Agenda 12/02/2008 Item #16C 2
Agenda Item No. 16C2
December 2, 2008
Page 1 of 11
EXECUTIVE SUMMARY
Recommendation to approve an Indemnification, Hold Harmless and Test
Monitoring Well License Agreement on an off-island vacant parcel owned by the
City of Marco Island, at no cost to the County, to be used to provide data for future
wellfield alignment hydrogeological testing, for the Southeast Regional Water
Treatment Plant Wellfield Project, 70900.
OBJECTIVE: The public purpose is to meet the demand for potable water in the
Southeast area of the County, A test well site will be required to gather hydrogeological
data to determine well field alignments, This action is to acquire an Indemnification,
Hold Hannless and Test Monitoring Well License (Agreement) that will be effective for
a ten year period, for a test well site to be located on property owned by the City of
Marco Island.
CONSIDERATIONS: Staff recommends approval and execution of the attached
Indemnification, Hold Hannless and Test Monitoring Well License Agreement between
the Board of County Commissioners of Collier County, Florida, as the Governing Body
of Collier County and as Ex-Officio the Governing Board of the Collier County Water-
Sewer District (District), and the City of Marco Island, a Florida municipal corporation
(City).
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The Agreement grants the District pennission to access lands of the City for the purpose
of installing test wells and conducting hydrogeological testing. A location map of the
City's site is attached.
The Southeast Regional Water Treatment Plant Wellfield Project includes a study
required for planning the wellfield alignments and the acquisition of test well sites, in
advance of necessity, This study will evaluate the sites to be targeted for the potential
alignment of a wellfield in order to provide a raw water supply for the future Southeast
Regional Water Treatment Plant. A key component in the development of the wellficld
will be the acquisition of production well sites, monitoring wells, and transmission main
corridors, It was determined that this off-island vacant parcel owned by the City of Marco
Island was a suitable site for the installation of a test well to provide hydrogeological data
required for the study.
The City of Marco Island has approved the attached Agreement in principle and will
execute the Agreement once it is approved and executed by the Chairman of the Board of
Commissioners of Collier County.
This project is consistent with the 2008 Water Master Plan Update adopted by the BCC
on June 24,2008, under Agenda Item lO(G), in Table 8-2, page I of 5, line 22,
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FISCAL IMPACT: There are no associated costs to the Collier County Water-Sewer
District related to this Agreement.
Agenda Item No. 16C2
December 2, 2008
Page 2 of 11
GROWTH MANAGEMENT IMPACT: This project meets the goals, objectives and
policies of the Growth Management Plan (GMP),
LEGAL CONSIDERATIONS: The attached Indemnification, Hold Harmless and Test
Monitoring Well License Agreement has been reviewed and approved by the Office of
the County Attorney for legal sufficiency - JAB.
RECOMMENDATION: That the Board of County Commissioners, as Ex-Officio the
Governing Board of the Collier County Water-Sewer District:
1, Approve the attached Indemnification, Hold Harmless and Test Monitoring
Well License Agreement;
2, Authorize the Chairman to execute the Indemnification, Hold Harmless and
Test Monitoring Well License Agreement and any and all related County
Attorney's Office approved documents,
PREPARED BY: Marlene J, McLaughlin, Property Acquisition Specialist
Real Property Management/Facilities Management Department
Page 1 of2
Agenda Item No. 16C2
December 2, 2008
Page 3 of 11
COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS
Item Number:
Item Summary:
16C2
Meeting Date:
Recommendation to approve an Indemnification, Hold Harmless and Test Monitoring Well
license Agreement on an off-island vacant parcel owned by the City of Marco Island. at no
cost to the County, to be used to provide data for future wellfield alignment hydrogeological
testing, for the Southeast Regional Water Treatment Plant Wellfield Project, 70900.
12/2/2008 9:00'00 AM
Prepared By
Marlene McLaughlin
Property Acquisition Specialist
Date
Administrative Services
Real Estate Services
10/30/20089:34:09 AM
Approved By
Skip Camp, C.F.M.
Facilities Management Director
Date
Administrative Services
Facilities Management
11/3/200810:09 AM
Approved By
Phil E. Gramatges, P .E.
Sr. Project Manager
Date
Public Utilities
Public Utilities Engineering
11/7/20084:49 PM
Approved By
Thomas Wides
Operations Director
Date
Public Utilities
Public Utilities Operations
11/10/20084:58 PM
Approved By
Jennifer A. Belpedio
Assistant County Attorney
Date
County Attorney
County Attorney Office
11/10/20085:01 PM
Approved By
Alicia Abbott, E.!.
Project Manager
Date
Public Utilities
Public Utilities Engineering
11/13/20082:06 PM
Approved By
Toni A. Mott
Real Property Supervisor
Date
Administrative Services
Facilities Management
11/14/2008 1 :43 PM
Approved By
James W. DeLany
Public Utilities Administrator
Date
Public Utilities
Public Utilities Administration
11/14/20082:39 PM
Approved By
OMS Coordinator
OMS Coordinator
Date
County Manager's Office
Office of Management & Budget
11/17/20081:26 PM
file://C:\AgendaTest\Pxnort\ 117-Decemher%202.%20200R\ lli%?OCONSFNT%?OAGPN.. 11/?'i/?OOR
Page 2 of 2
Agenda Item No. 16C2
December 2, 2008
Page 4 of 11
Approved By
Susan Usher
Senior Management/Budget Analyst
Date
County Manager's Office
Office of Management & Budget
11/19/20083:37 PM
Approved By
Leo E. Ochs, Jr.
Deputy County Manager
Date
Board of County
Commissioners
County Manager's Office
11/19/20085:34 PM
file://C:\ArrendaTest\Exnort\ 117-Decemher%202.%20200R\ t 1i.%20rONSFNT%?OAGFN
110'iOOOR
_._.__,..._.._M~_'~'''''''_~''____'____
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Agenda Item No. 16C2
December 2, 2008
Page 5 of 11
INDEMNIFICATION
HOLD HARMLESS
AND
TEST MONITORING WELL LICENSE AGREEMENT
THIS INDEMNIFICATION, HOLD HARMLESS AND MONITORING WELL
LICENSE AGREEMENT (the "Agreement") executed by and between the BOARD OF
COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, AS THE
GOVERNING BODY OF COLLIER COUNTY AND AS EX-OFFICIO THE
GOVERNING BOARD OF THE COLLIER COUNTY WATER-SEWER DISTRICT,
("Indemnitor"), and the CITY OF MARCO ISLAND FLORIDA, a Florida municipal
corporation (the "Indemnitee").
Wherever used herein the terms "Indemnitor" and "Indemnitee" include all the parties to this
instrument and their respective heirs, legal representatives, successors or assigns.
RECITALS
WHEREAS, Indemnitor and Indemnitee are in the process of negotIatmg the
drilling/construction of, the maintenance of, and the scheduled observation/analysis of
test/monitoring wells on certain property owned by the City of Marco Island, as more
particularly described in the attached Exhibit "A" (the "Property"); and
WHEREAS, Indemnitor wishes to enter upon the Property for the sole purpose of the
drilling/construction of, the maintenance of, and the scheduled observation/analysis of
monitoring wells on the Property and Indemnitee has agreed to such testing (the "Testing");
and
WHEREAS, Indemnitor shall request authorization from the Indemnitee regarding the
location and number of the new test/monitoring wells to be constructed on the Property
before the start of the Testing on the Property,
NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10,00) and such
other valuable consideration the receipt and sufficiency of which is hereby acknowledged,
Indemnitor and Indemnitee agree:
I, Recitals. The parties acknowledge and agree that the Recitals above arc true and correct
and incorporated herein by this reference,
2. Access. Indemnitor shall have that period (the "Testing Period") which shall begin on
the date this Agreement is signed by the Indemnitee and end ten (l0) years thereafter,
",thin which to perform and conduct the Testing on the Property. The parties to this
Agreement reserve the right to extend the Agreement for additional time periods at a later
date, at the parties' mutual discretion. During the Testing Period, Indemnitor and
Indemnitor's agents, employees or representatives shall have full and complete access to
F:\.SE Wellficld.MiUcr Bcmlevard.Marco !'itt:\Coliier lndm Hold Hann Agr (Rev 5 12 {IS) (2).doc
Agenda Item No. 16C2
December 2, 2008
Page 6 of 11
the Property from and after the date hereof during business hours and upon at least
twenty-four (24) hours prior notice for the purpose of conducting the Testing,
Accordingly, Indemnitor agrees to conduct the Testing in a manner designed to minimize
disruption of Indemnitee's enjoyment and use of the Property, Indemnitor covenants that
it shall repair any damages to the Property caused by reason of such access at
Indemnitor's expense, Indemnitor shall promptly provide Indemnitee with true and
correct copies of any and all reports, studies and reviews reflecting and concerning the
results of the Testing,
3, Indemnification and Hold Hannless, Subject to the limitation set forth in 9168.28, Florida
Statutes, the Indemnitor shall indemnify, defend and hold hannless Indemnitee from and
against any liabilities whatsoever, occasioned wholly or in part by the negligence of the
Indemnitor or its employees, for injury to or death of person(s) and property damage
arising or resulting in connection with any activity associated with work or service under
this Agreement.
Upon completion of the Testing by Indemnitor or any termination of this Agreement, this
section and the obligations thereof shall not terminate but shall continue in full force and
effect, and be applicable to all Testing performed by Indemnitor prior to the date of such
termination,
4, Sell or Transfer of the Property, In the event that Indemnitee chooses to sell or transfer
the Property, the Agreement shall terminate no later than thiny (30) days following notice
of any such sale or transfer and Indemnitor shall forfeit all future Testing on the Property,
5, Temporarv License. The Indemnitee grants the Indemnitor a temporary license to enter
the Property to carry out the Testing, The temporary license to enter the Property is
limited by terms and conditions of this Agreement.
6, Miscellaneous Provisions.
a, Indemnitor and Indemnitee hereby acknowledge that they have fully reviewed this
Agreement and its attachments and have had the opportunity to consult with legal
counsel of their choice; have participated in the negotiating and drafting of this
Agreement and that this Agreement shall not be construed against any party as if
they were the drafter of this Agreement.
b, No modification of this Agreement shall be binding on Indemnitor or Indemnitee
wlless reduced to "Titing and signed by duly autllorized representative of the
Indemnitor and Indenmitee.
c, In the event a court of competent jurisdiction determines any sentence, provision,
paragraph or section of this Agreement to be null and void, the remaining parts of
this Agreement shall continue in full torce and effect as though such sentence,
provision, paragraph or section had been omitted from the Agreement.
d, This Agreement incorporates and includes all negotiations, correspondence,
conversations, agreements, or understanding applicable to the matters contained
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Agenda Item No. 16C2
December 2, 2008
Page 7 of 11
herein, and Indemnitor and the Indemnitee agree that there are no commitments,
warranties or understandings concerning the subject matter of this Agreement that
is not contained in this document. Accordingly, it is agreed that no deviation
from the terms hereof shall be predicated upon any prior representation or
agreements whether oral or written.
e. This Agreement shall be deemed to have been executed and entered into within
the State of Florida. Accordingly, any dispute arising hereunder shall be
governed, interpreted and construed according to the laws of the State of FIDrida,
Venue for any legal action initiated to interpret construe or enforce this
Agreement shall he in Collier County, Florida.
f. :'-10 delay or failure on the part of any party to exercise any right or remedy
accruing to such party upon the occurrence of an event of default or violation
shall affect any such right or remedy or be held to be an abandonment thereof or
preclude such party from the exercise thereof at any time during the continuation
of any event of default or violation, No waiver of a single event of default or
violation shall be deemed to be a waiver of any subsequent event of default or
violation.
g, All notices, demands, requests, consents, approvals, and other communications
(collectively, "Notices"), required or permitted to be given hereunder, shall he in
writing and sent by facsimile (or similar device) and by either: (i) registered or
certified air mail, postage prepaid, return receipt requested; or, (ii) special
delivery service (e,g, Federal Express, DHL, UPS, etc,); addressed to the party to
he so notified as follows:
If to Indemnitor:
Board of County Commissioners of Collier County and as Ex-
Officio the Governing Board of the Collier County Water-
Sewer District
c/o Collier County Real Property Management
3301 Tamiami Trail East
Naples, Florida 34112
Attention: Marlene 1. McLaughlin
Facsimile: (239) 252.8876
Telephone: (239) 252,8991
If to Indemnitee:
City of Marco Island
Public Works Department
50 Bald Eagle Drive
Marco Island, Florida 3415
Attention: Rony Joel, P,E" DEE,
Facsimile: (239) 389-4359
Telephone: (239) 389-5000
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Agenda Item No. 16C2
December 2, 2008
Page 8 of 11
Each Notice sent in accordance with the requirements of this section shall be
deemed effectively given upon actual receipt. Each person designated herein to
receive any Notice or a copy thereof may change the address at which, or the
person to whom, Notice or a copy thereof is to be delivered, by Notice given in
accordance with the requirements of this section.
h, The Agreement shall inure and be binding upon the parties hereto and their
respective successors and assigns,
[, The Indemnitor and Indemnitee hereby knowingly, voluntarily and intentionally
waive the right they may have to a trial by jury in respect of any litigation based
upon the Agreement or arising out of, under or in connection with any other
Agreement contemplated to be executed in conjunction herewith, or any course of
conduct, course of dealing, statements (whether verbal or written) or actions of
any party. This provision is a material inducement for the parties entering into
this Agreement.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement
on the respective dales under each signature.
AS TO INDEMl\"ITOR:
DATED:
ATTEST:
DWIGHT E, BROCK, Clerk
BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA, AS
THE GOVERNING BODY OF COLLIER
COUNTY AND AS EX-OFFICIO THE
GOVERNING BOARD OF THE COLLIER
COUNTY WATER-SEWER DISTRICT
BY:
Tom Henning, Chairman
, Deputy Clerk
APPROVED AS TO FORM AND
SLl'FICIENCY:
BY: _~c.u~- ~ Le;'::"
Jennifer A. Belpe '0,
Assistant COWlty Attorney
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Agenda Item No. 16C2
December 2, 2008
Page 9 of 11
AS TO INDEMNITEE:
DATED:
A TIEST:
CITY OF MARCO ISLAND,
a Florida municipal corporation
BY:
,City Manager
Laura Litzan, City Clerk
APPROVED AS TO FORM AND
SUFFICIENCY:
BY:
Alan L. Gabriel,
City Attorney
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EXHIBIT "A"
Agenda Item No. 16C2
December 2, 2008
Page 10 of 11
THE PROPERTY
The Southeast y, of Section 35, Township 50 South Range 27 East, CoIlier County, florida.
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