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Agreement AGREEMENT THIS AGREEMENT made thiS.~2. day of WitS c\c" ,2011 between COLLIER COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA, BY ITS BOARD OF COUNTY COMMISSIONERS, ACTING IN THEIR CAPACITY AS TRUSTEE OF THE GAC LAND TRUST, (hereinafter referred to as "Trustee"), whose mailing address is 3299 Tamiami Trail East, Suite 303, Naples, Florida 34112, and the BIG CORKSCREW ISLAND FIRE CONTROL AND RESCUE DISTRICT, whose mailing address is 13250 Immokalee Road, Naples, FL 34120 (hereinafter referred to as "District"). WHEREAS, Trustee has acquired 1,061.5 acres located in Collier County, Florida (hereinafter referred to as "Property"), from Avatar Properties Inc. flk/a GAC Properties Inc. in accordance with the November 15, 1983 Agreement between Avatar Properties Inc. and Collier County, (hereinafter referred to as the "1983 Agreement"); and WHEREAS, pursuant to the 1983 Agreement, the Property deeded to Trustee and/or the monetary proceeds acquired from the subsequent sale of said Property are to be used to provide governmental facilities within and for the geographical area known as "Golden Gate Estates"; and WHEREAS, Trustee currently has funds derived from the use and/or sale of a portion of the above-described Property; and WHEREAS, the District is requesting funds from the GAC Land Trust to purchase personal protective equipment to include 8 sets of bunker coats, bunker pants with suspenders, bunker boots, structural gloves, helmets and self contained breathing apparatus face pieces; a supply hose which is needed to bring the fire engine into compliance with the National Fire Protection Association standards; and 5 gas monitors which are used to determine carbon monoxide levels (hereinafter referred to as "Equipment"); and WHEREAS, Trustee has determined that the District's request is in accordance with the intent of the 1983 Agreement and accomplishes the purposes of said 1983 Agreement by providing funds for the Equipment in which the District will use in their service to the residents of Golden Gate Estates; and WHEREAS, Avatar Properties Inc. has provided a "Letter of No Objection", dated 2/15/1 \ , approving the use of Land Trust Funds for the purchase of the Equipment for use by the District. NOW THEREFORE, in consideration of the above premises which are incorporated within and made part of this Agreement, and in further consideration of the mutual covenants set forth below, and other good and valuable consideration, acknowledged by the parties to be sufficient, just and adequate, the parties hereto do agree as follows: 1. The Trustee agrees to contribute an amount not to exceed Twenty-Five Thousand and no/100 dollars ($25,000.00) to be expended by the District for purposes hereinafter stated, (hereinafter referred to as "Funds") in accordance with the terms and conditions of this Agreement, provided said Funds are to be used solely for the purchase of the Equipment. 2. The District agrees and warrants that the Funds will be used solely for the purchase of said Equipment. 3. The District hereby agrees that the purchase of the Equipment shall be conducted in a manner consistent with the Board of County Commissioner's purchasing policy and in proper coordination with the County's Purchasing Department prior to the ordering or receiving of any goods or services purchased under this Agreement. 4. Payment of the Funds to the District for the purchase of the Equipment shall be in accordance with the following: A. The Trustee shall make available funds in an amount not to exceed Twenty-Five Thousand and no/100 dollars ($25,000.00) to reimburse the District for the purchase of the Equipment. Said reimbursement payment shall be made within thirty (30) days of receipt of appropriate verification as stated below by the Trustee, with a copy to the Real Property Management Manager, of said verification. B. The District or its designee shall: (a) provide Real Property Management Manager, copies of all invoices, purchase orders or other documentation which shall clearly state the purposes of said expenditure. Only those invoices which clearly state expenditures associated with the purchase of the Equipment shall be approved. Payment(s) shall be approved upon satisfactory review by the Real Property Management Manager and shall be reimbursed to the District. (b) A letter from the District, signed by the Chairperson, stating that the Equipment has been received , ill< and accepted in good order and directing the Trustee to reimburse the District. In no way shall the amount to be reimbursed exceed Twenty-Five Thousand and no/100 dollars ($25,000.00). C. Within thirty (30) days after receipt and approval of the above described documentation, a County warrant for payment shall be prepared and made payable to the District by the Trustee. D. The District covenants and agrees that upon the payment of all or any portion from the funds in accordance with the obligation contained in this Agreement, it shall be the further obligation of the District to pay any remaining balance required for the purchase of the Equipment. E. All funds requested, in accordance with this paragraph shall be disbursed within twelve (12) months of the execution of this Agreement by both parties. In the event that the Equipment is not purchased by the District within twelve (12) months from the execution of this Agreement, it is understood and agreed upon by the parties that the District shall refund or repay to Trustee, within thirty (30) days, any and all funds which have been provided to the District pursuant to the provisions of the 1983 Agreement. 5. The District agrees to protect, defend, indemnify and hold the Trustee harmless from any and all claims, actions, causes of action or liabilities including attorney's fees and costs arising from or in any way connected with the use of the funds or the selection, purchase, delivery or installation or use of the Equipment by the District, its agents, employees, or in any way related to the Equipment by the District, its agents, employees or any third party. 6. The District understands and agrees that the funds to be provided to Collier County in accordance with the terms of this Agreement have been derived from and are being provided solely for the sale and/or use of a portion of the Property conveyed to Collier County pursuant to the 1983 Agreement administered and managed by the County for the GAC Land Trust and that such funds are currently in Fund 605-122390 (The GAC Land Trust Sales Fund). 7. The District agrees that the following purchase of the Equipment shall be used primarily for providing fire protection service to the residents of Golden Gate Estates. 8. of Florida. This Agreement is governed and construed in accordance with the laws of the State 9. Any notice required by this Agreement shall be addressed to the parties at the address set forth below: IF TO THE BIG CORKSCREW ISLAND FIRE CONTROL AND RESCUE DISTRICT: Big Corkscrew Island Fire Control and Rescue District 13250 Immokalee Road Naples, FL 34120 IF TO THE TRUSTEE: Collier County c/o Real Property Management 3335 Tamiami Trail East, Suite 101 Naples, FL 34112 10. In the event that the Equipment ceases to be utilized by the District as described in Paragraph 2, the District agrees that the District shall pay to the Trustee, within thirty (30) days, an amount equal to the fair market value of the Equipment as of the date that the Equipment ceases to be used by the District as described in Paragraph 2. The fair market value shall be determined by a third party, selected by the County, who is determined to be qualified to establish the valuation of the Equipment or upon mutual agreement of the Trustee and District. 11. This Agreement represents the entire Agreement between the parties, and no promise, representation, warranty or covenant not included in this Agreement or any such referenced agreements has been or is being relied upon by either party. No modification or amendment of this Agreement shall be of any force or effect unless made in writing and executed and dated by both parties. IN WITNESS WHEREOF, District and Trustee have caused this Agreement to be duly executed on the day and year first above written. AS TO T~.U.TE.E: DATED: ~ a3' l ATTE.~~..:.j .,j'. ~.<" ..5'.B~'.'.~""" lerk -k \~ ,',',' ,.,.~. _<::J/L;'- JIo.J .' ~ ,','":,, ~\-1.. ' .' . "Att.st'~.'\t.':'" ChoIr"'" , ~ _,;.. '. \~..", \I ........ , ,~*-~ ~I~ ,.. BOARD OF COUNTY COMMISSIONERS COLLIER CS?.!:lfTY, FLORIDA BY 7l~ W G-~ Fred W. Coyle, Chairman . . , :': I~ ,) ,I .. AS TO BIG CORKSCREW ISLAND FIRE CONTROL AND RESCUE DISTRICT DATED: ~~~ ATTEST: BY: ~~~ R. Eliseo Chao, Secretary BIG CORKSCREW ISLAND FIRE CONTROL AND R~UE DISTRICT :J BY: rau fl. ;if /;i:.e?~' ~>-J Paul M. Plamondon, Chairman Approved as to form and legal sufficiency: ~ -fJ~~ ~ Jennife~White e:;;,C(-J Assistant County Attorney . :n::ic:'~'b:.~Yed Oy c-".1oneN Collier Cou~-Iorida, Pureuallt To 1. .) 0.,,: ,,27. \\ m No: \ bf )