Loading...
HomeMy WebLinkAboutTuscawilla Homeowner's Association, Inc. - Monument Infrastructure Maintenance Agreement - 2011 09 14 MONUMENT INFRASTRUCTURE MAINTENANCE AGREEMENT THIS MONUMENT INFRASTRUCTURE MAINTENANCE AGREEMENT ( "Monument Agreement ") is made and entered into this 14 th day of September, 2011, by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation ( "City "), and the TUSCAWILLA HOMEOWNERS' ASSOCIATION, INC., a Florida non - profit corporation ( "THOA "). WITNESSETH: WHEREAS, the THOA donated two flagpoles, two American flags and related lighting system ( "Flagpole Infrastructure ") to the City to be installed (a) near the rear entrance of the Tuscawilla Planned Unit Development, in the eastern end of the Winter Springs Boulevard median located just west of the intersection of Seneca Boulevard and Winter Springs Boulevard and (b) in the median of the main entrance of the Tuscawilla Planned Unit Development, located at the intersection of Tuscawilla Road and Winter Springs Boulevard; and WHEREAS, the THOA desires to install and maintain two granite monuments as depicted in Attachment "A" ( "Monuments ") to compliment the Flagpole Infrastructure installed within the medians (a) at the rear entrance of Tuskawilla pursuant to the Flagpole Infrastructure Maintenance Agreement, dated January 25, 2010, and (b) at the main entrance of Tuskawilla pursuant to the Flagpole Infrastructure Maintenance Agreement dated November 23, 2009, (together the "Flagpole Agreements "); and WHEREAS, at the September 12, 2011, City Commission meeting, the City Commission authorized the Monuments to be installed in the medians with the condition that the THOA install and maintain the Monuments; and WHEREAS, the City and the THOA desire to memorialize the aforesaid condition by entering into this Agreement; and NOW, THEREFORE, in consideration of mutual covenants and other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Recitals. The foregoing recitals are true and correct and are fully incorporated herein by this reference. 2. Installation and Maintenance of Monuments. The City authorizes the THOA to install the Monuments in the aforementioned medians provided the THOA agrees to provide any and all maintenance of the Monuments deemed reasonably necessary by the City. The exact locations of the Monuments near the flagpoles in the medians shall be confirmed by the City prior to installation by the THOA. Maintenance shall include, but not be limited to, labor and MONUMENT INFRASTRUCTURE MAINTENANCE AGREEMENT City of Winter Springs / Tuscawilla Homeowners' Association, Inc. Page 1 of 3 materials for maintaining the Monuments and repairing or replacing worn or damaged Monuments. 3. Term of this Agreement. This Agreement shall remain in full force and effect until terminated by either party. Either party may terminate this Agreement by providing the other party with at least thirty (30) days written notice. Upon the termination date, the THOA shall be responsible for removing the monuments from the medians unless otherwise mutually agreed to by the parties in writing. 4. Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of Florida. The parties further agree that in any dispute between them relating to this Agreement, exclusive jurisdiction shall be in the trial courts located in Seminole County, Florida, for state actions, and Orlando, Florida, for federal actions. Any objections as to jurisdiction or venue in such courts being expressly waived. 5. Third Party Rights. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the THOA. 6. Attorney's Fees. Should either party bring an action to enforce any of the terms of this Agreement, each party shall bear their own attorneys' fees and costs. 7. Sovereign Immunity. Notwithstanding any other provision set forth in this Agreement, nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed on the City's potential liability under state or federal law. As such, the City shall not be liable under this Agreement for punitive damages or interest for the period before judgment. Further, the City shall not be liable for any claim or judgment, or portion thereof, to any one person for more than one hundred thousand dollars ($100,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds the sum of two hundred thousand dollars ($200,000.00). This paragraph shall survive termination of this Agreement. 8. Responsibilities of the Parties. Each party shall be responsible and liable for their own acts and omissions and the acts and omissions of their respective officers, employees, and agents in performing their respective obligations hereunder. [Signature Page Follows] MONUMENT INFRASTRUCTURE MAINTENANCE AGREEMENT City of Winter Springs / Tuscawilla Homeowners' Association, Inc. Page 2 of 3 IN WITNESS WHEREOF the parties have hereunto set their hands and seals on the day first above written. CITY OF WINTERS SPRINGS, a Florida TUSCAWILLA HOMEOWNERS' municipal corporation. ASSOCIATION, INC., a Florida non - profit = c �I A . V fir. Sm , City Manager Pam Carroll, President itaeid>r • Date: Se e>Ali 14, 2011 Date: 2 101 MONUMENT INFRASTRUCTURE MAINTENANCE AGREEMENT City of Winter Springs / Tuscawilla Homeowners' Association, Inc. Page 3 of 3 ATTACHMENT A Z� 9 a flay files to isoisor residents of ras llk wise have served rfea 114, la p ,oxid In Tarn at !some out overseas, la capacatles born 41100 arod rg rest 'it te trawl the rascasolila gro ow ers men 011 j®aS G to/ (D")( to A ( A) ' .�- ,N4d-u : tieJ, 01.) c JN c- ..4-z_ 10,.4