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1557 Seminole County Water InterconnectlyYq m UTILITY DEPARTMENT TRANSMITTAL MEMORANDUM To: C iT G L4k'I i RE: 3 - , 7 � j /_•/t' The item(s) noted below is /are attached and forwarded to your office for the following action(s): ❑ Development Order ❑ Final Plat (original mylars) ❑ Letter of Credit ❑ Maintenance Bond ❑ Ordinance ❑ Performance Bond ❑ Resolution Once completed, please: ❑ Return original ❑ Return copy Special Instructions: ❑ Mayor's signature ❑ Recording ❑ Rendering boo Safe keeping (Vault)� Please advise if you have any questions regarding the above. Thank you! From -2- /2 r/( 3 Date INTERLOCAL AGREEMENT BETWEEN CITY OF SANFORD AND SEMINOLE COUNTY FOR EMERGENCY INTERCONNECT WATER SERVICE THIS INTERLOCAL AGREEMENT is made and entered into this 14th day of February , 20 13 , by and between CITY OF SANFORD, a municipal corporation organized and existing under the laws of the state of Florida, whose address is 300 North Park Avenue, Sanford, Florida, 32771, hereinafter referred to as "CITY ", and SEMINOLE COUNTY, a political subdivision of the State of Florida, whose address is Seminole County Services Building, 1101 East First Street, Sanford, Florida 32771, hereinafter referred to as "COUNTY ". WITNESSETH: WHEREAS, CITY and COUNTY recognize the need for the mutual provision of wholesale water service to and from the water systems owned and operated by CITY and COUNTY, respectively, and more particularly described on Exhibit A, attached hereto and incorporated herein; and WHEREAS, the parties acknowledge that the mutual provision of said wholesale water service is needed through an emergency interconnect of the parties' potable water systems, NOW, THEREFORE, in consideration of the premises and of the mutual covenants and promises herein after contained, the parties hereby agree as follows: Section 1. Term. The term of this Agreement shall be for a period of twenty -five (25) years from the effective date hereof unless terminated earlier as provided in Section 5. This Agreement shall automatically renew for up to three (3) additional five (5) year periods unless CITY or COUNTY provides written notice to the other party of its intention to terminate, which Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 1 of 12 notice must be given at least one - hundred and eighty (180) days prior to the automatic date of renewal in the manner provided for hereinafter or as provided for in Section 2(b). Section 2. Communications. CITY and COUNTY recognize the need for proper notice and communication prior to activating and deactivating the emergency water supply and for operations and maintenance management. (a) Upon determination that emergency potable water service is required, the requesting entity must immediately verbally notify the providing entity that service is required and the nature of the emergency. As soon as possible thereafter, but in no event later than forty - eight (48) hours, the requesting entity shall provide a written request with reasons to the providing entity. (b) The requesting entity must notify the providing entity in writing within forty-eight (48) hours after commencement of the emergency services of the commencement date and the expected date of termination of the emergency services if it has not yet terminated such use. (c) All written notifications pursuant to this agreement shall be made by personal delivery, e-mail with return receipt or certified mail, return receipt requested, as follows: For CITY: Director or Designee City of Sanford Utility Department P.O. Box 1788 Sanford, Florida 32772 -1788 For COUNTY: Director or Designee Seminole County Environmental Service Department 500 West Lake Mary Boulevard Sanford Florida 32773 Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 2 of 12 (d) COUNTY and CITY shall maintain a current listing of contact persons with their phone numbers and/or email addresses who are available on a twenty -four (24) hours basis for verbal notification of emergency water service need. COUNTY and CITY agree to promptly respond to any request by requesting entity to commence the emergency service. (e) Following verbal notification of the need to the providing entity, a decision on authorization shall be made within one (1) hour of the request. If authorization has been given, it shall be the responsibility of the providing entity to take meter readings. Section 3. Payment. (a) Wholesale Water User Charges 1. COUNTY agrees to provide an emergency water supply for use by CITY in accordance with the terms and conditions herein for a charge of $1.60 per 1,000 gallons of water or current wholesale rate. COUNTY agrees to bill CITY monthly based upon the number of gallons of water which pass through the meter each month. CITY agrees to pay for all water transmitted to its transmission facilities from COUNTY's system at the aforementioned rates and agrees to make payment to COUNTY within forty -five (45) days from the date of COUNTY's bill. Failure to render payment as provided herein will be considered a default by CITY and shall be processed as shown in Section 5(b) herein. 2. CITY agrees to provide an emergency water supply for use by COUNTY in accordance with the terms and conditions herein for a charge of $2.08 per 1,000 gallons of water or the lowest available wholesale rate. CITY agrees to bill COUNTY monthly based upon the number of gallons of water which pass through the meter each month. COUNTY agrees to pay for all water transmitted to its transmission facilities from CITY's system at the aforementioned rates and agrees to make payments to CITY within forty-five (45) days from the Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 3 of 12 date of CITY's bill. Failure to render payment as provided herein will be considered a default by COUNTY and shall be processed as shown in Section 5 (b) herein. (b) Change of Rates In the event COUNTY or CITY, during the term of this Agreement, shall propose any new rate schedule or amended rate schedule, COUNTY or CITY shall notify the other party prior to the effective date thereof and substitute such rate schedule for the rate schedule in effect hereunder for wholesale service commencing with the next billing, period after the effective date. The intent of this Section is for disclosure only and shall not grant to either party any right to appeal any rate increase. However, a rate increase by either CITY or COUNTY shall allow the party not increasing its rate charged under this Agreement the right to terminate this Agreement upon sixty (60) days written notice to the other party, provided such termination notice is sent on or before thirty (30) days after the rate increase becomes effective. The parties hereby declare that the aforementioned rates are not in excess of the lowest rates available to any prospective wholesale service and agree that during this Agreement, both parties shall continue to be billed at the lowest available rate for equivalent wholesale service. Section 4. Connection, Maintenance and Water Quality. (a) Connection The design of the service connection is reflected on design and location drawings prepared by COUNTY and submitted and approved by CITY as shown on Exhibit B, attached hereto and incorporated herein. The parties shall comply with all applicable cross- connection control requirements. Such design and location drawings shall call for bi- directional emergency interconnect meters and such cross- connection control or similar devices as are deemed necessary by COUNTY. COUNTY shall properly design, permit and install the bi- directional emergency interconnect meters and associated devices and COUNTY shall pay all Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 4 of 12 costs of design, submission, site preparation, permitting, record drawings and installation of the aforementioned devices utilized. (b) Operation/Maintenance Title to the water from either party's system shall pass to the other party at the inlet flange of the meter. COUNTY and CITY shall be jointly and equally responsible for all testing requirements, maintenance, repair and replacement associated with the bi- directional emergency interconnect meters, backflow preventers and appurtenances at the point of each connection. The meters and backflow preventers shall be tested by COUNTY and CITY on an annual basis, or on a more stringent basis if required by regulatory agencies, and all associated test results shall be submitted to CITY and COUNTY. A meter accuracy of ninety- five percent (95 %) or greater shall be maintained. Any necessary repairs to the connection must be made within thirty (30) days unless otherwise approved by CITY and/or COUNTY. Each party shall be responsible for fifty percent (50 %) of the annual costs to test, maintain, repair or replace the devices utilized at the point of connection. (c) Water Quality Each party shall provide treated water to the other party as needed on an emergency basis at the point of connection of the bi- directional emergency interconnect meters owned by COUNTY and CITY, which treated water meets the water quality requirements of and in a manner consistent with rules of applicable regulatory agencies including the U.S. Environmental Protection Agency, the Florida Department of Environmental Protection and the Florida Department of Health. Section 5. No Representations or Warranties. The parties do not guarantee any certain amount of water supply to each other or that the supply of water furnished through the bi- directional emergency interconnect meters to the other party shall be free from interruption. Neither party shall be responsible for damages to the other party or any person whomsoever for Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 5 of 12 any failure to supply water or for any interruption in such service for supply, nor shall such interruption constitute a breach of this Agreement on the part of either party. Furthermore, the parties agree to and shall operate with the understanding that there shall be no obligation on the part of either COUNTY or CITY or their respective agents, assigns, employees or representatives for the following: (a) to deprive any customers of the desired water in order to partly or completely serve the other party; (b) to furnish, at any time, more or less water and/or water pressure than is available at such time at such main location; (c) to install or not to install to its water system any related equipment (for any reason) other than the equipment already available as of the date of execution of this Agreement; (d) to furnish water to the other party for flushing mains or individual service lines; (e) to furnish water to the other party during non- emergencies; (f) to take or refrain from taking any action other than the mere supply of wholesale water service subject to the covenants and restrictions set forth herein; or (g) to test, modify, maintain or repair their respective water system beyond the outlet flange of the bi- directional emergency interconnect meters to satisfy any regulatory agency requirement. Section 6. Early Termination. (a) Either CITY or COUNTY may terminate this Agreement prior to the expiration of the term or any renewal term by rendering to the other party one hundred eighty (18 0) days written notice of early termination. Further, either CITY or COUNTY may terminate this Agreement upon a rate increase by the other party as provided in Section 2(b). Notwithstanding Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 6 of 12 anything herein to the contrary, the governing body of either CITY or COUNTY may elect to terminate this Agreement prior to the beginning of any fiscal year due to non - appropriation of funds in the budget. (b) Should the authority of COUNTY or CITY to perform this Agreement become impaired or superseded by any other authority, or if COUNTY or CITY fails to perform each and every obligation hereunder taken on its part to be performed, then either CITY or COUNTY shall have the right immediately to discontinue performance of services hereunder; provided, however, that this right shall only be available after the party intending to discontinue services has provided the other party with written notice of the alleged violations of this Agreement and the other party has failed to cure such violations within thirty (30) days of receipt of such notice. Violations of the payment provisions of this Agreement shall be governed by the provisions of Section 2. Section 7. Disputes. (a) Any disputes concerning the interpretation, enforcement or default of the provisions of this Agreement shall be attempted to be resolved by CITY and COUNTY in mediation prior to commencement of litigation. A request for mediation shall be delivered in writing to the other party to this Agreement. Upon a request for mediation by either party, the parties shall within fifteen (15) days after the request for mediation is made, mutually appoint a mediator and schedule a mediation to be held within sixty (60) days after the request for mediation is made unless otherwise agreed to by the parties. The parties shall equally share the mediator's fee and any other mediation expenses. If litigation is commenced prior to conducting mediation, either party may, by motion to the court, obtain a temporary abatement of the litigation until mediation is held between CITY and COUNTY. Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 7 of 12 (b) Either party to this Agreement, in the event of or act of default by the other, shall have all remedies available to it under the laws of the State of Florida except as limited or waived by this Agreement including, but not limited to, injunction to prevent default or specific performance to enforce this Agreement subject to State law. In no event shall either party be liable to the other party for any indirect, incidental, special or consequential damages. Venue for any mediation or litigation pursuant to or arising from this Agreement shall be in Seminole County, Florida. (c) Nothing in this Agreement shall constitute a waiver of sovereign immunity by either party. (d) Each party shall be responsible for the actions, omissions, inactions and negligence of their own officials, employees, engineers, contractors and agents. Section 8. No Modifications Without Consent. Any proposed modification to either party's system that affects the bi- directional emergency interconnect meters and requires a Florida Department of Environmental Protection or similar agency permit, shall be submitted to the other party in conceptual drawing form. Each party shall have the right to approve or disapprove such proposed modification or to suggest changes thereto. Approval for system modifications by CITY or COUNTY shall not be unreasonably withheld, but no modification shall be made absent prior written approval by CITY or COUNTY. No additions, alterations or variations of this Agreement shall be valid unless such additions, alterations or variations are expressly set forth in writing and duly signed by the parties. Section 9. Disconnection. Upon expiration or termination of this Agreement, COUNTY shall promptly disconnect the bi- directional emergency interconnect meters and related devices and restore CITY's and COUNTY's water systems to properly operate without said bi- Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 8 of 12 directional emergency interconnect meters, including obtaining any necessary permits for such; provided however, that each party shall be responsible for fifty percent (50 %) of the actual out- of- pocket cost of such disconnection and restoration. This Section shall survive expiration and termination of this Agreement. Section 10. Successors and Assigns. This Agreement shall be binding upon the successors and assigns of the respective parties hereto but shall not be assigned, in part or whole, by COUNTY or CITY without first obtaining the written approval of the other party. Section 11. Right of Inspection. Each party hereby guarantees to the other party the right, at all reasonable times and at any time during an emergency, by its duly authorized agents or employees, to enter the premises of their water systems for inspection purposes and for the purpose of repairing, maintaining or removing any property owned by the entering party. Section 12. Disclaimer of Third Party Beneficiaries. This Agreement is solely for the benefit of the formal parties hereto and no right or cause of action shall accrue upon or by reason hereof to or for the benefit of any third party not a formal party hereto. Section 13. Waiver of Rights. Any waiver at any time by CITY or COUNTY of their rights with respect to a default or any other matter arising in connection with this Agreement shall not be deemed to be a waiver with respect to any other default or matter or similar or different or prior or subsequent. Section 14. Prior Agreements. Any and all prior agreements written or oral as may exist relating to the provision of wholesale water service between the parties water systems through the bi- directional emergency interconnect meters set forth in Exhibit B are hereby void and of no further force and effect. This Agreement constitutes the full and complete agreement and Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 9of12 understanding of the parties as to the provision of wholesale water service between the parties water systems through the bi- directional emergency interconnect meters set forth in Exhibit B. Section 15. Effective Date/Time of the Essence. The Effective Date of this Agreement shall be the date when the last of the parties has executed this Agreement. Time is hereby declared of the essence to the lawful performance of the duties and obligations contained in this Agreement. Section 16. Applicable Law. This Agreement and the provisions contained herein shall be construed, controlled and interpreted according to the laws of the State of Florida. Section 17. Severability. Any provision of this Agreement which is prohibited or unenforceable under any law shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or provided the rights and obligations of the parties hereto are not materially prejudiced and the intentions of the parties can continue to be effected. Section 18. Force Majeure. Neither party shall be in default of the terms hereof if such action is due to a natural calamity or similar causes beyond the control of such party. Section 19. Notices. Any notice to be given by CITY or COUNTY to the other shall be sent either by hand delivery, registered or certified mail to the respective addresses shown below. Either party may change its notice address by giving proper written notice to the other as provided herein: For CITY: City of Sanford Atta: Utility Director P.O. Box 1788 Sanford, Florida 32772 -1788 Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 10 of 12 For COUNTY: Seminole County Seminole County Services Building 1101 East First Street Sanford, Florida 32771 With a copy to: Director or designee Seminole County Environmental Services Department 500 West Lake Mary Boulevard Sanford, Florida 32773 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers as of the day and vear first written above. ATTEST: JAN DOUGARTY, C y Clerk Approved as to form and legality: WILLIAM L. COLBERT, Esquire City Attorney [The balance of this page is left intentionally blank Attestations continued on following page.] Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 11 of 12 ATTEST: MYCYAMNE MORSE Clerk to the Board of County Commissioners of Seminole County, Florida. BOARD OF COUNTY COMMISSIONERS SEMINOLE COUNTY A By: ROB AT DALLARI, airman Date: ,=-)-/%y/� 3 For the use and reliance of As authorized for execution by the Board of County Seminole County only. Commissioners at its February 12 2C 13 regular meeting. Approved as to form and legal sufficiency. County Attorney / AEC/Ipk 10/25/12 11/19/12 1/4/13 PAUses\IkennedyNy Documents\Environmental Services 9- 2012 \Sanford Emergency Interconnect.docx Attachments: Exhibit A - Water Systems Exhibit B - Design and Location Drawings Interlocal Agreement between City of Sanford and Seminole County for Emergency Interconnect Water Service Page 12 of 12 CITY OF SANFORD INTERCONNECT DETAIL 1.c.� �,., ,.; _:.�•, PLAN TWO WAY D INT ERCONNECT W/ 6" METER • I SEMI COUN LOW I I I EXHIBIT "B"