIDA COUNTY OF BEFORE ME, the undersigned authority, personally appeared as of HOOKER HOMES, INC., a Georgia corporation, a debtor in possession, selling the property to the MITCHELL COMPANY, an Alabama general partnership, to me well known and known to me to be the Derson descr ibed in and who executed the foregoing and acknowleJged to and before me that he did so for the purposes expressed therein. WITNESS my hand and official seal, this of , 1990. day Notary Public State of Florida Commission expires: 16 04/21/90.1 B/CLO:8738002HKR e e STATE OF FLORIDA COUNTY OF (J Q ~ct ~ BEFORE ME, the undersigned author i ty, personally appeared PHILIP A. BIRDSONG as President of SEMINOLE UTILITY COMPANY, a Florida corporation, to me well known and known to me to be the person described in and who executed the foregoing and acknowledged to and before me that he did so for the purposes expressed therein. of WITNESS my hand ~ B/CLO:B73B002HKR and official seal, this , 1990. ~~ .AQ day ~~ .CL-- No~ Pub ~c ......... State of Flor ida .' '. .-. I My Commission expires: ........ Ucli:ry Pub;i~. Stale 01 Florida . .... --. l,'.y (omm:~>ion Expires Sc~t. 18. 1990 t!.onded r h[U J ,oy hln: insuranc:o lncj ........ 17 04/21/90.1 B/CLO:8738002HKR -EXHIBIT -A- Legal Description e 18 04/21/90.1 B/CLO:8738002HKR . e EXHIBIT wBw Kaster Plan 19 04/21/90.1 BjCLO:8738002HKR . EXHIBIT .C. e Tuscawilla Parcel 51 Page 4 of Sewer & Water Plan 20 04/21/90.1 . .