1995-11
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MAa.¡ TO SHOW CHANGES
3-5-9.1-
AGREEMENT FOR SALE AND PURCHASE
OF UTILITY SYSTEM
THIS AGREEMENT, made this
ZI
day of
M~
,1995
by and between LAKE HILLS UTILITIES, INC., a Florida corporation
("LHU"), whose address is P. O. Box 3873, Longwood, Florida 32791,
and the CITY OF CLERMONT, a municipal corporation of the State of
Florida (the "City"), whose address is P. O. Box 120219, Clermont,
Florida 34712-0219;
WITNESSETH:
WHEREAS,
LHU
is
the
owner
of
a
water
treatment
and
distribution system in Lake County, Florida, which serves customers
in the Greater Hills and Greater Pines subdivisions east of and
adjacent to the City; and
WHEREAS,
the City wishes to buy LHU's water treatment and
distribution system from LHU, and LHU wishes to sell the same to
the City, all on the terms and conditions contained herein.
NOW THEREFORE, in consideration of the premises hereof, the
parties hereto agree as follows:
ARTICLE I
DEFINITIONS
1.
Definitions:
When the following-listed words, phrases and
terms are used in this Agreement, they shall have the meaning set
forth in this paragraph.
A.
"Agreement" shall mean this Agreement between LHU
and the City.
B.
II City" shall mean the City of Clermont, a Florida
municipal corporation.
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C.
"City's Systems" shall mean the water treatment and
distribution systems now or hereafter owned and operated by the
City.
D.
"Closing" shall mean the Closing hereunder for the
sale and purchase of the LHU System.
E.
"Closing Date"
shall mean the date on which the
Closing of the LHU System is conducted.
F.
"Commercial
Property"
shall
mean
that
certain
undeveloped tract of land on Highway 50, at the entrance to the
Greater Hills Subdivision,
in Lake County, Florida, which is the
commercial property zoned as part of the Greater Hills Subdivision.
G.
"Easements" shall mean those easements described in
the platted sections of Greater Hills and Greater Pines, as well as
all other easements which are used and useful in the operation of
the System.
H.
"Greater" shall mean The Greater Construction Corp. ,
a Florida corporation, which is the developer and home builder of
the Greater Hills and Greater pines Subdivisions.
1.
"Greater Hills and Greater Pines Developed Lots"
shall mean the completed single-family lots in the platted sections
of the Greater Hills Subdivision, which include <those lots in the
recorded Plats of> Greater Hills,
Phases 1 through 5,
and the
platted sections of the Greater Pines Subdivision, which include
<those lots in the recorded Plats of Greater Pines> Phases 1 and 2,
which are vacant or on whicQthere qre houses built or ho~ses are
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J.
"Greater Hills Subdivision" shall mean that certain
PUD in Lake County north of State Road 50 consisting of several
phases, which contains the Greater Hills Developed Lots and the
Greater
Hills
Undeveloped
Lots,
and
which
also
contains
the
Commercial
Property.
The
Greater
Hills
Subdivision
is
more
particularly described in Schedule "A" attached hereto.
K.
"Greater Hills Undeveloped Lots" shall mean the
approximately two hundred and twenty-five (225) lots in the Greater
Hills subdivision which have not been platted or completed, and on
which no houses have been constructed.
L.
"Greater pines subdivision" shall mean that certain
single-family Subdivision in Lake County on Hancock Road, south of
State Road 50,
which at this time contains the Greater Pines
Developed Lots and the Greater pines Undeveloped Lots.
The Greater
Pines Subdivision is more particularly described in Schedule "B"
attached hereto.
M.
"Greater Pines Undeveloped Lots"
shall mean the
three hundred and fifty (350)
single-family lots in the Greater
pines Subdivision which have not been platted or completed, and on
which no houses have been constructed.
N.
"Guaranteed Capacity" shall mean the capacity that
the City agrees,
and shall be obligated,
to make available,
on
demand, through the existing or expanded LHU System, or the City's
systems,
in
order
to
provide
water
service
to
imp~ovements
hereafter
constructed
in
the
Greater Hills
and Greater
pines
Subdivisions,
including
the
Greater
Hills
and
Greater
Pines
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Developed Lots, Undeveloped Lots and the Commercial Property, and
to meet the obligations of the Utility Agreements which the City is
assuming hereunder, in such amounts of capacity as are required to
fully serve such improvements and developments by the State of
Florida and any agency, department or subdivision thereof, as the
same may be from time to time.
o.
"LHU"
shall mean Lake Hills Utilities,
Inc. ,
a
Florida corporation.
P.
"LHU Customers" shall mean all water customers of
LHU to whom LHU is providing water service now, and those to whom
it shall be providing service at the time of closing.
Q.
"LHU System" shall mean the LHU water treatment and
distribution system which serves the Greater Hills and Greater
pines Subdivisions, including, but not limited to, the Utility Real
Property,
the Easements,
meters,
connections,
customers,
wells,
pumps, pumping stations, hydrants, raw water lines, storage tanks,
treatment facilities, lines, mains, distribution facilities, plants
and all tangible personal property owned by LHU, which is used and
useful
in providing water service
to
its
existing and future
customers.
The LHU System is generally described in Schedule "C"
attached hereto.
R.
"Plant Site" shall mean the tract of real property
being sold to the City hereunder as part of the LHU System on which
the water treatment and distribution plant is located.
S.
"Purchase Price" shall mean the price that the City
agrees to pay, and LHU agrees to accept, with respect to the sale
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and purchase of the LHU System.
T.
"Title
Insurance Policy"
shall mean the owner's
title insurance policy insuring the title to the Utility Real
Property which shall be delivered by LHU to the City at closing
hereunder.
u.
"Utility Agreement (s) "
shall mean those
certain
agreements between LHU and developers, including Greater, pursuant
to which LHU provides water service, which are described in and
attached as Schedule "D" hereto.
v.
"Utility Real Property" shall mean the Well Sites
and
the
Plant
Site
which are
more
particularly described
in
Schedule "E" attached hereto.
W.
,
"Water Connection Fees" shall mean all sums of money
assessed or charged by the City, including, but not limited to,
impact
fees,
tap-in fees and connection charges,
to permi t
a
customer to connect an improved residential or commercial property
to the City's Systems, and to receive water service from the City
upon the further payment to the City of monthly service charges.
x.
"Well Sites" shall mean those tracts of real property
being sold to the City hereunder as part of the LHU System which
have the wells which provide the water to the LHU System.
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ARTICLE II
SALE OF SYSTEM AND PURCHASE PRICE
1.
Sale and Purchase.
LHU hereby agrees to sell the LHU
System to the City, and the City hereby agrees to purchase the LHU
System from LHU,
on the terms and conditions contained in this
Agreement.
2.
Purchase Price.
The Purchase Price shall be ONE MILLION
<FIVE>
<FOUR>
HUNDRED
<SEVENTY-FIVE>
THOUSAND
DOLLARS
«$1,500,000»«$1.475.000».
The entire Purchase Price, subject
to prorations and adjustments described herein, shall be paid by
the City to LHU at Closing hereunder in cash, by cashier's check,
or by other funds acceptable to LHU.
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ARTICLE III
CLQS ING 1/.(11' ~
within 45 days
on April 15, 19~5 at ten
TRANSFER OF SYSTEM AND
1.
Closinq.
The Closing shall be
o'clock a.m. at the offices of Lowndes, Drosdick, Doster, Kantor &
Reed,
P.A. ,
215 North Eola Drive, Orlando, Florida 32801, or at
such other time or place as may be mutually agreed to by the
parties
hereto.
The
possession
of
the
LHU
System
shall
be
transferred to the City at Closing.
2.
Documents Prior to Closinq.
On or before fifteen (15)
days
from the date hereof,
LHU shall deliver to the City the
following:
A.
A title insurance commitment agreeing to issue the
Title Insurance Policy to the City at Closing hereunder.
The Title
'Insurance Policy shall insure that the City is the fee simple owner
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of the Utility Real Property,
free and clear of all liens and
encumbrances,
except
for taxes for the year of
sale with the
printed exceptions contained in the standard title insurance policy
deleted.
If the title insurance commitment contains defects which
cause the title to the Utility Real Property to be unmarketable,
which are not removed by the time of Closing, the City shall not be
obligated to
thereupon be
hereunder.
B.
close
hereunder,
and
the
parties
hereto
shall
relieved
from
all
obligations
and
liabilities
A Survey of
the Utility Real
Property and the
Easements, prepared by a Registered Florida Surveyor, showing no
encroachments,
defects or title problems.
The Survey shall be
performed within ninety (90) 'days before the Closing Date, shall
meet the minimum standards for surveying required by the Department
of Professional Regulation and shall be certified to the title
insurer and the City by a registered Florida Surveyor.
C.
A complete list of the names and addresses of all
LHU Customers,
the amounts of their deposits and their billing
history for the past year.
3.
Documents at Closinq.
At Closing, against payment by the
Ci ty the Purchase Price,
LHU shall deliver to the City
(1.)
a
Special Warranty Deed conveying the Utility Real Property to the
City, free and clear of liens or encumbrances, (2) an Assignment to
the City assigning the Easements,
(3) a Bill of Sale conv~ying and
transferring the LHU System to the City free and clear of liens or
encumbrances,
(4 )
the Title Insurance Policy, and (5)
owners of
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affidavits as required by the title insurance company issuing the
Title Insurance Policy.
4.
Customer Deposits.
LHU shall also transfer all of the
LHU Customer deposits to the City and the City shall assume the
liability therefor to the LHU Customers.
The City shall notify the
LHU Customers of the sale immediately after Closing.
5.
Public Service Commission.
Prior to and after Closing,
the parties shall do all things reasonably necessary to obtain such
approvals of this transaction as may be required by the Florida
Public Service Commission.
<This includes abolishinq the current
PSC franchise area of Lake Hills Utilities.
In addition. Greater
Hills. Lake Hills Utilities or any affiliates must aqree not to
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compete with the City's utilities within the City's adopted service
area.>
6.
Closinq
Costs
and
Prorations.
LHU
shall
pay
the
documentary stamps on the Special Warranty Deed and shall pay for
the Title Insurance Policy.
The City shall pay for recording the
Deed
and
the
Bill
of
Sale.
The
real
estate
taxes
and
the
intangible personal property taxes on the Utility Real Property
shall be prorated as of the Closing Date.
7.
Allocation of Purchase Price.
The parties agree that the
allocation of the Purchase Price to the assets being sold hereunder
for all purposes, including, but not limited to, determining the
documentary
stamps
on
the
Deed
and
the
amount
of
the
Title
Insurance Policy, shall be as follows: the amount of ONE MILLION
TWO HUNDRED THOUSAND DOLLARS ($1,200,000) shall be allocated to the
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Utility Real Property and the real improvements thereon, and the
balance of the Purchase Price shall be allocated to the balance of
the LHU System.
8.
Accounts
Payable.
All
utility
charges
(including
electric power bills) shall be prorated and adjusted at Closing.
LHU shall be responsible for and shall pay all accounts payable
with respect to the LHU system accruing prior to the Closing Date,
and the City shall be responsible for and shall pay all accounts
payable with respect to the LHU System accruing on and after the
Closing Date.
9.
Unbilled Amounts.
The amounts due for water services,
rendered to the LHU Customers by LHU from the date of the last
billing prior to the Closing Date until and including the day prior
to the Closing Date, estimated on the basis of the last billing,
shall be paid to LHU by the City at Closing.
10.
Accounts Receivable.
The accounts receivable for utility
services rendered prior to the Closing Date shall belong to LHU,
and
the
City
shall
use
its
best
efforts
to
aid LHU
in
the
collection of these receivables, including disconnecting customers
who fail to pay after reasonable notice; provided, however,
the
City shall have no duty to take affirmative action to collect such
accounts and shall not discontinue service to aid such collection
unless LHU shall agree to indemnify and hold the City harmless for
any damages to which the City might be exposed as a result of such
discontinuance of service.
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ARTICLE IV
REPRESENTATIONS, WARRANTIES AND INDEMNIFICATION
1.
LHU's Representations and Warranties.
LHU, to the best
of its knowledge and belief, hereby represents and warrants to the
City as follows:
A.
LHU has been organized under the laws of the State
of Florida, validly exists and is in good standing in the State of
Florida.
B.
The execution and delivery of this Agreement by LHU
and the consummation by LHU of the transactions contemplated herein
have been duly authorized by all requisite corporate action and
such due authorization will remain in full force and effect on the
Closing Date.
C.
As of the Closing Date, LHU will be the lawful owner
of the LHU System and may lawfully sell the LHU System and convey
good and marketable title thereto to the City.
D.
There are no other agreements or obligations which
encumber the LHU System or which would impose any obligation after
the Closing Date on the City other than those disclosed herein.
There are no service commitments or reservations of capacity other
than those disclosed herein.
E.
LHU has maintained its records in accordance with
all applicable requirements of Florida law.
All reports required
by law to be filed have been and will be as of the Clo~ing Date
timely filed.
There are no other records or reports relating to
the systems, permits, service interruptions, accidents, complaints,
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customer accounts, engineering or environmental matters maintained
or required to be maintained other than those which LHU has made or
will make available to the City for inspection.
All files, records
and reports shall be made available to the City for inspection and
copying upon request.
<Existinq as-built drawinqs of the system
shall be furnished to the City.>
F.
There are no outstanding,
pending or threatened
suits
or
claims
and
no
outstanding,
pending
or
threatened
regulatory proceedings against, by or affecting LHU in any court or
before
any governmental
agency which might
have
a materially
adverse affect on this transaction or the LHU System.
G.
If, prior to the Closing Date, any event shall occur
relating
to
or
affecting
the
LHU
System
or
the
transaction
contemplated by this Agreement which might result in an adverse
change of condition of a material nature, LHU will promptly notify
the City in writing of circumstances and details of such event.
H.
LHU has the right to use the Easements and rights-
of-way, necessary to operate and maintain the LHU System, and for
the
parts
located
in
public
rights-of-way,
LHU
has
obtained
necessary approvals from appropriate governmental agencies.
<All
easements. riqhts of way and approvals shall be assiqned to the
City.>
I.
LHU does not know of any existing defects in the
physical condition of the LHU System which would material~y impair
its operation or value, and if LHU shall learn of any such defects
prior to Closing, it shall advise the City in writing of the extent
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and nature of such defects.
This is the only representation or
warranty, express or implied, that LHU shall make with respect to
the physical condition of the LHU System in connection with this
sale and purchase.
2.
LHU's Indemnification.
LHU hereby agrees to save and
hold the City harmless from, and to indemnify the City against, any
and
all
losses
or
damages
(including,
but
not
limited
to,
attorney's fees) suffered by the City resulting from any breach of
this Agreement or any breach of the representations or warranties
made by LHU in this Agreement.
Notwithstanding the foregoing, in
the event there shall be a breach of the foregoing representations
and warranties by LHU which is known to the City at or before the
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time of Closing hereunder, City's sole remedy hereunder for such
known breach shall be to not close hereunder and terminate this
Agreement.
In
any
event,
the
foregoing
representations
and
warranties shall expire one (1) year from the date of Closing.
3.
The City's Representations and Warranties.
The City, to
the best of its knowledge and belief,
represents, warrants and
agrees with LHU as follows:
A.
The execution and delivery of this Agreement by the
City
and
the
consummation
by
the
city
of
the
transactions
contemplated herein have been duly authorized by all requisite
municipal actions, and such authority shall remain in full force
and effect until all such transactions have been complet~d.
B.
The City has or will have inspected the physical
.conditions of the LHU System prior to the Closing Date, and that in
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purchasing the System it shall rely solely on this inspection and
on
the
representations
and
warranties
of 'LHU
regarding
the
condition of the System contained in Paragraph IV.l.I.
c.
The
City
will
purchase
the
LHU
System
in
the
condition it is in at the time of Closing,
including any latent
defects
related
thereto,
and
the
City
shall
not
hold
LHU
responsible or liable for or on account of any defects or failures
occurring or being discovered in the LHU System after Closing,
except for those defects or failures for which LHU had actual
knowledge and failed to disclose to the City prior to Closing.
4.
City's Indemnification.
The City hereby agrees to save
and hold LHU harmless from, and to indemnify LHU against, any and
all losses or damages (including, but not limited to, attorney's
fees) suffered by LHU resulting from any breach of this Agreement,
or any breach of the representations or warranties made by the City
in this Agreement.
Notwithstanding the foregoing,
in the event
there
shall be
a breach of
the
foregoing representations
and
warranties by the City which is known to LHU at or before the time
of Closing hereunder, LHU's sole remedy hereunder for such known
breach
shall
be
to
not
close
hereunder
and
terminate
this
Agreement.
In
any
event,
the
foregoing
representations
and
warranties shall expire one (1) year from the date of Closing.
ARTICLE V
GUARANTEED CAPACITY
1.
Utility Aqreements.
The
City hereby
assumes
LHU's
obligations under the Utility Agreements,
and agrees to provide
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Guaranteed Capacity to the real property described in the Utility
Agreements under the terms and conditions contained in the Utility
Agreements.
With respect to the Utility Agreement between LHU and
Lake Equity Associates, Inc., Lake Equity Associates, Inc. has paid
for approximately fifty-eight (58)
single-family connections for
the lots to be developed in the proposed Arrowhead Subdivision
which it owns,
and the City agrees to provide fifty-eight
(58)
connections without charge or fee therefor.
With respect to the
Utility Agreements between LHU and Greater, the City's obligations
with respect to fees and charges are described in Paragraph 2
below.
2.
Service to Developed Lots.
The City agrees to provide
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Guaranteed Capacity and water service from the LHU System to the
Greater Hills Developed Lots and the Greater Pines Developed Lots
upon the request therefor by Greater.
The City recognizes and
agrees that Greater has paid all of the Water Connection Fees or
other charges due or to become due with respect to the Greater
Hills Developed Lots and the Greater Pines Developed Lots.
The
City hereby agrees that it will not charge any Water Connection
Fees to Greater with respect to providing Guaranteed Capacity and
water service to the Greater Hills Developed Lots and the Greater
Pines Developed Lots.
The City will only charge monthly service
charges for services rendered.
3.
Service to Undeveloped Lots.
The City agrees t~ provide
Guaranteed Capacity and water service
from the
<LlIU> <City's>
system to the Greater Hills Undeveloped Lots and the Greater Pines
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Undeveloped Lots <upon requeot therefor by Creù.ter~ <within six (6)
months after Greater shall make written request for such services,
but not before the off-site and on-site improvements described in
Schedule liD" are completed>.
The City will charge Water Connection
Fees for the Greater Hills and Greater Pines Undeveloped Lots in
accordance with the City's standard practice therefor in the same
amounts which the City charges its other water customers who are
similarly
situated.
<It
is
understood
that
improvements
and
expansion of the system may require ad;ustment of the connection
(impact) fees.>
4.
Guaranteed Capacity.
The City recognizes and agrees that
the LHU System has limited capacity, and the City agrees it will
increase <thio~ <the City's> 'capacity, from time to time, in order
to provide the Guaranteed Capacity and water service to the Greater
Hills and Greater pines Developed Lots, Undeveloped Lots and the
Commercial Property, and to meet and satisfy the obligations of the
Utility Agreements.
The City agrees to provide Guaranteed Capacity
to these customers when the same is requested thereby.
During any
period
of
time
in
which
the
City
is
unable
to
provide
all
Guaranteed Capacity, which has been requested, in accordance with
this Article V,
it will not provide any new or additional water
service
to
any
customer
not
entitled
to
Guaranteed
Capacity
hereunder,
and
all
of
its
available
capacity
shall
be
used
exclusively for the requested Guaranteed Capacity.
Moreover, the
City will expand the <LIIU> <City's> System, from time to time, to
'increase its capacity to have capacity readily available to provide
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the Guaranteed Capacity.
< In ~ny event, the City oh~ll provide
the Cu~r~nteed C~p~city no l~ter th~n ninety (90) d~yo ~fter the
reque~t therefor.>
5.
Annexation to the City.
The City agrees to provide
Guaranteed Capacity and water service to the Greater Hills and
Greater Pines Subdivisions, and to meet its obligations under the
Utility Agreements, notwithstanding the fact that the properties to
be served are not within the City limits of the City.
The City
shall not impose as a condition to service that these properties be
annexed to, or be incorporated in, the City.
6.
Remedies.
The assumption by the City of the Utility
Agreement and the other provisions of this Article are integral
portions of this Agreement.
Failure of the City to carry out the
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provisions of this Article would cause irreparable harm to LHU and
to Greater, and to the parties to the Utility Agreements, which
would be difficult, if not impossible, to quantify.
Therefore, the
City agrees that in addition to such other remedies as may be
available to them at either equity or law, either LHU or Greater
shall have the right to seek specific performance of the City's
obligations hereunder.
ARTICLE VI
GENERAL CONDITIONS
1.
Survival.
This Agreement
shall
survive
the Closing
hereunder and the agreements and obligations herein contained shall
remain in full force and effect for a period of one (1) year after
the Closing Date.
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2.
Time of Essence.
Time is hereby made of the essence of
this Agreement.
This Agreement may not be assigned by either party
hereto without the written consent of the non-assigning party.
Said consent may be withheld without reason.
3.
Notices.
Notices or payments required to be made under
the terms of this Agreement shall be delivered to the parties at
the respective addresses:
LHU:
Lake Hills Utilities, Inc.
Post Office Box 3873
Longwood, Florida 32791
Attention: Mr. Lester N. Mandell
with a copy to:
John F. Lowndes, Esquire
Lowndes, Drosdick, Doster,
& Reed, P.A.
P. O. Box 2809
Orlando, Florida 32802
Kantor
City:
City of Clermont
Clermont City Hall
P. O. Box 120219
Clermont, Florida 34712-0219
Attention: Mayor Robert Pool
Any notices or payments required or permitted hereunder shall
be considered properly made if in writing and mailed by United
States Mail, postage prepaid, to the addresses set forth above.
4.
Litiqation Expenses.
In the event of litigation between
the parties
hereto
arising out
of,
or with respect
to,
this
Agreement,
the
prevailing
Party
in
such
litigation
shall
be
entitled to recover from the party not prevailing therein the
prevailing party's reasonable expenses, costs and attorney fees at
both the trial and appellate levels.
5.
Offer and Acceptance.
This Agreement has been executed
by LHU ,
and until
it has been executed by the City it shall
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constitute an offer by LHU which may be withdrawn at any time.
Upon the acceptance and execution hereof by the City,
and the
delivery of a fully executed counterpart hereof by the City to LHU,
this Agreement shall become a binding agreement upon all parties
hereto. In the event that this Agreement is not accepted, ~*~cuted
!YIlt rc:: h 2~ /995' 1f.1I.f! y~
and delivered by the City on or before Fobruary 10, 19~~, the offer
contained herein shall automatically expire and be of no further
force and effect.
IN WITNESS WHEREOF,
the parties hereto have caused this
Agreement
xecuted the day and year first above written.
LAKE
CITY OF CLERMONT, FLORIDA
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BY:'~ a ¡!J~
Robert Pool, Mayor
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SCHEDULE "A"
to Agreement for Sale and Purchase
of Utility System by and between
Lake Hills Utilities, Inc. and
the City of Clermont, Florida
TRACT I:
The Southeast 1/4 of the Northeast 1/4 and the North 1/2 of the
Southeast 1/4 of Section 22, Township 22 South, Range 26 East,
Lake County, Florida.
TRACT II:
The Southwest 1/4 of the Northeast 1/4 of Section 22, Township 22
South, Range 26 East, Lake County, Florida.
Tract III:
/
,
All that part of the Southwest 1/4 of the Southwest 1/4 of the
Southeast 1/4 of Section 15, Township 22 South, Range 26 East:
and all that part of the North 1/2 of the Northeast 1/4 of
Section 22, Township 22 South, Range 26 East lying South of the
Right-of-Way of existing highway, being also described as East
Clermont Subdivision, according to the Plat thereof recorded in
Plat Book 8, Page 73, Public Records of Lake County, Florida.
Tract IV:
The Southwest 1/4 of the Southeast 1/4 lying East of the existing
Railroad Right-of-Way and the Southeast 1/4 of the Southeast 1/4,
all in Section 22, Township 22 South, Range 26 East, Lake County,
Florida.
Tract V:
A tract of land being a portion of Section 27, Township 22 South,
Range 26 East, Lake County, Florida, being more particularly
described as follows: Commence at the Northeast corner of
Section 27: thence North 88°48'21" West along the North line of
Section 27 for a distance of 1272.09 feet to the Point of
Beginning: thence South 00°34 '10" West along a line 34.15 feet
East of and parallel to the West line of the Northeast 1/4 of the
Northeast 1/4 of Section 27, a distance of 1154.16 feet, more or
less, to a point on the North Right-of-Way of State Road ISO:
thence West along the North Right-of-Way of State Road ISO for a
distance of 600.03 feet: thence North 00°34'10. East along a line
565.85 feet West of and parallel to the West line of the
Northeast 1/4 of the Northeast 1/4 of Sectio~ 27 for a distance
of 1155.74 feet, more or less, to a point on the North line of
the Northeast 1/4 of Section 27: thence South 88°48'21" East
along the North line of the Northeast 1/4 of Section 27 for a
distance of 600.00 feet, more or less, to the Point of
Beginning. Containing 15.91 acres, more or less.
Total Acres: 312.7+
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SCHEDULE "B"
to Agreement for Sale and Purchase
of Utility System by and between
Lake Hills Utilities, Inc. and
the City of Clermont, Florida
Begin at the Northeast corner of Section 33, Township 22 South,
Range 26 East, Lake County, Florida: Thence S.00830' 14"E.' along the
Easterly boundary of said Section 33, and the centerline of Hancock
Road (3-1254), a distance of 2537.34 feet to the Southeast corner of
the Northeast 1/4 of said Section 33, thence S.89.38'32"W. aJ.ong the
South boundary of the said Northeast 1/4, a distance of 2631.87 feet
to the Southeast corner of Tract 28, POSTAL COLONY COMPANY plat of
Section 33, Township 22 South, Range 26 East, as recorded in Plat
Book 9, Page 65, Public Records of Lake County, Flor1.da: thence
NOO.10'04"W. along the Easterly boundary of said Tract 28, a
distance of 621.58 feet to the Northeast corner of said Tract 28:
thence N.89845'31"W. along the North boundary of said Tract 28, a
distance of 14.58 feet to a point on the Westerly boundary of the
Northeast 1/4 of said Section 33: thence NOO.34'43"W. along said
Westerly boundary, a distance of 7.37 feet to the Southeast corner
of the Northeast 1/4 of the Southeast 1/4 of the Northwest 1/4 of
said Section 33: thence S.89835'58"W. along the Southerly boundary
of said Northeast 1/4 of the Southeast 1/4 of the Northwest 1/4, a
distance of 657.69 feet to the Southwest corner of said Northeast
1/4 of the Southeast 1/4 of the Northwest 1/4: thence NO0829'46"W.
along the Westerly boundary of said Northeast 1/4 of the Southeast
1/4 of the Northwest 1/4, a distance of 628.61 feet to the South
boundary of Tract 11, said POSTAL COLONY Subdivision: thence
N89.33'22"E. aJ.ong the said South boundary, a distance of 13.82 feet
to the Southeast corner of said Tract 11: thence NO08O9'47"W. along
the East boundary of said Tract 11, a distance of 622.37 feet to the
Northeast corner of said Tract 11: thence S.89.38'33"W. along the
North boundary of said Tract 11, a distance of 662.06 feet to the
Northwest corner of said Tract 11: thence N.008O9'31"W. 114.45 feet:
thence S89.52'13"W. 667.54 feet to a point on the Westerly boundary
of the Northeast 1/4 of the Northwest 1/4 of the Northwest 1/4 of
Section 33: thence N.00.19'37"W. along said Westerly boundary, a
distance of 513.76 feet to the Southwest corner of Tract 58, LAKE
HIGHLAND'S COMPANY plat of Section 28, Township 22 South, Range 26
East, recorded in Plat Book 2, Page 28, Public Records of Lake
County, Florida: thence N.89828'09"E. along the Southerly boundary
of said Tract 58, a distance of 50.38 feet: thence departing said
Southerly boundary, run N.32.54'34"E. 42.44 feet: thence
N.83.01'03"E. 269.90 feet: thence N.578O4'33"E. 165.20 feet: thence
N.13802'57"W. 114.60 feet thence N.02837'57"W. 93.00 feet: thence N.
00827'33"E. 304.26 feet to the Southerly boundary of Tract 55, said
LAKE HIGHLAND'S COMPANY Plat: thence N.89827'04"E. along the
Southerly boundary of Tracts 55, 54 and 53, said LAKE HIGHLAND'S
COMPANY Plat, a distance of 1514.72 feet to the Southwest corner of
Tract 52, said LAKE HIGHLAND'S COMPANY Plat: thence N.8g814'42"E.
along the Southerly boundary of Tracts 52 and 51, said LAKE
HIGHLAND'S COMPANY Plat, a distance of 1321.16 feet to the Southeast
corner of Tract 51: thence N.008O3'14"E. along the East boundary of
Tracts 51 and 46, said LAKE HIGHLAND'S COMPANY Plat, a distance of
1324.99 feet to the Southwest corner of Tract 34, said LAKE
HIGHLAND'S COMPANY Plat: thence N.8g821'27"E. along th~ Southerly
boundary of Tracts 34 and 33. said LAKE HIGHLAND'S COMPANY Plat, a
distance of 1318.20 feet to the Southeast corner of said Tract 33,
and a point on the Easterly boundary of the aforesaid Section 28 and
the centerline of Hancock Road (3-1254): thence S.00.04'23"E. along
said Easterly boundary of Section 28 and the centerline of said
Hancock Road, a distance of 1983.54 feet to the Point of Beginning.
Subject to a 25 foot right-of-way along the East boundary for
Hancock Road, recorded in Official Records Book 474, Page 999, Lake
County, Florida.
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MA.RKED TO SHOW CHANGES
3-%-'75-
u- , '-'
SCHEDULE "C"
to Agreement for Sale and Purchase
of Utility System by and between
Lake Hills Utilities, Inc. and
the City of Clermont, Florida
The Lake Hills Water Treatment plant is situated in Greater Hills
subdivision, and currently serves the Greater Hills and Greater
Pines Subdivisions.
Raw Water System: Raw water is pumped from two production wells to
the treatment facilities. Well No.1, constructed in 1989 on the
treatment plant site, is a 10 inch diameter well with a depth of
approximately 1,315 feet and a 1,400 gallon per minute (GPM) pump.
Well No.2, constructed in 1990 approximately 1,000 feet north of
the plant site, is an 18 inch diameter well with a depth of
approximately 1,320 feet and an 1,800 GPM pump. The wells are
connected to the plant with 12 inch and 14 inch raw water lines,
respectively.
Facilities: The plant includes a newly-constructed concrete block
building of approximately 1,800 square feet, with wood trusses and
asphalt shingle roof, completed in 1994. This building houses the
maintenance area, office, laboratory, chlorination room, high
service pumps, pump, well, and chlorination controls, auxiliary
power generator, and generator day tank. The plant includes a
restroom facility served by a septic system and elevated drain
field on site. The site is bordered by a perimeter security fence
and illuminated by external lighting.
Chlorination:
Consists of an Ecometrics 50 PPD chlorinator.
Hiqh Service Pumps: High service pumps consist of 3 each, Crane
Demming Type BF 6x4 50 hp, 750 gpm pumps.
Auxiliary Power: Consists of a single, 275 KW Cummins generator
set with auto transfer. It includes a 2,000 gallon exterior above-
ground fuel tank and a 10 gallon day tank inside the building. The
generator set provides auxiliary power to the building, controls,
high service pumps and well pump number 1.
Storaqe: Storage consists of a 10,000 gallon steel, hydropneumatic
tank and 2 50,000 gallon horizontal, above-ground steel storage
tanks.
Meterinq:
type.
Cascade type, 1,250 GPM capacity.
The plant master meter is a 6" 70-1,000 GPM venturi
Aeration:
Distribution: Distribution system ).ines include a 16" main <and
appurtenances> running from Greater Hills Subdivision along the
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<northern and then aouthern~ rights-of-way of S.R. 50 to Hancock
Road, and then along the <eûDtcrn~ right-of-way of Hancock Road to
Greater Pines Subdivision, Phase 1. Also included are the
distribution lines in Greater Hills, Phases 1, 2, 3, 4 and 5, and
Greater Pines, Phases 1 and 2.
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- -, --- ----- - - -
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1.
2.
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SCHEDULE "D"
to Agreement for Sale and Purchase
of Utility System by and between
Lake Hills Utilities, Inc. and
the City of Clermont, Florida
Utility Agreement by and between Lake Hills Utilities, Inc.
and The Greater Construction Corporation, dated August 11,
1989, attached hereto as Exhibit "D-1"
Utility Agreement by and between Lake Hills Utilities, Inc.
and Lake Equity Associates, dated September 19,1989, attached
hereto as Exhibit "D-2"
3 .
Utility Agreement by and between Lake Hills Utilities, Inc.
and Donald Guber and Ann Guber, as Trustees, dated August 1,
1990, attached hereto as Exhibit "D-3"
4 .
Utility Agreement by and between Lake Hills Utilities, Inc.
and The Greater Construction Corporation, dated August 5,
1993, attached hereto as Exhibit "D-4"
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T\..::)
UTILITY AGREEMENT
THIS UTILITY AGREEMENT dated this //.",éA day of ~~ . ,
1989, by and between LAKE HILLS UTILITIES, INC., a Florida
corporation
(hereinafter
referred to as
"Utilities"),
and THE
GREATER
CONSTRUCTION
CORPORATION,
a
Florida
corporation
(hereinafter referred to as the "Developer").
PREMISES
WHEREAS, Developer
is the owner or contract purchaser of
certain tracts of real property situate in Lake County, Florida,
described with particularity in Exhibit "A" attached hereto and
made a part hereof, which property is hereinafter referred to as
the "Property"; and
WHEREAS,
Developer
intends
to
develop
and
improve
the
Property into a
residential area containing approximately six
hundred
forty-six
(646)
single-family
residential
lots
(hereinafter referred to as the "Development"); and
WHEREAS, in connection with the Development it is necessary
for the Developer to obtain adequate water service: and
WHEREAS, Utilities intends to be the owner and operator of
water production and distribution facilities which are to serve
real property in close proximity to the Property; and
WHEREAS,
the
Developer
has
agreed
to
pay
Utilities
a
Contribution-in-Aid-of-Construction
as
hereinafter
defined
and
other charges set forth herein to induce Utilities to provide
water service to the Property; and
WHEREAS, as a condition precedent to providing such service
the Developer has agreed to construct at its own cost and expense
certain Eacili ties as more particularly described hereinafter;
and
WHEREAS, Utilities has agreed to make its water facilities
available to the Property on the terms and éonditions hereinafter
set forth.
NOW THEREFORE, in consideration of the premises hereof and
,.--...
the work to be done by Utilities and the sums to be paid to
EXHIBIT "D-I"
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Utili~~ by Developer as
Uti~ities agree as follows:
described ~fter,
Developer
and
1.
EXCLUSIVE SERVICE TO THE PROPERTY.
Developer hereby
agrees and covenants that all improvements hereafter constructed
on the Property shall be served exclusively by Utilities' water
facili ties,
and Developer
further agrees
that this 9rant and
agreement shall be a covenant binding upon and running with title
to the Property.
Utilities hereby agrees to make water service
available
to
the
Development
hereafter
constructed
on
the
Property for the rates and under the conditions referred to in
this Agreement.
Utilities agrees that such services shall be
made available through Utilities' facilities which Utilities has
or
intends
to
construct,
and
through
the
facilities
to
be
constructed by Developer; provided, however, that if Utilities is
prevented by law or governmental regulation from constructing or
expanding plants and facilities, or from providing such water
service for any reason,
Utilities shall have no liability to
Developer whatsoever except that Utilities shall be obligated to
return to Developer, without interest, any unearned contributions
or
funds paid
to Utilities by Developer hereunder,
and
this
Agreement
shall
thereupon be
terminated.
The parties hereto
acknowledge
that
this Agreement provides
for only residential
service
to
the
Property
and
in
the
event
that
service
for
commercial use is required, such service shall be provided in
accordance with a separate utility agreement.
Utilities further
agrees that the water service to be provided hereunder shall meet
the current standards or requirements, as the case may be, of all
state,
local,
and
federal
governmental
agencies
having
jur isdiction over Utili ties;
provided,
however,
that utilities
shall not be responsible for any failure to meet or comply with
said standards or requirements to the extent that such failure
shall be occasioned by the inadequacy of the facilities to be
constructed by Developer; and further, the acceptance of any such
~
facilities
by
Utilities
shall
not
be
an
admission
of,
or
2
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8
acceptance
of
such
responsibility.
Notwithstanding
the
foregoing, Utilities shall not be responsible for furnishing fire
flows to the Property in excess of five hundred (500) gallons per
minute.
Utilities hereby agrees to provide water service to the
Property six (6) months after the Developer shall make a written
request for such service to Utilities, but not before the off-
site
and
on-site
improvements
on
the
Property
described
in
Paragraphs
3
and
4
hereof,
respectively,
are
completed
in
accordance with this Agreement.
2.
CONTRIBUTION-IN-AID-OF-CONSTRUCTION.
The
Developer
hereby agrees to contribute to Utilities for aid in construction
of
plant
facilities
the
sum of
EIGHT HUNDRED SIXTY-FOUR AND
NO/100 DOLLARS ($864.00) for each single-family or multi-family
dwelling
unit
hereafter
constructed on
the
Property,
or
the
amount approved by the Florida Public Service Commission at the
time of the payment thereof.
Said contribution shall hereinafter
be referred to as the "Connection Contribution."
The Connection
Contribution
is
made
up
of
the
contributions-in-aid-of-
construction
("CIAC")
approved by
the Florida Public Service
Commission in the amount of FIVE HUNDRED FORTY AND NO/lOO DOLLARS
($540.00),
and
the CIAC Tax
Impact,
in
the amount of
THREE
HUNDRED TWENTY-FOUR AND NO/100 DOLLARS ($324.00), which also has
been approved by the Florida Public Service Commission.
The
amount of the CIAC Tax Impact shall be adjusted when the tax
effect of the Connection Contribution for the year it is paid is
determined by Utilities and, if the tax impact of the Connection
Contribution is less than the CIAC Tax Impact, a refund of such
difference
shall
be
made
to
Developer.
The
Connection
Contributions shall be paid by Developer to Utilities in lump sum
increments.
The first lump sum increment shall be in the amount
of
EIGHTY-SIX
THOUSAND
FOUR
HUNDRED
AND
NO/100
DOLLARS
($86,400.00).
The first lump sum increment paid for Connection
Contributions shall apply to the first one hundred (100) dwelling
units
on
the
Property.
The
first
lump
sum
increment
of
~
3
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Connection Contributions,
in the amount of EIGHTY-SIX THOUSAND
FOUR HUNDRED AND NO/lOO DOLLARS ($86,400.00), shall be paid by
the
Developer
in
cash
or
cashier's
check,
or
other
funds
acceptable to Utilities, at the time of the execution of this
Agreement.
Tlie ", other-"'lump ,JI sum ,increml'nts/ in
"",' ,.' "'-~-'~..',"""_._"
the
amounts
required
for
the
number
of
lots
for which
service
is
being
requested, shall: be paid at the time the Develop~r'first requests
~'service E'or addi tional lots. Utili ties shall have no obligation
hereunder to advise any governmental authority by execution of
application, or otherwise, that it is providing service to lots
in the Property unless the Connection Contribution has been paid
for the lots subject to such advice.
Under no circumstances
shall the Developer be entitled to any return of all, or any part
of, any lump sum increment paid for Connection Contribution as
described in this Paragraph 2 (unless Utilities shall be unable
to render services as described in Paragraph 1 hereof) and such
lump sum Connection Contribution may be used by the Developer
only with respect to units constructed on the Property.
The
amount
of
the
Connection
Contribution
shall
be
the
amount
approved by the Florida Public Service Commission, and if the
amount initially approved for Utilities is lower than the amount
provided
herein,
appropriate
refund
and
adjustment
shall
be
made.
The Connection Contribution shall be in lieu of any other
tap-in or connection fees charged by Utilities, but not in lieu
of
the
following:
(l)
the
cost
of
constructing
off-site
improvements in accordance with Paragraph 3 hereof, which shall
be charged and paid in accordance with said Paragraph 3, (2) the
CIAC Tax
Impact on any contributed property as described
in
Paragraph 7 hereof, which shall be charged and paid in accordance
with
said
Paragraph
7
hereof,
( 3 )
the
rates
and
guaranteed
revenue charges described in Paragraph 8 hereof, which shall be
charged
and
paid
separately
in
accordance
with
Paragraph
8
hereof, or (4) meter installation fees as described in Paragraph
9 hereof, which will be charged and paid separately in accordance
or----.
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with said Paragraph 9 hereof.
~K~~~3~ OFF-SITE IMPROVEMENTS.
ø~~.
service to the Property, certain off-site improvements must be
In
order
to
provide
water
constructed.
These
off-site
improvements
shall
be
those
improvements
which
are
determined
by Utilities,
in
its
sole
discretion,
to be necessary to transport water from Utili ties I
plant, which will serve the Property, to the Property and shall
include all lines and mains.
The off-site improvements which
must
be
constructed
to
serve
the
Property may be
partially
constructed by the customers of Utilities prior to the time the
Developer requests service hereunder.
At the time the Developer
requests service hereunder, and as a condition precedent to the
Utilities I
obligation
to
provide
service
to
the
Property
hereunder,
the Developer shall pay to Utili ties the following:
(a) a share of the cost of constructing the then existing, or ¿l'
AlL cj}ll Hö,
then under construction, off-site improvements which will serve ,~ lJ.!Jlp
the Property; such share being that amount of such cost which was
the portion of such cost related to the over-sizing of such off-
site improvements to provide capacity for the Property, i.e., the
increase in the cost of such off-site improvements occasioned'to
provide
capacity
to
the
Property,
and
(b)
the
cost
of
constructing the additional off-site improvements necessary to
serve the Property, less any increase in such costs occasioned to
provide capacity for service to others.
The additional off-site ;ahA~~
v(.f)c~'? I V'~
improvements shall be constructed by Utilities at Developer I s ~t~.lIo
cost and expense; provided, however, Utilities, at its option, 1)1t:?
may
require
Developer
to
construct
such
additional
off-site
improvements,
at Developer 's
cost and expense,
in which case
Developer
shall
not
be
required
to
pay
Utilities
the
sum
described in (b) in the previous sentence hereof.
The off-site
improvements shall be constructed in accordance with plans and
specifications approved by Utilities and in accordance with all
requirements of Utilities and all applicable governmental and
regulatory authorities.
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4.
ON-SITE IMPROVEMENTS.
As the Property is developed, the
Developer shall construct and install therein, at its own cost
and expense, all necessary on-site water facilities,
including
generally all the water utility facilities of whatever nature or
kind needed to connect the Development to be constructed on toe
Property
to
the
existing
lines
of
Utilities,
and
including
specifically, all lines, mains, laterals and service connections
to serve the Development to be constructed on the Property.
The
Developer agrees that the construction and installation of such
on-site facilities shalt be subject to the following:
A.
The on-si te
facilities
shall
be constructed and
installed by Developer only after the approval of the plans
and specifications
therefor
by Utilities.
The plans and
specifications shall be in accordance with the requirements
of Utilities and all applicable regulatory authorities, and
the
Developer
shall
obtain
approval
thereof
from
such
agencies prior to commencement of construction.
8.
The
Developer,
upon
approval
of
the
plans
and
specifications by Utilities, as provided in subparagraph A
hereof, shall construct such on-site facilities strictly in
accordance with such plans and specifications.
It shall keep
Utilities advised as to the progress of such construction and
shall afford Utilities the right to make inspection of said
construction; provided, however, Utilities shall have no duty
to make
such
inspections,
and by making such
inspections
shall incur no responsibility for the correct installation or
construction thereof.
5.
INSPECTION.
In addition
to approving
the plans and
specifications for on-site work to be accomplished by Developer,
Utilities may, at its option and without notification, inspect
such work as
it progresses to determine 'whether
it
is being
accomplished in accordance with said plans and speciE ications.
Such inspection shall be at the expense of Utilities; provided,
,""'-""
however,
that upon request Developer shall make available for
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inspection
by
Utilities
any
inspection
or
progress
report
prepared by Developer I s engineer or any engineer retained by, a
----
lending
institution
in
connection
with
a
development
or
construction mortgage loan on the Property (hereinafter referred
to as the "Engineer").
Such reports shall be made available
without cost to Utilities.
Anything contained in this Paragraph
5
or
done
pursuant
hereto
notwithstanding,
Utilities
by
inspection or not inspecting, to any extent whatsoever, shall not
assume responsibility for construction or installation of on-site
improvements and shall in no way be considered to waive any
rights available to it for defaults on the part of Developer, or
to consent to any defects, omissions or failures in the on-site
work to be accomplished by Developer.
6.
USE OF ON-SITE FACILITIES.
At the time the Developer
desires to connect the on-site water facilities constructed by it
to Utilities'
water
systems
with
respect
to any lot
in
the
Development, and as a condition precedent for the right to make
such connection, the Developer shall convey to Utilities, at no
cost to Utilities, such' of the on-site facilities as Utilities
shall require including specifically, but not as a limitation,
water lines, mains, laterals and connections.
Such conveyance
shall be by bill of sale, warranty deed or other appropriate
instrument as determined by Utilities, in its sole discretion,
and
shall
be
free
and
clear
of
all
liens
and
encumbrances
whatsoever.
In the event that on-site water facilities have been
connected to Utilities' water systems without said conveyance,
the requirement to convey said facilities to Utilities shall not
be waived and Utilities may thereafter, at any time, require the
conveyance of such facilities.
In the event that the Developer
is unable or unwilling to convey to Utilities such facilities for
any
reason
whatsoever,
Utili ties
shall ,have
the
option
to
terminate
this
Agreement.
Notwithstanding
the
foregoing,
Utili ties shall not be required to accept such conveyance, or
undertake
the
maintenance
of
any
portion
of
the
on-site
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7
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8
8
facili ties which
it shall,
in its sole discretion,
decide to
leave
as
the
property
of,
and
the
responsibility
of,
the
~
Developer.
In addition, Utilities shall not be obligated to make
any
connections
until
Utilities
has
received
the
Engineer's
certification
that
all
construction
has
been
performed
in
substantial conformance with the engineering plans and that all
tests
required
by
the
Engineer
and
by
utili ties
have
been
satisfactorily performed, and necessary approvals for use have
been
received
from
the
Florida
Department
of
Environmental
Regulation
or
other
governmental
bodies
responsible
for
the
issuance
of
such
approvals.
The
cost
of
all
materials,
construction tests and testing and installation for on-site water
facilities and
line extensions shall be paid in full by the
Developer prior to the transfer to Utilities.
By conveyance of
the on-site facilities,
the Developer shall be deemed to have
represented
and
warranted
to
Utilities
(1 )
that
all
costs
therefor have been paid in full and that Developer will furnish
to Utilities such evidence thereof as it may reasonably require,
and (2) that said on-site facilities have been constructed in a
good and workmanlik.e manner,
free from all defects,
and tha t
Developer will correct any defect occurring or discovered in said
facilities within a period of one (1) year from the date of such
conveyance.
7.
CIAC Tax Impact of Off-Site and On-Site Improvements.
At the time that the Developer shall pay Utilities for the cost
of off-site improvements as described in Paragraph 3 hereof, and
at the time that the Developer shall convey to Utilities the on-
site improvements described in Paragraph 4 hereof in accordance
with Paragraph 6 hereof, Developer shall pay to Utilities,
in
cash, the CIAC Tax Impact approved by the Florida Public Service
Commission with respect thereto.
The CIAC Tax Impact is intended
10 be a sum of money equal to the State and Federal Income Tax
effect on Utilities of such payment or conveyance, and of the
payment of the CIAC Tax Impact itself.
The amount currently
~
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8
approved
by
the
Florida
Public
Service
Commission
is
sixty
percent (60%) of the cost of the facilities contributed or the
cash paid.
Said amount is subject to adjustment and refund to
the extent it is more than the actual tax impact on the Utilities
of
such
payment
or
contribution.
Utilities
shall
not
be
obligated to construct any off-site facilities or provide any
services hereunder until all CIAC Tax Impact charges due
hereunder have been paid to Utilities. At the time that
Developer shall request service hereunder, pay for off-site
improvements,
or
convey on-s i te
improvements,
Utilities
shall
advise
Developer
of
the
amount
of
the
CIAC Tax
Impact
due
Utilities from Developer hereunder.
8.
RATES AND GUARANTEED REVENUE CHARGES.
The rates to be
charged by Utilities for water service to the Developer for water
service to the Development hereafter built on the Property, and
guaranteed
revenue
charges,
shall
be
those
charges
made
by
Utilities to its other customers and those charges from time to
time
agreed
on
by
and
between
the
Florida
Public
Service
Commission, or any other governmental regulatory body from time
to time having jurisdiction over such matters.
The rates shall
be the charges for water service provided to the Property.
The
guaranteed revenue charges shall be the payment to Utilities by
Developer for capacity reserved but not being used by an active
customer.
The Developer shall begin paying guaranteed revenue
charges at the time Developer shall request Utilities to provide
water service to the Property.
The Developer shall be obligated
to pay such charges only on those lots for which Developer pays
CIAC and shall continue to pay such charges on each lot from the
time of such payment until an active customer is connected on
such lot.
The current guaranteed revenue charge of Utilities is
EIGHT AND 64/100 DOLLARS ($8.64) per lot per month.
Utilities
reserves
the
right
to withhold or
disconnect
service,
or
to
refuse to give or provide new or additional service, at any t:me
the charges are not paid on a current basis within twenty-five
r-
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.
(25)
days
after
the
same
are
billed;
provided
that
written
notification of such delinquency has been made by Utilities "to
the record owner of the lot or living unit being served.
The
Developer or record owner of the lot or living unit being served
by Utilities, as the case may be, hereby agrees to save and hold
harmless Utilities for any loss or damages resulting from the
exercise of this right.
Moreover, the service to the Development
shall be subject to such other regulations from time to time
imposed on Utilities with respect to the operations of its water
systems, and except as limited by such regulations, the amounts
of utility deposits, billing practices and times, liability for
damage
to
Utilities I
Property
and
rate
changes
shall
be
exclusively within the discretion and control of Utilities.
9.
WATER METERS.
'It is hereby agreed by the parties hereto
that Utilities shall install a water meter or water meters as
Utili ties should deem to be necessary to serve the Development
and the Property.
Utilities shall have the right to designate
the number, type, quality and size of said meter or meters.
The
cost for said water meter or water meters and the labor charges
associated with its installation shall be paid to Utilities by
Developer prior to installation of each such meter at the rate
from
time
to
time
approved
by
the
Florida
Public
Service
Commission or any other governmental regulatory body from time to
time having jurisdiction over such matters.
Said sum shall be
due and payable prior to the time of installation of said meter
or
meters.
All
water meters
so
installed shall
remain
the
property of Utilities.
10. PLATS.
All plats of the Property, or portions thereof,
filed among the Public Records of Lake County, Florida, or any
other governmental unit, shall provide for such dedicated utility
easements as may be reasonable and necessarily required for the
purpose of serving the Property, or portions thereof, with the
water and sewer service to be provided hereunder.
r--
Payments required to be made under the terms
11.
NOTICES.
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hereof and notices permitted, or required to be made under the
terms hereof, shall be delivered to the parties at the respective
addresses:
Utilities:
LAKE HILLS UTILITIES" INC.
Post Office Box 3873
Longwood, Florida 32750
THE GREATER CONSTRUCTION
CORPORATION
Post Office Box 3873
Longwood, Florida 32750
Any notices required or permitted hereunder shall be considered
Developer:
properly made if in writing and mailed by United States Mail,
postage prepaid, to the addresses set forth herein.
12.
TERM.
The term of this Agreement shall be for a period
of thirty (30) years from the date hereof, and from year to year
thereafter.
After the
initial thirty
(30)
year term,
either
party hereto shall have the right to terminate this Agreement
upon one (1) year's prior written notice of such termination.
13.
MISCELLANEOUS.
A.
Time
is
hereby
made
of
the
essence
of
this
Agreement in all respects.
B.
This Agreement constitutes the entire agreement of
the
parties
and
expressly
supersedes
all
negotiations,
previous
agreements
or
representations
whether
verbal
or
written, and may not be amended in any way whatsoever except
by a writing executed by both parties hereto in a manner
equal in dignity to the execution of this Agreement.
C.
This Agreement shall inure to the benefit of and be
binding upon the heirs, successors, personal representatives
and assigns of the parties hereto and shall constitute a
covenant running with the Property.
D.
This Agreement shall be governed by the laws of the
State of Florida.
E.
This
Agreement
shall
be
effective
upon
proper
execution by both parties hereto.
F.
This
Agreement
shall
be
executed
in
several
---
counterparts
each of
which
if
properly
executed
by
both
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parties shall be considered an original.
IN WITNESS WHEREOF,. the parties hereto have caused
these
hereunto
affixed,
their
presents to be executed in their names and their seals to be
proper
officers
duly
by
thereunto
year first above written.
STATE OF FLORIDA
COUNTY OF ORANGE
"UTILITIES"
THE GREATER CONSTRUCTION
CORPORATION
BY'~~
Ro ert A. Mand 11, Ptesident
"DEVELOPER"
The foregoin instrument was acknowledged before me this 1~
day of , 1989 by Lester N. Mandell, President of
LAKE HILLS TILITIES, INC., a Florida corporation, on behalf of
the corporation.
STATE OF FLORIDA
COUNTY OF ORANGE
~ J:! ~-
Notary Publ~c
My Commission Expires:
Notary Public. State or florida
My Commission explr.. Oct. 10, 1992
The foregoin instrument was acknowledged before me this ~
day of , 1989, by Robert A. Mandell, as Presi~
of THE GRE ER CONSTRUCTION CORPORATION, a Florida corporation,
on behalf of the Corporation.
,,--..
l-BO08-d
~ P. ~Iuëþ--
Notary Publ~c
My Commission Expires:
Notary Public. State of Florida
My Commlaalon ."plr.. Oct, 10, Uli2
12
(08/02/89)
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EXHIBIT "A"
to Utility Agreement by and between
Lake Hills Utilities, Inc. and
The Greater Construction Corporation
TRACT I:
The Southeast 1/4 of the Northeast 1/4 and the North 1/2 of the
Southeast 1/4 of Section 22, Township 22 South, Range 26 East,
Lake County, Florida.
TRACT II:
The Southwest 1/4 of the Northeast 1/4 of Section 22, Township 22
South, Range 26 East, Lake County, Florida.
Tract III:
All that part of the Southwest 1/4 of the Southwest 1/4 of the
Southeast 1/4 of Section 15, Township 22 South, Range 26 East;
and all that part of the North 1/2 of the Northeast 1/4 of
Section 22, Township 22 South, Range 26 East lying South of the
Right-of-Way of existing highway, being also described as East
Clermont Subdivision, according to the Plat thereof recorded in
Plat Book 8, Page 73, Public Records of Lake County, Florida.
Tract IV:
The Southwest 1/4 of the Southeast 1/4 lying East of the existing
Railroad Right-of-Way and the Southeast 1/4 of the Southeast 1/4,
all in Section 22, Township 22 South, Range 26 East, Lake County,
Florida.
Tract V:
A tract of land being a portion of Section 27, Township 22 South,
Range 26 East, Lake County, Florida, being more particularly
described as follows: Commence at the Northeast corner of
Section 27; thence North 88°48'21" West along the North line of
Section 27 for a distance of 1272.09 feet to the Point of
Beginning; thence South 00°34'10" West along a line 34.15 feet
East of and parallel to the West line of the Northeast 1/4 of the
Northeast 1/4 of Section 27, a distance of 1154.16 feet, more or
less, to a point on the North Right-of-Way of State Road #50;
thence West along the North Right-of-Way of State Road #50 for a
distance of 600.03 feet; thence North 00°34'10" East along a line
565.85 feet West of and parallel to the West line of the
Northeast 1/4 of the Northeast 1/4 of Section 27 for a distance
of 1155.74 feet, more or less, to a point on the North line of
the Northeast 1/4 of Section 27; thence South 88°48'21" East
along the North line of the Northeast 1/4 of Section 27 for a
distance of 600.00 feet, more or less, to the Point of
Beginning. Containing 15.91 acres, more or less.
Total Acres: 312.7!
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1-IO06-d
(08-02-89)
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UTILITY AGREEMENT
'4-'" I ~
THIS UTILITY AGREEMENT dated this ~~day of ~~ r:-
1989,
by
and
between LAKE HILLS UTILITIES,
Florida
INC. ,
a
corporation (hereinafter referred to as "Utilities"), and LAKE
EQUITY ASSOCIATES, a Florida general partnership, between general
partners, Mario Mozzillo and Dorick Mauro (hereinafter referred
to as the "Developer").
PREMISES
WHEREAS,
Developer is the owner or contract purchaser of
certain tracts of real property situate in Lake County, Florida,
described with particularity in Exhibit "A" attached hereto and
made a part hereof, which property is hereindfter referred to as
the "Property"; and
WHEREAS,
Developer
intends
develop
and
improve
the
to
Property into a residential area containing one hundred fifty
(150) single-family residential lots (hereinatter referred to as
the "Development"); and
WHEREAS, in connection with the Development it is necessary
for the Developer to obtain adequate water service: and
WHEREAS, Utilities intends to be the owner and operator of
water production and distribution facilities which are to serve
real property in close proximity to the Property; and
WHEREAS,
the
Developer
agreed
utilities
a
to
has
pay
Contribution-in-Aid-of-Construction as
hereinafter
deflned
and
other charge:s set forth herein to induce Utilities to providr.
W~~~L service t~ the Property: ônd
WHF.REAS, as a condition tJ1tn:dent to providin'J ,.;t\(":' !:o,~r.vj("e
the Developer has agreed to construct at lts ~wn tosl a~~ ex~~n~e
certain facilities as more particularly described hereinafter:
and
WHEREAS, Utilities has agreed to make its water facilities
available to the Property on the terms and conditions hereinafter
set forth.
NOW THEREFORE, in consideration of the premises hereof and
F.XHTßIT "D-2"
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the work to be done by Utilities and the sums to be paid to
Utili ties
by , Developer
described hereafter,
Developer
and
as
utilities agree as follows:
1.
EXCLUSIVE SERVICE TO THE PROPERTY.
Developer hereby
agrees and covenants that all improvements hereafter constructed
on the Property shall be served exclusively by Utilities' water
facili ties,
and Developer
further
that this grant and
agrees
agreement shall be a covenant binding upon and running with title
to the Property.
Utilities hereby agrees to make water service
available
Development
hereafter
constructed
the
to
the
on
Property for the rates and under the conditions referred to in
this Agreement.
Utili ties agrees that such services shall be
made available through Utilities' facilities which Utilities has
or
intends
and
through
the
facili ties
be
to
to
construct,
constructed by Developer; provided, however, that if Utilities is
prevented by law or governmental regulation from constructing or
expanding plants and facilities, or from providing such water
service for any reason, Utilities shall have no liability to
Developer whatsoever except that Utilities shall be obligated to
return to Developer, without interest, any unearned contributions
or
funds paid
to Utilities by Developer
hereunder,
and
this
Agreement
shall
thereupon be
terminated.
The parties hereto
for only residential
acknowledge that this Agreement provides
service
and
in
event
that
service
for
the
the
Property
to
commercial use is required, such service shall be provided in
accordance with a separate utility agreement.
Utilities further
agrees that the water service to be provided hereunder shall meet
the current standards or requirements, ~s the case may be, of all
state,
local,
and
federal
governmental
agencies
having
jurisdiction over Utilities; provided, however,
that Utilities
shall not be responsible for any failure to meet or comply with
said standards or requirements to the extent that such failure
shall be occasioned by the inadequacy of the facilities to be
constructed by Developer; and further, the acceptance of any such
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facilities
be
admission
of, 'or
by
Utili ties
shall
not
an
acceptance
of
responsibility.
the
Notwithstanding
such
foregoing, Utilities shall not be responsible for furnishing fire
flows to the Property in excess of five hundred (500) gallons per
minute.
Utilities hereby agrees to provide water service to the
Property six (6) months after the Developer shall make a written
request for such service to Utilities, but not before the off-
site
improvements
described
in
the
Property
on-site
and
on
Paragraphs
and
hereof,
respectively,
completed
in
4
3
are
accordance with this Agreement.
2.
CONTRIBUTION-IN-AID-OF-CONSTRUCTION.
The
Developer
hereby agrees to contribute to Utilities for aid in construction
of
facili ties
sum of
EIGHT HUNDRED SIXTY-FOUR AND
plant
the
NO/100 DOLLARS ($864.00) for each single-family or multi-family
dwelling
constructed
the
the
Property,
unit
hereafter
or
on
amount approved by the Florida Public Service Commission at the
time of the payment thereof.
Said contribution shall hereinafter
be referred to as the "Connection Contribution."
The Connection
Contribution
made
of
contributions-in-aid-of-
is
up
the
construction
("CIAC")
approved
by
the Florida Public
Service
Commission in the amount of FIVE HUNDRED FORTY AND NO/100 DOLLARS
($540.00),
and
in the amount of
THREE
the
CIAC Tax
Impact,
HUNDRED TWENTY-FOUR AND NO/IOO DOLLARS ($324.00), which also has
been approved by the Florida Public Service Commission.
The
amount of the CIAC Tax Impact shall be adjusted when the tax
effect of the Connection Contribution for the year it is paid is
determined by Utilities and, if the tax impact of the Connection
Contribution is less than the CIAC Tax Impact, a refund of such
difference
shall
made
Developer.
The
Connection
be
to
Contributions shall be paid by Developer to Utilities in lump sum
increments.
The l~mp sum increment shall be in the amount of ONE
HUNDRED
TWENTY-NINÉ
THOUSAND
SIX
NO/100
DOLLARS
HUNDRED
AND
($129,600.00).
The
increment
paid
Connection
for
lump
sum
Contributions shall apply to the first one hundred fifty (150)
3
" .
.-
dwelling units on
the Property.
-
A portion of
the lump sum
increment of Connection Contributions,
in the amount of FIFTY
THOUSAND AND NO/IOO DOLLARS ($50,000.00), shall be paid by,the
Developer in cash or cashier's check, or other funds acceptable
to Utilities, at the time of the execution of this Agreement; the
remaining portion of the lump sum increment,
in the amount of
SEVENTY-NINE THOUSAND SIX HUNDRED AND NO/IOO DOLLARS ($79,600.00)
shall be paid by the Developer at the time the Developer requests
service
hereunder
in
accordance
with
Paragraph
1
hereof.
Utilities
shall
have
no
obligation
hereunder
to
advise
any
governmental authority by execution of application, or otherwise,
that it'is providing service to lots in the Property unless the
Connection Contribution has been paid for the lots subject to
such advice.
Under
no circumstances
shall
the Developer
be
entitled to any return of all,
or any part of, any lump sum
increment paid for Connection Contribution as described in this
Paragraph 2 (unless utilities shall be unable to render services
as described in Paragraph 1 hereof) and such lump sum Connection
Contr ibution may be used by the Developer only with respect to
units constructed on the Property.
The amount of the Connection
Contribution shall be the amount approved by the Florida Public
Service Commission,
and
if
the amoun t
ini tially approved for
Utilities is lower than the amount provided herein, appropriate
refund and adjustment shall be made.
The Connection contribution
shall be in lieu of any other tap-in or connection fees charged
by Utilities, but not in lieu of the following:
(1) the cost of
constructing off-site improvements in accordance with Paragraph 3
hereof, which shall be charged and paid in accordance with said
Paragraph 3, (2) the CIAC Tax Impact on any contributed property
as described in Paragraph 7 hereof, which shall be charged and
paid in accordanc~ with said Paragraph 7 hereof,
(3) the rates
and guaranteed revenue charge described in Paragraph 8 hereof,
which shall be charged and paid separately in accordance with
---
Paragraph 8 hereof, or (4) meter installation fees as described
4
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in Paragraph 9 hereof, which will be charged and paid separately
in accordance with said Paragraph 9 hereof.
3.
OFF-SITE
IMPROVEMENTS.
order
provide
water
In
to
service to the Property, certain off-site improvem.ents must be
constructed.
off-site
improvements
shall
be
those
These
improvements which are
determined
by utilities,
in
its
sole
discretion, to be necessary to transport water from Utilities I
plant, which will serve the Property, to the Property and shall
include all lines and mains.
The off-site improvements which
must
be
constructed
the
be
partially
Property
to
may
serve
constructed by the customers of Utilities prior to the time the
Developer requests service hereunder.
At the time the Developer
requests service hereunder, and as a condition precedent to the
Utilities I
obligation
provide
service
Property
to
to
the
hereunder, the Developer shall pay to Utilities the following:
(a) a share of the cost of constructing the then existing, or
then under construction, off-site improvements which will serve
the Property: such share being that amount of such cost which was
the portion of such cost related to the over-sizing of such off-
site improvements to provide capacity for the Property, i.e., the
increase in the cost of such off-site improvements occasioned to
provide
capacity
and
( b)
of
the
cost
the
Property,
to
constructing the additional off-site improvements necessary to
serve the Property, less any increase in such costs occasioned to
provide capacity for service to others.
The additional off-site
improvements shall be constructed by utilities at Developer I s
cost and expense: provided, however, utilities, at its option,
may
require
construct
such
additional
off-site
Developer
to
improvements,
at Developer I s
cost and expense,
in which case
Developer
shall
be
required
Utilities
sum
the
to
not
pay
described in (b) in the previous sentence hereof.
The off-site
improvements shall be constructed in accordance with plans and
specifications approved by Utilities and in accordance with all
requirements of Utilities and all applicable governmental and
5
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8
regulatory authorities.
4.
ON-SITE IMPROVEMENTS.
AS the Property is developed, the
Developer shall construct and install therein, at its own cost
and expense, all necessary on-si te water facili ties,
including
generally all the water utility facilities of whatever nature or
kind needed to connect the Development to be constructed on the
Property
to
the
existing
lines
of Utilities,
and
including
specifically, all lines, mains, laterals and service connections
to serve the Development to be constructed on the property.
The
Developer agrees that the construction and installation of such
on-site facilities shall be subject to the following:
A.
The on-si te
facilities shall be constructed and
installed by Developer only after the approval of the plans
and specifications
therefor by Utilities.
The plans and
specifications shall be in accordance with the requirements
of Utilities and all applicable regulatory authorities, and
the
Developer
shall
obtain
approval
thereof
from
such
agencies prior to commencement of construction.
B.
The
Developer,
upon approval
of
the
pl~ns
and
specifications by Utilities, as provided in subparagraph A
hereof, shall construct such on-site facilities strictly in
accordance with such plans and specifications.
It shall keep
Utilities advised as to the progress of such construction and
shall afford Utilities the right to make inspection of said
construction; provided, however, Utilities shall have no duty
to make such inspections,
and by making such inspections
shall incur no responsibility for the correct installation or
construction thereof.
5.
INSPECTION.
In addition to approving the plans and
specifications for on-site work to be accomplished'by Developer,
Utilities may, at:" its option and without notification, inspect
such work as it p'rogresses to determine whether
it is being
accomplished in accordance with said plans and specifications.
Such inspection shall be at the expense of Utilities; provided,
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however,
that upon request Developer shall make available -for
inspection
Utilities
inspection
progress
report
by
or
any
prepared by Developer I s engineer or any engineer retained by a
lending
institution
in
connection
a
with
development
or
construction mortgage loan on the Property (hereinafter referred
to as the "Engineer").
Such reports shall be made available
without cost to Utilities.
Anything contained in this Paragraph
5
done
hereto
notwithstanding,
by
Utili ties
or
pursuant
inspection or not inspecting, to any extent whatsoever, shall not
assume responsibility for construction or installation of on-site
improvements and shall in no way be considered to waive any
rights available to it for defaults on the part of Developer, or
to consent to any defects, omissions or failures in the on-site
work to be accomplished by Developer.
6.
USE OF ON-SITE FACILITIES.
At the time the Developer
desires to connect the on-site water facilities constructed by it
to Utili ties I
wi th respect
to any
lot
in
the
water
systems
Development, and as a condition precedent for the right to make
such connection, the Developer shall convey to Utilities, at no
cost to Utilities, such of the on-site facilities as Utilities
shall require including specifically, but not as a limitation,
water lines, mains, laterals and connections.
Such conveyance
shall be by bill of sale, warranty deed or other appropriate
instrument as determined by Utilities,
in its sole discretion,
and
shall
and
of
liens
and
encumbrances
be
free
clear
all
whatsoever.
In the event that on-site water facilities have been
connected to Utilities' water systems without said conveyance,
the requirement to convey said facilities to Utilities shall not
be waived and Utilities may thereafter, at any time, require the
conveyance of such facilities.
In the event that the Developer
is unable or unwiiling to convey to Utilities such facilities for
any
reason
whatsoever,
Utilities
shall
have
the
option
to
terminate
this
Notw iths tanding
foregoing,
Agreement.
the
Utilities shall not be required to accept such conveyance,
or
7
. .
undeee
the
maintenance
of any 8tion of the on-site
in its sole discretion, decide to
f~cilities which it shalL
leave
as
the
property
of,
and
the
responsibility
of,
the
Developer.
In addition, utilities shall not be obligated to make
any
connections
until
Utilities
has
received
the
Engineer's
certification
that
all
construction
has
been
performed
in
substantial conformance with the engineering plans and that all
tests
required
by
the
Engineer
and
by
Utilities
have
been
satisfactorily performed, and necessary approvals for use have
been
received
from
the
Florida
Department
of
Environmental
Regulation
or
other
governmental
bodies
responsible
for
the
issuance
of
such
approvals.
The
cost
of
all
materials,
construction tests and testing and installation for on-site water
facilities and line extensions shall be paid in full by the
Developer prior to the transfer to Utilities.
8y conveyance of
the on-site facilities,
the Developer shall be deemed to have
represented
and
warranted
to
Utilities
(1 )
that
all
costs
therefor have been paid in full and that Developer will furnish
to Utilities such evidence thereof as it may reasonably require,
and (2) that said on-site facilities have been constructed in a
good and workmanlike manner,
free from all defects, and that
Developer will correct any defect occurring or discovered in said
facilities within a period of one (1) year from the date of such
conveyance.
7.
CIAC Tax Impact of Off-Site and On-Site Improvements.
At the time that the Developer shall pay Utilities for the cost
of off-site improvements as described in paragraph 3 hereof, and
at the time that the Developer shall convey to Utilities the on-
site improvements described in Paragraph 4 hereof in accordance
with Paragraph 6 hereof, Developer shall pay to Utilities,
in
cash, the CIAC Tax Impact approved by the Florida Public Service
Commission with respect thereto.
The CIAC Tax Impact is intended
,.--
to be a sum of money equal to the State and Federal Income Tax
effect on Utilities of such payment or conveyance,
and of the
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payment of the CIAC Tax Impact itself.
The amount curren'tly
approved
Florida
Public
Service
Commission
sixty
is
by
the
percent (60%) of the cost of the facilities contributed or the
cash paid.
Said amount is subject to adjustment and refund to
the extent it is more than the actual tax impact on the Utilities
of
contribution.
Utilities
be
such
or
shall
not
payment
obligated to construct any off-site facilities or provide any
services hereunder until all CIAC Tax Impact charges due
hereunder have been paid to Utilities. At the time that
Developer shall request service hereunder, pay for off-site
improvements,
convey on-site
improvements,
Utili ties
shall
or
advise
of
of
due
Developer
the
amount
the CIAC Tax
Impact
Utilities from Developer hereunder.
8.
RATES AND GUARANTEED REVENUE CHARGES.
The rates to be
charged by Utilities for water service to the Developer for water
service to the Development hereafter built on the Property, and
guaranteed
charges,
shall
be
charges
made
by
those
revenue
Utilities to its other customers and those charges from time to
time
agreed
by
and
the
Florida
Public
Service
between
on
Commission, or any other governmental regulatory body from time
to time having jurisdiction over such matters.
The rates shall
be the charges for water service provided to the Property.
The
guaranteed revenue charges shall be the payment to Utilities by
Developer for capacity reserved but not being used by an active
customer.
The Developer shall begin paying guaranteed revenue
charges at the time Developer shall request Utilities to provide
water service to the Property.
The Developer shall be obligated
to pay such charges only on those lots for which Developer pays
CIAC and shall continue to pay such charges on each lot from the
time of such payment until an active customer is connected on
such lot.
The current guaranteed revenue charge of Utilities is
EIGHT AND 64/100 DOLLARS ($8.64) per lot per month.
Utili ties
reserves
the
right
to withhold or
disconnect
service,
or
to
refuse to give or provide new or additional service, at any time
9
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the charges are not paid on a current basis within twenty-f,ive
(25)
days
after
billed:
provided
written
the
same
are
that
notification of such delinquency has been made by Utilities to
the record owner of the lot or living unit being served.
The
Developer or record owner of the lot or living unit being served
by Utilities, as the case may be, hereby agrees to save and hold
harmless Utilities for any loss or damages resulting from the
exercise of this right.
Moreover, the service to the Development
shall be subject to such other regulations from time to time
imposed on Utilities with respect to the operations of its water
systems, and except as limited by such regulations, the amounts
of utility deposits, billing practices and times, liability for
damage
utili ties'
and
shall
be
to
Property
rate
changes
exclusively within the discretion and control of Utilities.
9.
WATER METERS.
It is hereby agreed by the parties hereto
that Utilities shall install a water meter or water meters as
Utili ties should deem to be necessary to serve the Development
and the Property.
Utilities shall have the right to designate
the number, type, quality and size of said meter or meters.
The
cost for said water meter or water meters and the labor charges
associated with its installation shall be paid to Utilities by
Developer prior to installation of each such meter at the rate
from
time
time
approved
by
Florida
Publi c
Service
the
to
Commission or any other governmental regulatory body from time to
time having jurisdiction over such matters.
Said sum shall be
due and payable prior to the time of installation of said meter
or meters.
All
installed shall
remain
the
water meters
so
property of Utilities.
10. INCLUSION IN SERVICE AREA.
Upon the execution of this
Agreement, Utilities shall petition the Florida Public Service
Commission for permission to include the Property in Utilities'
service
'approved
Flor ida
Public
Service
area
as
by
the
Commission.
that
the
Florida
Public
Service
the
In
event
Commission shall
fail
to approve and grant
said petition
to
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include the Property in Utili ties I service area within six (6)
months from the date hereof, either party hereto shall have the
right to terminate this Agreement at any time until the Property
is
included
in the said service area or
service
is actually
rendered
hereunder.
such
termination,
Utilities
shall
Upon
refund
all
paid
it
Developer
hereunder
without
sums
to
by
interest.
11. PLATS.
All plats of the Property, or portions thereof,
filed among the Public Records of Lake County, Flor ida, or any
other governmental unit, shall provide for such dedicated utility
easements as may be reasonable and necessarily required for the
purpose of serving the Property, or portions thereof, with the
water and sewer service to be provided hereunder.
12. NOTICES.
Payments required to be made under the terms
hereof and notices permitted, or required to be made under the
terms hereof, shall be delivered to the parties at the respective
addresses:
Utilities:
LAKE HILLS UTILITIES, INC.
Post Office Box 3873
Longwood, Florida 32750
Developer:
LAKE EQUITY ASSOCIATES
clo Mario L. Mozzillo
32 Gould Lane
Branford, Connecticut 06405
Any notices required or permitted hereunder shall be considered
properly made if in writing and mailed by United States Mail,
postage prepaid, to the addresses set forth herein.
13. TERM.
The term of this Agreement shall be for a period
of thirty (30) years from the date hereof, and from year to year
thereafter.
After
the
initial thirty
either
(30)
year term,
party hereto shall have the right to terminate this Agreement
upon one (1) year's prior written notice of such termination.
14. MISCELLANEOUS.
A.
Time ,is
hereby
made
of
the
of
this
essence
Agreement in all respects.
B.
This Agreement constitutes the entire agreement of
the
parties
and
supersedes
all
negotiations,
expressly
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8
previous
representations
verbal .or
agreements
or
whether
written, and may not be amended in any way whatsoever except
by a writing executed by both parties hereto in a manner
equal in dignity to the execution of this Agreement.
C.
This Agreement shall inure to the benefit of and be
binding upon the heirs, successors, personal representatives
and assigns of the parties hereto and shall constitute a
covenant running with the Property.
D.
This Agreement shall be governed by the laws of the
State of Florida.
E.
This
shall
be
effective
upon
proper
Agreement
execution by both parties hereto.
F.
This
shall
be
executed
several
in
Agreement
counterparts
each of
which
executed
both
if
properly
by
parties shall be considered an original.
IN WITNESS WHEREOF,
the parties hereto have caused these
presents to be executed in their names and their seals to be
hereunto
affixed,
their
officers
duly
by
proper
thereunto
authorized, on the day and year first above written.
Signed, sealed and delivered
in the presence of: LAKE RILLS UTILI~INC.
~tJt14. ÆJ!:þL~~ By ¿ r=õl 0 ~ ~
¿ . Lester N. Mandell, Pres~ ent
duuv :m. &£¿c~'¿t?<r
UTILITIES
LAKE EQUITY ASSOCIATES
~.
By: .
Mar~ ozz~llo General Partner
B~ J\ çt (Ua <--L-
Dor~ck Mauro, eneral Partner
DEVELOPER
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me this ~~
12
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day of .~ ~Aß ,1989 by Lester N. Mandell, President of
LAKE H~~~S, INC., a Florida corporation, on behalf'of
the corporation.
~aUð-k. ~
Notary Public
My Commission Expires: ðw. 10, ¡tlf'ù
STATE OF ~A ~
COUNTY OF llJQI..J t ~
The ~;~j,inS~ument was ackn~ledged befo,e me this~
day of ,1989, by Mario Mozzillo an' F\'E.t-œ~T"
as Genera rtnerøo LAKE EQUITY ASSOCIATES, a Florida general
partnership, on behalf of the partnership.
~4
Expires: m..",J,3/ IHo
STATE OF MASSACHUSETTS
C¿;S;Em ..þ
f e&oing instrument was achnowledged before me this ~day
0 ,~ 1989, by Dorick V. Mauro as General Partner of LAKE EQUITY
ASSOC TES, a Floria general partnership, on behalf of the partnership.
My èo....,;..I;" þpltOf July ~. 122§
I-BOO7-d
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EXHIBIT "A"
ATTACHED TO AND MADE A PART OF AGREEMENT
BETWEEN LAKE HILLS UTILITIES, INC., AND
LAKE EQUITY ASSOCIATES
CO~MENCE at the nortnwest corner of Section 23, Township 22
South, Range 26 East, Lake County, Florida. and run South along
the west line of said Section 23 a distance of 652.41 feet to a
point on the southerly right of way line of Old Highway 50 for a
POINT OF BEGINNING. thence North 84834'24" East along said
southerly right of way line 747.72 feet; thence continue along
said southerly right of way line South 0~olS'36" East 10.00
feet; thence continue along said southerly right of way line
North 84834'24° East 219.47 feet to the oeglnntng of a curve
concave Southerly having a radius of 713.94 feet and a central
angel of 47°54'00"; thence Easterly along said curve and along
said Southerly right of way line an arc distance of 596.86 feet
to the end of said curvc; thence South 4P31'36" East along said
southerly right of way line 441.32 feet to the beginning of a
curve concave Northeasterly having a radius of 4069.42 feet and
a central angle of 04812'028. thence Southeasterly along said
curve and along said southerly right of way line an arc distance
of 298~34 feet to the end of said curve. thence continue along
said southerly right of way line South 51°43'388 East 603.30
feet to the beginning of a curve concave Southwesterly having a
radius of 143.01 feet. thence Southeasterly along said curve and
along said southerly right of way line an arc distance of 126.58
feet to the end of said curve at a point on the west right of
way line of State Road Uumber 455; thence South 05808'40° East
108.05 feet; thence continuing along said west right of way
line, South 00814'048 East 735.08 feet to a point on a line 35
feet North from and parallel witn the south line of the
Northwest Quarter of said Section 23; thence South 89838'35"
West along said parallel line 490.00 feet; thence run South
00814'04° East 20.00 feet; th~nce South 89838'358 West along a
line which is 15 feet North from and parallel with the south
line of said Northwest Quarter a distance of 2117.11 feet to a
point on the west lfne of said Section 23; thence North along
said west line 1959.34 feet to the point of beginning. AND the
north half of Tracts 38 & 39 of LAKE HIGHLANDS COMPANY
subdivision recorded in Plat Book 4. Page 11 of the Public
Records of Lake County, Florida. Contains I1Z.03 acres, more or
less.
Being part of Tracts 9,10,11,12,21,22. 23,24,25, 26, 27
and 28 and all of the north half of Tracts 38 and 39 of LAKE
HIGHLANDS COMPANY subdivision recorded in Plat Book 4, Page 11,'
Public Records of Lake County, Florida.
Note: The platted rights of way in the NW 1/4 lying South and
West of the highways (Old Highway 50 and S.R. no. 455) except
along the south boundary of said NW 1/4 were closed and vacated
by Lake County Resolution - O.R. 931, Pg 1534.
Note: Bearings shown hereon are based upon the west Boundary
Section 23, 122S, R26E, having an assu.ed due South bearing.
Initialed for Identification
Utilities:
Developer: /llif/l,
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UTILITY AGREEMtit
THIS UTILITY AGREEMENT dated this /.d' day of ¿Z /. z-:
1990, by and between LAKE HILLS UTILITIES, INC.'~ ;::rid:
corporation (hereinafter referred to as "Utilities"), and DONALD
GUBER and ANN GUBER, AS TRUSTEES under the provisions of that
certain Donald Guber Family Trust Agreement dated April 18, 1978,
as amended (hereinafter referred to as the "Developer").
PREMISES
WHEREAS, Developer is the owner of certain tracts of real
property
situate
Florida,
with
described
in
Lake
County,
particularity in Exhibit "A" attached hereto and made a part
hereof,
hereinafter
referred
which
is
to
as
the
property
"Property"; and
WHEREAS,
intends
improve
the
develop
and
Developer
to
Property into a residential area containing approximately four
hundred two
residential
single-family
lots
(hereinafter
(402)
referred to as the "Development"); and
WHEREAS, in connection with the Development it is necessary
for the Developer to obtain adequate water service; and
WHEREAS, Utilities intends to be the owner ~nd operator of
water production and distribution facilities which are to serve
real property in close proximity to the Property; and
WHEREAS,
Developer
has
agreed
Utili ties
the
to
pay
a
Contribution-in-Aid-of-Construction as
hereinafter
defined and
other charges set forth herein to induce utili ties to provide
water service to the Property; and
WHEREAS, as a condition precedent to providing such service
the Developer has agreed to construct at its own cost and expense
certain facilities as more particularly described hereinafter;
and
WHEREAS, Utilities has agreed to make its water facilities
available to the Property on the terms and conditions hereinafter
set forth.
NOW THEREFORE, in consideration of the premises hereof and
EXHIBIT "D-3"
, :
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the .rk to be done by Utili ties aP the sums to be paid to
Utilities
by Developer as described hereafter,
Developer and
Utilities agree as follows:
1.
EXCLUSIVE SERVICE TO THE PROPERTY.
Developer hereby
agrees and covenants that all improvements hereafter constructed
on the Property shall be served exclusively by utilities' water
facilities,
and Developer
further agrees that this grant and
agreement shall be a covenant binding upon and running with title
to the Property.
Utilities hereby agrees to make water service
available
to
the
Development
hereafter
constructed
on
the
Property for the rates and under the conditions referred to in
this Agreement.
Utilities agrees that such services shall be
made available through Utilities' facilities which Utilities has
or
intends
to
construct,
and
through
the
facili ties
to
be
constructed by Developer; provided, however, that if Utilities is
prevented by law or governmental regulation from constructing or
expanding plants and facili ties, or from providing such water
service for any reason, utilities shall have no liability to
Developer whatsoever except that Utilities shall be obligated to
return to Developer, without interest, any unearned contributions
or
funds paid to Utilities by Developer hereunder,
and this
Agreement shall
thereupon be terminated.
The parties hereto
acknowledge that th-is Agreement provides for only residential
service
to
the
Property
and
in
the event
that
service
for
commercial use is required, such service shall be provided in
accordance with a separate utility agreement.
Utilities further
agrees that the water service to be provided hereunder shall meet
the current standards or requirements, as the case may be, of all
state,
local,
and
federal
governmental
agencies
having
jurisdiction over Utilities; provided, however,
that Utilities
shall not be responsible for any failure to meet or.comply with
said standards or requirements to the extent that such failure
shall be occasioned by the inadequacy of the facilities to be
constructed by Developer; and further, the acceptance of any such
2
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aC1.ut1es
by
Utili ties
shall
8
not be
an
admission
of,
or
acceptance
of
such
respons ibili ty.
Notwithstanding
the
foregoing, Utilities shall not be responsible for Eurnishing fire
Elows to the Property in excess of Eive hundred (500) gallons per
minute.
Utilities hereby agrees to provide water service to the
Property within nine (9) months after the Developer shall make a
written request for such service to Utilities, but not before the
off-site and on-site improvements on the Property described in
Paragraphs
3
and
4
hereof,
respectively,
are
completed
in
accordance with this Agreement.
2.
CONTRIBUTION-IN-AID-OF-CONSTRUCTION.
The
Developer
hereby agrees to contribute to Utilities for aid in construction
of plant
facili ties
the sum of EIGHT HUNDRED SIXTY-FOUR AND
NO/100 DOLLARS ($864.00) for each single-family or multi-family
dwelling
unit
hereafter
constructed on
the property,
or
the
amount approved by the Florida Public Service Commission at the
time of the payment thereof.
Said contribution shall hereinafter
be referred to as the "Connection Contribution."
The Connection
Contribution
is
made
up
of
the
contributions-in-aid-of-
construction
("CIAC")
approved by the Florida Public Service
Commission in the amount of FIVE HUNDRED FORTY AND NO/100 DOLLARS
($540.00),
and
the
CIAC Tax
Impact,
in
the amount of THREE
HUNDRED TWENTY-FOUR AND NO/100 DOLLARS ($324.00), which also has
been approved by the Florida Public Service Commission.
The
amount of the CIAC Tax Impact shall be adjusted when the tax
effect of the Connection Contribution for th~?year it is paid is
determined by Utilities and, if the tax impact to Utilities of
the Connection Contribution is moJ:e or less than the CIAC Tax
Impact, the difference, if more, shall be paid by Developer and,
if less, shal,l be refunded to the Developer.
The Connection
Contributions shall be paid by Developer to Utilities -in lump sum
increments.
The first lump sum increment shall be in the amount
of
ONE
HUNDRED
TWENTY-NINE
THOUSAND
SIX
HUNDRED
AND
NO/100
DOLLARS ($129,600.00), or in the amount of one hundred and fifty
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(150) times the amount of the Connection Contributions approved
at the time of the payment thereof by the Florida Public Service
Commission,
if
the amount of
the Connection Contr ibutions
is
changed from the amount described herein.
The first lump sum
increment paid for Connection Contributions shall apply to the
first one hundred fifty (150) dwelling units on the Property.
The first lump sum increment of Connection Contributions shall be
paid by the Developer in cash or cashier's check, or other funds
acceptable
to
Utilities,
at
the
time
the
Developer
requests
service hereunder
in accordance with Paragraph 1 hereof.
The
other lump sum increments, in the amounts required for the number
of lots for which service is being requested, shall be paid at
the
time
the Developer
first
requests service for additional
lots.
Utilities shall have no obligation hereunder to advise any
governmental authority by execution of application, or otherwise,
that it is providing service to lots in the Property unless the
Connection Contribution has been paid for the lots subject to
such advice.
Under
no circumstances
shall
the
Developer
be
entitled to any return of all,
or any part of,
any lump sum
increment paid for Connection Contribution as described in this
Paragraph 2 (unless Utilities shall be unable to render services
as described in Paragraph 1 hereof) and such lump sum Connection
Contribution may be' used by the Developer only with respect to
units constructed on the Property.
The amount of the Connection
Contribution shall be the amount approved by the Florida Public
Service Commission,
and
if
the amount
initially approved for
Utilities is lower than the amount provided herein, appropriate
refund and adjustment shall be made.
The Connection Contribution
shall be in lieu of any other tap-in or connection fees charged
by Utili ties, but not in lieu of the following: (1) the cost of
constructing off-site improvements in accordance with Paragraph 3
hereof, which shall be charged and paid in accordance with said
Paragraph 3, (2) the CIAC Tax Impact on any contributed property
as described in Paragraph 7 hereof, which shall be charged and
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paid in accordance with said Paragraph 7 hereof, (3) the rates
and guaranteed revenue charges described in Paragraph 8 hereo~,
which shall be charged and paid separately in accordance with
Paragraph 8 hereof, or (4) meter installation fees as described
in Paragraph 9 hereof, which will be charged and paid separately
in accordance with said Paragraph 9 hereof.
3.
OFF-SITE
IMPROVEMENTS.
In
order
to
provide
water
service to the Property, certain off-site improvements must be
constructed.
These
off-site
improvements
shall
be
those
improvements
which
are
determined
by Utilities,
in
its
sole
discretion,
to be necessary to transport water from Utilities I
plant, which will serve the Property, to the Property and shall
include all lines and mains.
The off-site improvements which
must
be
constructed
to
serve
the
Property
may
be
partially
constructed by the customers of Utilities prior to the time the
Developer requests service hereunder.
At the time the Developer
requests service hereunder, and as a condition precedent to the
Utilities I
obligation
to
provide
service
to
the
Property
hereunder,
the Developer shall pay to Utllil:.ies the following I
(a) a share of the cost of constructing the then existing, or
then under construction, off-site improvements which will serve
the Property; such share being that amount of such cost which was
the portion of such 'cost related to the over-sizing of such off-
site improvements to provide capacity for the Property, i.e., the
increase in the cost of such off-site improvements occasioned to
provide
capacity
to
the
Property,
and
(b)
the
cost
of
constructing the additional off-site improvements necessary to
serve the Property, less any increase in such costs occasioned to
provide capacity for service to others.
The additional off-site
improvements
shall be constructed by Utilities at Developer 's
cost and expense: provided, however, Utilities, at its option,
may
require
Developer
to
construct
such
additional
off-site
improvements,
at
Developer's
cost and expense,
in which case
Developer
shall
not
be
required
to
pay
Utilities
the
sum
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described in (b) in the previous sentence hereof.
The off-site
improvements shall be constructed in accordance with plans and
specifications approved by Utilities and in accordance with all
requirements of Utilities and all applicable governmental and
regulatory authorities.
4.
ON-SITE IMPROVEMENTS.
As the Property is developed, the
Developer shall construct and install therein, at its own cost
and expense, all necessary on-site water facilities,
including
generally all the water utility facilities of whatever nature or
kind needed to connect the Development to be constructed on the
Property
to
the
existing
lines
of
Utilities,
and
including
specifically, all lines, mains, laterals and service connections
to serve the Development to be constructed on the Property.
The
Developer agrees that the construction and installation of such
on-site facilities shall be subject to the following:
A.
The on-site
facilities
shall
be
constructed
and
installed by Developer only after the approval of the plans
and specifications
therefor
by Utilities.
The plans and
specifications shall be in accordance with the requirements
of Utilities and all applicable regulatory authorities, and
the
Developer
shall
obtain
approval
thereof
from
such
agencies prior to commencement of construction.
B.
The
Developer,
upon
approval
of
the
plans
and
specifications by Utilities, as provided in subparagraph A
hereof, shall construct such on-site facilities strictly in
accordance with such plans and specifications.
It shall keep
Utilities advised as to the progress of such construction and
shall afford Utilities the right to make inspection of said
construction: provided, however, Utilities shall have no duty
to make
such
inspections,
and by making such
inspections
shall incur no responsibility for the correct installation or
construction thereof.
5.
INSPECTION.
In addition
to approving
the plans and
specifications for on-site work to be accomplished by Developer,
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Utilities may, at its option and without notification, inspect
such work
as it progresses to determine whether
it
is being
accomplished in accordance with said plans and specifications.
Such inspection shall be at the expense of Utilities; provided,
however,
that upon request Developer shall make available
for
inspection
by
Utilities
any
inspection
or
progress
report
prepared by Developer I s engineer or any engineer retained by a
lending
institution
in
connection
with
a
development
or
construction mortgage loan on the Property (hereinafter referred
to as the "Engineer").
Such reports shall be made available
without cost to Utilities.
Anything contained in this Paragraph
5
or
done
pursuant
hereto
notwithstanding,
Utilities
by
inspection or not inspecting, to any extent whatsoever, shall not
assume responsibility for construction or installation of on-site
improvements
and shall
in no way be considered
to waive any
rights available to it for defaults on the part of Developer, or
to consent to any defects, omissions or failures in the on-site
work to be accomplished by Developer.
6,
USE OF ON-SITE FACILITIES.
At the time the Developer
desires to connect the on-site water facilities constructed by it
to Utilities'
water
systems
with
respect
to any
lot
in
the
Development, and as a condition precedent for the right to make
such connection, th~ Developer shall convey to Utilities, at no
cost to Utilities, such of the on-site facilities as Utilities
shall require including specifically, but not as a limitation,
water lines, mains, laterals and connections.
Such conveyance
shall be by bill of sale, warranty deed or other appropriate
instrument as determ~ned by Utili ties, in its sole discretion,
and
shall
be
free
and
clear
of
all
liens
and
encumbrances
whatsoever.
In the event that on-site water facilities have been
connected to Utilities I water systems without said conveyance,
the requirement to convey said facilities to Utilities shall not
be waived and Utilities may thereafter, at any time, require the
conveyance of such facilities.
In the event that the Developer
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is unable or unwilling to convey to Utilities such facilities for
any
reason
whatsoever,
Utilities
shall
have
the
option
to
terminate
this
Agreement.
Notwithstanding
the
foregoing,
Utilities shall not be required to accept such conveyance, or
undertake
the
maintenance
of
any
portion
of
the
on-site
facili ties which it shall,
in its sole discretion,
decide to
leave
as
the
property
of,
and
the
responsibility
of,
the
Developer.
In addition, Utilities shall not be obligated to make
any
connections
until
utilities
has
received
the
Engineer's
certification
that
all
construction
has
been
performed
in
substantial conformance with the engineering plans and that all
tests
required
by
the
Engineer
and
by
Utilities
have
been
satisfactorily performed, and necessary approvals for use have
been
received
from
the
Florida
Department
of
Environmental
Regula tion
or
other
governmental
bodies
responsible
for
the
issuance
of
such
approvals.
The
cost
of
all
materials,
construction tests and testing and installation for on-site water
facilities and line extensions shall be paid
Developer prior to the transfer to Utilities.
in full by
the
By conveyance of
the on-site facilities,
the Developer shall be deemed to have
represented
and
warranted
to
Utilities
( 1 )
th'at
all
costs
therefor have been paid in full and that Developer will furnish
to Utilities such e~idence thereof as it may reasonably require,
and (2) that said on-site facilities have been constructed in a
good and workmanlike manner,
free
from all defects, and that
Developer will correct any defect occurring or discovered in said
facilities within a period of one (1) year from the date of such
conveyance.
7.
CIAC Tax Impact of Off-Site and On-Site Improvements.
At the time that the Developer shall pay Utilities for the cost
of off-site improvements as described in paragraph 3 hereof, and
at the time that the Developer shall convey to Utilities the on-
site improvements described in Paragraph 4 hereof in accordance
with Paragraph 6 hereof, Developer shall pay to Utilities,
In
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cash, the CIAC Tax Impact approved by the Florida Public Service
Commission with respect thereto.
The CIAC Tax Impact is intended
10 be a sum of money equal to the State and Federal Income Tax
effect on Utili ties of such payment or conveyance, and of the
payment of the CIAC Tax Impact itself.
The amount currently
approved
by
the
Florida
Public
Service
Commission
is
sixty
percent (60%) of the cost of the facilities contributed or the
cash paid.
Said amount is subject to adjustment and refund to
the extent it is more than the actual tax impact on the Utilities
of
such
payment
or
contribution.
Utilities
shall
not
be
obligated to construct any off-site facilities or provide any
services hereunder until all CIAC Tax Impact charges due
hereunder have been paid to Utilities. At the time that
Developer shall request service hereunder, pay for off-site
improvements,
or
convey on-site
improvements,
Utilities
shall
advise
Developer
of
the
amount
of
the
CIAC Tax
Impact
due
Utilities from Developer hereunder.
8.
RATES AND GUARANTEED REVENUE CHARGES.
The rates to be
charged by Utilities for water service to the Developer for water
service to the Development hereafter built on the Property, and
guaranteed
revenue
charges,
shall
be
those
chårges
made
by
Utilities to its other customers and those charges from time to
time
agreed
on
by-. and
between
the
Florida
Public
Service
Commission, or any other governmental regulatory body from time
to time having jurisdiction over such matters.
The rates shall
be the charges for water service provided to the Property.
The
guaranteed revenue charges shall be the payment to Utilities by
Developer for capacity reserved but not being used by an active
customer.
The Developer shall begin paying guaranteed revenue
charges at the time Developer shall request utilities to provide
water service to the Property.
The Developer shall be obligated
to pay such charges only on those lots for which Developer pays
CIAC and shall continue to pay such charges on each lot from the
time of such payment until an active customer is connected on
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such lot.
The current guaranteed revenue charge of Utilities is
EIGHT AND 64/100 DOLLARS ($8.64) per lot per month.
Utilities
reserves
the
right
to wi thhold or disconnect
service,
or
to
refuse to give or provide new or additional service, at any time
the charges are not paid on a current basis within twenty-five
(25)
days
after
the
same
are
billed:
provided
that
written
notification of such delinquency has been made by Utilities to
the record owner of the lot or living unit being served.
The
Developer or record owner of the lot or living unit being served
by Utilities, as the case may be, hereby agrees to save and hold
harmless Utilities for any loss or damages resulting from the
exercise of this right.
Moreover, the service to the Development
shall be subject to such other regulations from time to time
imposed on Utilities with respect to the operations of its water
systems, and except as limited by such regulations, the amounts
of utility deposits, billing practices and times, liability for
damage
to
utilities'
Property
and
rate
changes
shall
be
exclusively within the discretion and control of Utilities.
It is hereby agreed by the parties hereto
9.
WATER METERS.
that Utilities shall install a water meter or water meters as
Utilities should deem to be necessary to serve the Development
and the Property.
utilities shall have the right to designate
the number, type, quality and size of said meter or meters.
The
cost for said water meter or water meters and the labor charges
associated with its installation shall be paid to Utilities by
Developer prior to installation of each such meter at the rate
from
time
to
time
approved
by
the
Florida
Public
Service
Commission or any other governmental regulatory body from time to
time having jurisdiction over such matters.
Said sum shall be
due and payable prior to the time of installatio~ of said meter
or
meters.
All
water meters
so
installed shall
remain
the
property of Utilities.
10. INCLUSION IN SERVICE AREA.
Upon the execution of this
Agreement,
Utilities shall petition the Florida Public Service
10
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.
Commission for permission to include the Property in Utilities'
service
area
as
approved
by
the
Florida
Public
Service
Commission.
In
the
event
that
the
Florida
Public
Service
Commission shall
fail
to approve
and grant
said petition
to
include the Property in Utili ties' service area wi thin six (6)
months from the date hereof, either party hereto shall have the
right to terminate this Agreement at any time until the Property
is
included
in the said service area or service
is actually
rendered
hereunder.
Upon
such
termination,
Utilities
shall
refund
all
sums
paid
to
it
by
Developer
hereunder
w !thou t
interest.
11. PLATS.
All plats of the Property, or portions thereof,
filed among the Public Records of Lake County, Flor ida, or any
other governmental unit, shall provide for such dedicated utility
easements as may be reasonable and necessarily required for the
purpose of serving the Property, or portions thereof, with the
water and sewer service to be provided hereunder.
12.
NOTICES.
Payments required to be made under the terms
hereof and notices permitted, or required to be made under the
terms hereof, shall be delivered to the parties at the respective
addresses:
Utili ties:
LAKE HILLS UTILITIES" INC.
Post Office Box 3873
Longwood, Florida 32750
DONALD GUBER, AS TRUSTEE
c/o Maguire, Voorhis & Wells
Post Office Box 633
Orlando, Florida 32802
Any notices required or permitted hereunder shall be considered
Developer:
properly made if in writing and mailed by United States Mail,
postage prepaid, to the addresses set forth herein.
13.
TERM.
The term of this Agreement shall be for a period
of thirty (30) years from the date hereof, and from year to year
thereafter.
After
the
initial thirty
(30)
year
term,
either
party hereto shall have the right to terminate this Agreement
upon one (1) year's prior written notice of such termination.
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8
14.
MISCELLANEOUS.
A.
Time
is
hereby
made
of
the
essence
of
this
Agreement in all respects.
B.
This Agreement constitutes the entire agreement of
the
parties
and
expressly
supersedes
all
negotiations,
previous
agreements
or
representations
whether
verbal
or
written, and may not be amended in any way whatsoever except
by a writing executed by both parties hereto in a manner
equal in dignity to the execution of this Agreement.
C.
This Agreement shall inure to the benefit of and be
binding upon the heirs, successors, personal representatives
and assigns of
the parties hereto and shall constitute a
covenant running with the Property.
D.
This Agreement shall be governed by the laws of the
State of Florida.
E.
This
Agreement
shall
be
effective
upon
proper
execution by both parties hereto.
F.
This
Agreement
shall
be
executed
in
several
counterparts
each
of
which
if
properly
executed
by
both
parties shall be considered an original.
IN WITNESS WHEREOF,
the parties hereto have caused
these
presents to be executed in their names and their seals to be
hereunto
affixed,
ëy
their
proper
officers
thereunto
duly
authorized, on the day and year first above written.
Signed, sealed and delivered
in the presence of:
"UTILITIES"
/(i, /. 1M "<-' ,
~~ -d /~ ""' ~
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.' "~ l¡l,(~
d" dþ
/:/ ~
, d ¿" I --/7 . C?"~ e:f;:¿..J
'N~d.'
the provisions of that certain
Donald Guber Family Trust'
Agreement dated April 18, 1978,
as amended
. .
"DEVELOPER"
STATE OF FLORIDA
COUNTY OF ORANGE
The foregoing instrument was acknowledged before me this ~
day of ~ ' 1990 by Lester N. Mandell, President of
LAKE HILLS TILITIES, INC., a Florida corporation, on behalf of
the corporation.
STATE OF FLORIDA
COUNTY OF ORANGE
The fo~9oing ~rument was acknowledged before me thia ~
day of ~,,~ ' 1990, by Donald Guber, as Trus~~e.,': - - - - .
~;&Ú:f¿~----' ~'-
M*OTÇ~it7J&tè ofñ'ò~5fAH.ARGE
MY COMMISSION EXPIRES MAR, \7. IOOl
DON OED THnOUCH A~HTON ACCNCY ING
~dtt1, ff ~~~
Notary Public
My Commissi°tfo\II~'W~I¿.~~a(e of FlorIda
My Commission e~ptr08 Oçt. 10, 1992
STATE OF FLORIDA
COUNTY OF ORANGE
The fO~going i~strument was acknowledged before me this ~
day of ~~"'J~' 1990, by Ann Guber, as Trustee.
. .¿;7. "
- ...
-
Notary pu 1 c
My Commission Expi es:
NOTARY PUBLIC. STATE OF FLORIDA AT LARGE
MY COMMISSION EXPIRES MAR, 17, 1992
BONDED THnOUGH ASHTON AGENCY 'NO
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(07/19/90)
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KXßIBIT "A"8
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PARCEL A
All of Tracts 46,50,51 and 62, the North 1/2 of Tract 63, and those portions
of Trl!cts 35 and 47 lying South of the Florida Turnpike (Sunshine 'State
Parkway). all of said Tracts of the Plat of LAKE HIGHLAND COMPANY according to
the plat thereof as recorded in PlAt Book 3, Page 52 of the Public Records of
Lake County, Florida.
And
That port of the Northwest 1/4 of the Northoast 1/4 of Section 22, Township 22
South, Range 26 Ea1lt, lying North of Old Hi/thway 50.
And
All of Tracts 39, 43, 44 and 53, and those portions of Tracts 42, 54, 55, 59
end 60 lying North of Old Highway 50, all of said Tracts of the Plat of LAKE
HIGHLAND COMPANY according to the plAt thAnof a9 recorded in Plat Book 3,
Page 52 of the Public Records of Lake County, FloridA.
PARCEL-1!
Tract 52 of the Plat of LAKE HIGHLAND COMPANY according to the plat thereof as
recorded in Plat Book. 3, Page 52 of the Public Records of Lake County,
Florida. And that portion of Tuct 61 of the IIforesald Plat of Ll1ke Highll1nd
Company lyfn t North of Old Highway 50.
PARCEL C
Tract 4S of the Plat of LAKE HIGHLAND COMPANY according to the plat thereof as
recorded in Plat Book 3, Pllge 52 of tho Public Rocords of Lake County, Florida
PARCRI, D
That part of Tract 48 of the plat of LAKE HIGHLAND COMPANY according to the
plAt thereof as recorded in Plat Book 3, Page 52 of the Public RecordB of Lake
County, Flor ida, lying SollthW81l t of the F tor idll Turnpike (SuMh 1M StAte
PBrkwlty) .
PARCEL E
AI] of Trl1cts 27, 37 and 38, portions of Tracts IIA. 12A, 21, 28, 29, 29A and
36 lying "'est of Florida Stl\to Turnpike anti the "'est one-half or Tract 35
lying "'est of Florida State Turnpike, all or said Tracts of the Plat of LAKE
HIGH'LANOS COMPANY MAP OF Section IS, TowMhip 22 South, Range 26 F.ast, liS
recorded in Plat Book 3, Page 52 of the Public Records of Lake County,
Florida.
CLAY PIT DESCRIPTION
All that part of the following described land lying South of the right-of-way
of Florida's Turnpike (Sunshine State parkway): Beginning at a point on the
mid-section line 1105.75 feet South of the North one-half mile corner of
Section IS, Township 22 South, Range 26 East, Lake County. Florida on the
Southerly line of the abandoned right-of-way of the former Tavares and Gulf
Railroad, run Westerly along said Southerly line a distance of 1,375 feet to
the west linll of Tract 11-A according to the plat of Lake Highlands a
subdivision in said Section 15 as recorded in Plat Book 3, Page 52, Public
Records of Lake County, Florida, thence South 41.26 feet, thence Easterly
parallel to said Southerly line of abandoned right-of-way 1,342.21 feet to a
point which is 20.00 feet west of the mid-Beetion lino, thence South 782.76
feet, thence West 295.15 feet, thence South 295.25 feot, thence East 315.15
feet to the mid-section line, thence North along tho mid-section line 1,130,25
feet to the Point of Beginning.
ALL OF TIfF. AFORESAID PARCELS A THROUGH E AND CT,AY PIT ALSO BEING MORE
PARTICULARLY DESCRIBED A~ FOLLOWS:
CR:OS2T,G\L-495)
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8
A portion of LAKE HIGHLANDS COMPANY MAP OF SECTION 15,
TOWNSHIP 22 SOUTH, RANGE 26 EAST, r,,-corded in Plat Book 3,
Page 52 of the Public Records of LAke County and a portion
of the Northwest 1/4 of the Northeast 1/4 of Section 22,
Township 22 South, Range 26 East, Lake County, Florid/!,
described as follows:
Commence at the Southeast corner of Section IS, Township
22 South, Range 26 East, Lake County, Florida /!nd run
N 89"17'37" W along the South tin!! of the Southe/IBt 1/4 of
said Section 15 for /! dis tancEl of 1319.39 feet to the
Southwest corner of the Tract 63 of said LAKE HIGHLANDS
COMPANY and the POINT OF BEGINNING; thence run
N 00"25'42" E along the West line of said Tract 63 for a
distance of 331. 09 het; thence run S 89"21' 24" E along
the South line of the North 1/2 of said Tract 63 for a
distance of 659.47 feet¡ thllnclI run N 00"23'26" E along
the East line of said Tract 63 and the east line of Tract
50 said LAKE HIGHLANDS COMPANY for a distance of 995.46
feet to the Northeast cornpr thereof; thence run
S 89"32' 46" E along the South line of Tract 48 of SA id
LAKE HIGHLANDS COMPANY for a distance of 67.95 feet to the
Westerly Right-of-Way line of the Florida Turnpike; thence
run the following 11 courses 1110ng said Westerly Right-
of-Way line: 1) N 46"36'32" W, 556.71 feet: 2) S 43"23'28"
W, 20.00 feet; 3) N 46"36'32' W, 1752.93 feet; 4)
N 43"23'28" E, 20.00 het; 5) N 46"36'32" W, 161.91 feet
to a point on a curve concave Northeasterly having a
radius of 5879.58 feet, a central angle of 05"15'12" and a
chord bearing of N 44"03'06" W¡ 6) thence run
Northwesterly along the arc of said curve for a distance
of 539.09 feet to a point of non-tangency; 7) thence
S 89"58'11" W, 13.32 feet to a point on a curve concave
Northeasterly having a radius of 5889.58 feet, a central
angle of 02"01'37" and a chord bearing of N 40"19'33" W;
8) thence run NorthwelltP.rly along the arc of said curve
for a distance of 208.35 feet to a point of non-tangency;
9) thllnce run N 50"41' 16" E rad111l to said curve for 11
distance of 10.00 feet to a point on a curve concave
Northeasterly having a radius of 5879.58 feet, a central
angle of 03"36'22" and a chord bearing of N 37"30'33" W;
10) thence run Northwesterly along the arc of 'said curve
for a distance of 370.05 feet to a point of non-tangency:
11) thence run N 35"37'32" W for a distance of 208.25 feet
to a point on the Southerly Right-of-Way line of
Blackstill ~Ake Road: thence run S 87"52'28" W along said
Right-of-Way line for a distance of 40.79 feet to the
point of curvature of a curve concave Northerly having a
radius of 1205.92 feet and a central angle of 14"00'00";
thence run Westerly along the arc of said curve and said
Right-of-Way line for a distance of 294.66 feet; thence
run N 78°07'32" W along sdd Right-of-Way line for a
distance of 98.80 feet to the point of curvature of a
curve concave Southerly having a radius of 1085.92 feet
and a central angle of 13"10' 49"; thence run Westerly
along the arc of said curve and 98id Right-of-Way line for
a distance of 249.80 feet to a point of non-tangency;
thence leaving sdd Right-of-Way line run S 00°31'47" W
along the West line of Tr8ct llA said LAKE HIGHLANDS
COMPANY and its Southerly prolongation thereof for a
distance of 69.96 feet to a reference Point " A" , said
point being on the Westerly Right-at-Way line of a platted
un-named rosd 88 shown on 8dd Plst of LAKE HIGHLANDS
COMPANY; thence run Southeasterly, Southerly and Westerly
along said Westerly Right-of-Way line for s distance of
2760 feet more or less to a point on the Northerly
prolongation of the Wellt 1 ine of Tract 39 of said LAKE
HIGHLANDS COMPANY, satd point lying S 25"40'00" W a
distance of 1550.43 feet from the aforesaid Reference
Point "A"; thence run S 00°52'25" W aJong the West line of
9nid Tract 39 and said Northorly prolongation and the West
lino of Tract 42 of uid L^KE HIGHLANDS COMPANY for a
distance of 1221. 48 feat to the Northerly Right-of-Way
line of Old Hi~hway 50; thence run the following 8 courses
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dong uid Northerly Right-of-W';" line: 1) S 61°23'27" E,
611.30 feet to the point of curvature of a curve concave
Southwesterly baving a radiu8 of 1133.00 feet and a
central lingle of 14°54'34"; Z) thence run Southeasterly
along the arc of said curve for a distance of 294.83 feet;
3) thence S 46°28'53" E, 234.91 feet to the point of
curvature of a curve concave Northeasterly having a radius
of 792.00 feet and a central angle of 18°34'42"; 4) thence
run Southeasterly along the arc of said curve for a
distance of 256.81 feet; 5) thp.nce S 65°03'35" E, 701.89
feet to the point of a curve concave Southwesterly having
a radius of 1883.00 fent end a centLal angle of 12°04' 39";
6) thence run Southeasterly along the arc of said curve
for a distance of 396.92 feet; 7) thence S 52°58' 56" E,
752.07 feet to the point of curvature of a curve concave
Northeasterly having a radius of 1167.00 feet and a
central angle of 29° 15' 34"; 8) thence Southeasterly along
the arc of said curv~ for a distance of 595.95 feet to the
East line of the Northwest 1/4 of the Northeast 1/4 of
Section 22, Township 22 South, Range 26 East; thence run
N 01°20' 57" E along said East line for a distance of
538.98 feet to the POINT OF ßEGINNING.
(R:052LG/D-495)
8
8
UTILITY AGREEMENT
THIS UTILITY AGREEMENT dated this -5 day of August, 1993; by
and between LAKE HILLS UTILITIES,
INC. ,
a Florida corporation
(hereinafter
referred
to
as
"Utilities"),
and
THE
GREATER
CONSTRUCTION
CORPORATION,
a
Florida
corporation
(hereinafter
referred to as the "Developer").
PREMISES
WHEREAS,
Developer is the owner or contract purchaser of
certain tracts of real property situate in Lake County, Florida,
described with particularity in Exhibit" A" attached hereto and
made a part hereof, which property is hereinafter referred to as
the "Property"; and
WHEREAS, Developer intends to develop and improve the Property
into a residential area containing approximately five hundred (500)
single-family residential lots (hereinafter referred to as the
"Development"); and
WHEREAS, in connection with the Development it is necessary
for the Developer to obtain adequate water service; and
WHEREAS, Utilities intends to be the owner and operator of
water production and distribution facilities which are to serve
real property in close proximity to the Property; and
WHEREAS,
the
Developer
has
agreed
to
pay
Utilities
a
Contribution-in-Aid-of-Construction
as
hereinafter
defined
and
other charges set forth herein to induce Utilities to provide water
service to the Property; and
WHEREAS, as a condition precedent to providing such service
the Developer has agreed to construct at its own cost and expense
certain facilities as more particularly described hereinafter; and
WHEREAS,
Utilities has agreed to make its water facilities
available to the Property on the terms and conditions hereinafter
set forth.
NOW THEREFORE, in consideration of the premises hereof and the
work to be done by Utilities and the sums to be paid to Utilities
by Developer as described hereafter, Developer and Utilities agree
r-'.
as follows:
EXHIBIT "D-4"
8
8
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1.
EXCLUSIVE SERVICE TO THE PROPERTY.
Developer hereby
agrees and covenants that all improvements hereafter constructed on
the
Property
shall
be
served
exclusively by Utilities'
water
facilities,
and
Developer
further
agrees
that
this
grant
and
agreement shall be a covenant binding upon and running with title
to the Property.
Utilities hereby agrees to make water service
available to the Development hereafter constructed on the Property
for
the
rates
and
under
the
conditions
referred
to
in
this
Agreement.
Utili ties agrees that such services shall be made
available through Utili ties I
facili ties which Utili ties has or
intends to construct, and through the facilities to be constructed
by Developer; provided, however, that if Utilities is prevented by
law or governmental
regulation from constructing or expanding
plants and facilities, or from providing such water service for any
reason, Utilities shall have no liability to Developer whatsoever
except that Utilities shall be obligated to return to Developer,
without
interest,
any unearned contributions or funds paid to
Utilities
by
DevEÙoper
hereunder,
and
this
Agreement
shall
thereupon be terminated.
The parties hereto acknowledge that this
Agreement provides for only residential service to the Property and
in the event that service for commercial use is required,
such
service shall be provided in accordance with a separate utility
agreement.
Utilities further agrees that the water service to be
provided
hereunder
shall
meet
the
current
standards
or
requirements, as the case may be, of all state, local, and federal
governmental agencies having jurisdiction over Utili ties; provided,
however, that Utilities shall not be responsible for any failure to
meet or comply with said standards or requirements to the extent
that such failure shall be occasioned by the inadequacy of the
facilities
to
be
constructed
by
Developer;
and
further,
the
acceptance of any such facilities by Utili ties shall not be an
admission
of,
or
acceptance
of
such
responsibility.
Notwithstanding the foregoing, Utilities shall not be responsible
for furnishing fire flows to the Property in excess of five hundred
~
(SOO) gallons per minute.
Utilities hereby agrees to provide water
4859f>\BJl.TTOKnK
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8
service to the Property six (6) months after the Developer shall
make a written request for such service to Utili ties,
but not
..---
before
the
on-site
improvements
on
the
Property described
in
Paragraph 3 are completed in accordance with this Agreement.
2.
CONTRIBUTION-IN-AID-OF-CONSTRUCTION.
The
Developer
hereby agrees to contribute to Utilities for aid in construction of
plant facilities the sum of EIGHT HUNDRED SIXTY-FOUR AND NO/IOO
DOLLARS ($864.00) for each single-family or multi-family dwelling
unit hereafter constructed on the Property, or the amount approved
by the Florida Public Service Commission at the time of the payment
thereof.
Said contribution shall hereinafter be referred to as the
"Connection Contribution."
The Connection Contribution is made up
of the contributions-in-aid-of-construction ("CIAC") approved by
the Florida Public Service Commission in the amount of FIVE HUNDRED
FORTY AND NO/IOO DOLLARS ($540.00), and the CIAC Tax Impact, in the
amount of THREE HUNDRED TWENTY-FOUR AND NO/IOO DOLLARS ($324.00),
which
also
has
been
approved
by
the
Florida
Public
Service
Commission.
The amount of the CIAC Tax Impact shall be adjusted
when the tax effect of the Connection Contribution for the year it
is paid is determined by Utilities and, if the tax impact of the
Connection Contribution is less than the CIAC Tax Impact, a refund
of such difference shall be made to Developer.
The Connection
Contributions shall be paid by Developer to Utilities in lump sum
increments.
The first lump sum increment shall be in the
of
EIGHTY-SIX THOUSAND FOUR HUNDRED AND NO/IOO DOLLARS ($86,400.00).
The first lump sum increment paid for Connection Contributions
shall apply to the first one hundred (100) dwelling units on the
Property.
The
first
lump
sum
increment
of
Connection
Contributions, in the amount of EIGHTY-SIX THOUSAND FOUR HUNDRED
AND NO/IOO DOLLARS ($86,400.00), shall be paid by the Developer in
cash or cashier's check, or other funds acceptable to Utilities, at
the time of the execution of this Agreement.
The other lump sum
increments,
in the amounts required for the number of lots for
which service is being requested, shall be paid at the time the
,"'-"'"
Developer first requests service for additional lots.
Utilities
48596\BIITTOJ<DK
8
8
sh~:1l1 have no obligation hereunder to advise any governmental
authority by execution of application, or otherwise,
that it is
providing service to lots in the Property unless the Connection
Contribution has been paid for the lots subject to such advice.
Under no circumstances shall the Developer be entitled to any
return of all, or any part of,
any lump sum increment paid for
Connection Contribution as described in this Paragraph 2 (unless
Utilities
shall
be unable to render services as described
in
Paragraph 1 hereof) and such lump sum Connection Contribution may
be used by the Developer only with respect to units constructed on
the Property.
The amount of the Connection Contribution shall be
the amount approved by the Florida Public Service Commission, and
if the amount initially approved for Utilities is lower than the
amount provided herein, appropriate refund and adjustment shall be
made.
The Connection Contribution shall be in lieu of any other
tap-in or connection fees charged by Utilities, but not in lieu of
the following:
(1) the CIAC Tax Impact on any contributed property
as described in Paragraph 6 hereof, which shall be charged and paid
in accordance with said Paragraph 6 hereof,
( 2) the rates and
guaranteed revenue charges described in Paragraph 7 hereof, which
shall be charged and paid separately in accordance with Paragraph 7
hereof, or (3) meter installation fees as described in Paragraph 8
hereof, which will be charged and paid separately in accordance
with said Paragraph 8 hereof.
3.
ON-SITE IMPROVEMENTS.
As the Property is developed, the
Developer shall construct and install therein, at its own cost and
expense,
all
necessary
on-site
water
facilities,
including
generally all the water utility facilities of whatever nature or
kind needed to connect the Development to be constructed on the
Property
to
the
existing
lines
of
Utilities,
and
including
specifically, all lines, mains, laterals and service connections to
serve the Development to be constructed on the Property.
The
Developer agrees that the construction and installation of such on-
site facilities shall be subject to the following:
"........
48596\BATTO"Dk
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A.
The on-site
facili ties shall
be constructed and
installed by Developer only after the approval of the plans
and specifications therefor by Utili ties.
The plans and
specifications shall be in accordance with the requirements of
Utilities and all applicable regulatory authorities, and the
Developer shall obtain approval thereof from such agencies
prior to commencement of construction.
B.
The
Developer,
upon
approval
of
the
plans
and
specifications by Utilities,
as provided in subparagraph A
hereof, shall construct such on-site facilities strictly in
accordance with such plans and specifications.
It shall keep
Utilities advised as to the progress of such construction and
shall afford Utilities the right to make inspection of said
construction: provided, however, Utilities shall have no duty
to make such inspections, and by making such inspections shall
incur
no
responsibility
for
the
correct
installation
or
construction thereof.
4.
INSPECTION.
In addition to approving the plans and
specifications for on-site work to be accomplished by Developer,
Utilities may, at its option and without notification, inspect such
work as it progresses to determine whether it is being accomplished
in accordance with said plans and specifications.
Such inspection
shall be at the expense of Utilities: provided, however, that upon
request Developer shall make available for inspection by Utilities
any inspection or progress report prepared by Developer's engineer
or any engineer retained by a lending institution in connection
with a development or construction mortgage loan on the Property
(hereinafter referred to as the "Engineer").
Such reports shall be
made available without cost to Utilities.
Anything contained in
this Paragraph 4 or done pursuant hereto notwithstanding, Utilities
by inspection or not inspecting, to any extent whatsoever, shall
not assume responsibility for construction or installation of on-
site improvements and shall in no way be considered to waive any
rights available to it for defaults on the part of Developer, or to
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48596\8ATTONDK
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.
consent to any defects, omissions or failures in the on-site work
to be accomplished by Developer.
5.
USE OF ON-SITE FACILITIES.
At the time the Developer
desires to connect the on-site water facilities constructed by it
to
Utilities'
water
systems
with
respect
to
any
lot
in
the
Development,
and as a condition precedent for the right to make
such connection,
the Developer shall convey to Utilities, at no
cost to Utili ties,
such of the on-site facilities as Utili ties
shall require including specifically,
but not as a limitation,
water lines,
mains,
laterals and connections.
Such conveyance
shall be by bill of
sale,
warranty deed or other appropriate
instrument as determined by Utilities, in its sole discretion, and
shall be free and clear of all liens and encumbrances whatsoever.
In the event that on-site water facilities have been connected to
Utilities' water systems without said conveyance, the requirement
to convey said facilities to Utilities shall not be waived and
Utilities may thereafter, at any time, require the conveyance of
such facilities.
In the event that the Developer is unable or
unwilling to convey to Utilities such facilities for any reason
whatsoever,
Utili ties shall have the option to terminate this
Agreement.
Notwithstanding the foregoing, Utilities shall not be
required to accept such conveyance, or undertake the maintenance of
any portion of the on-site facilities which it shall, in its sole
discretion,
decide
to
leave
as
the
property
of,
and
the
responsibility of, the Developer.
In addition, Utilities shall not
be obligated to make any connections until Utilities has received
the
Engineer's
certification
that
all
construction
has
been
performed in substantial conformance with the engineering plans and
that all tests required by the Engineer and by Utilities have been
satisfactorily performed, and necessary approvals for use have been
received from the Florida Department of Environmental Regulation or
other governmental bodies responsible for the issuance of such
approvals.
The cost of all materials,
construction tests and
testing and installation for on-site water facilities and line
,...........
extensions shall be paid in full by the Developer prior to the
48596\BATTONDII
6
tran~ to Utilities.
.
8.
By conveyance ot the on-site facilities,
the Developer shall be deemed to have represented and warranted to
Utilities (1) that all costs therefor have been paid in full and
that Developer will furnish to Utilities such evidence thereof as
it may reasonably require,
and (2) that said on-site facilities
have been constructed in a good and workmanlike manner, free from
all defects, and that Developer will correct any defect occurring
or discovered in said facilities within a period of one (1) year
from the date of such conveyance.
6.
CIAC Tax Impact of On-Site Improvements.
At the time
that
the
Developer
shall
convey
to
Utilities
the
on-site
improvements described in Paragraph 3 hereof in accordance with
Paragraph 5 hereof, Developer shall pay to Utilities, in cash, the
CIAC Tax Impact approved by the Florida Public Service Commission
with respect thereto.
The CIAC Tax Impact is intended to be a sum
of money equal to the State and Federal
Income Tax effect on
Utilities of such payment or conveyance, and of the payment of the
CIAC Tax Impact itself.
The amount currently approved by the
Florida Public Service Commission is sixty percent (60%) of the
cost of the facilities contributed or the cash paid.
Said amount
is subject to adjustment and refund to the extent it is more than
the
actual
tax
impact
on
the
Utilities
of
such
payment
or
contribution.
Utili ties shall not be obligated to provide any
services hereunder until all CIAC Tax Impact charges due hereunder
have been paid to Utilities.
At the time that Developer shall
request
service
hereunder,
or
convey
on-site
improvements,
Utili ties shall advise Developer of the amount of the CIAC Tax
Impact due Utilities from Developer hereunder.
7.
RATES AND GUARANTEED REVENUE CHARGES.
The rates to be
charged by Utilities for water service to the Developer for water
service to the Development hereafter built on the Property, and
guaranteed
revenue
charges,
shall
be
those
charges
made
by
Utilities to its other customers and those charges from time to
time
agreed
on
by
and
between
the
Florida
Public
Service
,...--..
Commission, or any other governmental regulatory body from time to
48596\BIITTO"DI!
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8
time having jurisdiction over such matters.
The rates shall be the
charges for water service provided to the Property.
The guaranteed
.--
revenue charges shall be the payment to Utilities by Developer for
capacity reserved but not being used by an active customer.
The
Developer shall begin paying guaranteed revenue charges at the time
Developer shall request Utilities to provide water service to the
Property.
The Developer shall be obligated to pay such charges
only on those lots for which Developer pays CIAC and shall continue
to pay such charges on each lot from the time of such payment until
an
active
customer
is
connected
on
such
lot.
The
current
guaranteed revenue charge of Utilities is EIGHT AND 64/100 DOLLARS
($8.64)
per
lot
per month.
Utilities
reserves
the
right
to
withhold or disconnect service, or to refuse to give or provide new
or additional service, at any time the charges are not paid on a
current basis wi thin twenty-five
(25)
days after the same are
billed: provided that written notification of such delinquency has
been made by Utilities to the record owner of the lot or living
unit being served.
The Developer or record owner of the lot or
,...--
living unit being served by Utilities, as the case may be, hereby
agrees to save and hold harmless Utilities for any loss or damages
resulting from the exercise of this right.
Moreover, the service
to the Development shall be subject to such other regulations from
time to time imposed on Utilities with respect to the operations of
its water systems, and except as limited by such regulations, the
amounts of utility deposits, billing practices and times, liability
for
damage
to
Utilities'
Property
and
rate
changes
shall
be
exclusively within the discretion and control of Utilities.
8.
WATER METERS.
It is hereby agreed by the parties hereto
that Utili ties shall install a water meter or water meters as
Utilities should deem to be necessary to serve the Development and
the Property.
Utili ties shall have the right to designate the
number, type, quality and size of said meter or meters.
The cost
for
said
water
meter
or
water
meters
and
the
labor
charges
associated with its installation shall be paid to Utili ties by
~
Developer prior to installation of each such meter at the rate from
48'96\8I1TTONDII
. .
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8
8
time to time approved by the Florida Public Service Commission or
any other governmental regulatory body from time to time having
-----
jurisdiction over such matters.
Said sum shall be due and payable
prior to the time of installation of said meter or meters.
All
water meters so installed shall remain the property of Utilities.
9.
PLATS.
All plats of the Property, or portions thereof,
filed among the Public Records of Lake County,
Florida,
or any
other governmental unit, shall provide for such dedicated utility
easements as may be reasonable and necessarily required for the
purpose of serving the Property,
or portions thereof,
with the
water service to be provided hereunder.
10.
NOTICES.
Payments required to be made under the terms
hereof and notices permitted,
or required to be made under the
terms hereof, shall be delivered to the parties at the respective
addresses:
Utilities:
LAKE HILLS UTILITIES, INC.
Post Office Box 3873
Longwood, Florida 32750
Developer:
THE GREATER CONSTRUCTION CORPORATION
Post Office Box 3873
Longwood, Florida 32750
,,----
Any notices required or permitted hereunder shall be considered
properly made if in writing and mailed by United States Mail,
postage prepaid, to the addresses set forth herein.
11.
TERM.
The term of this Agreement shall be for a period
of thirty (30) years from the date hereof, and from year to year
thereafter.
After the initial thirty (30) year term, either party
hereto shall have the right to terminate this Agreement upon one
(1) year's prior written notice of such termination.
12.
MISCELLANEOUS.
A.
Time is hereby made of the essence of this Agreement
in all respects.
B.
This Agreement constitutes the entire agreement of
the
parties
and
expressly
supersedes
all
negotiations,
previous
agreements
or
representations
whether
verbal
or
written, and may not be amended in any way whatsoever except
------
48596\8ATTONDI!
. c .
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8
8
by a writing executed by both parties hereto in a manner equal
in dignity to the execution of this Agreement.
C.
This Agreement shall inure to the benefit of and be
binding upon the heirs, successors, personal representatives
and assigns of the parties hereto and shall constitute a
covenant running with the Property.
D.
This Agreement shall be governed by the laws of the
State of Florida.
E.
This
Agreement
shall
be
effective
upon
proper
execution by both parties hereto.
F.
This
Agreement
shall
be
executed
in
several
counterparts
each
of
which
if
properly executed by both
parties shall be considered an original.
IN WITNESS WHEREOF,
the parties hereto have caused these
presents to be executed in their names and their seals to be
hereunto
affixed,
by
their
proper
officers
thereunto
duly
authorized, on the day and year first above written.
Signed, sealed and delivered
in the presence of:
tJlf qdt;;k
D"Æ"TrEC F'. Mc1NTOSH
LAKE HILLS UTILITIES, INC.
BY'~
Robert A. Mandell,
VicD President
(CORPORATE SEAL)
"UTILITIES"
(i!r~-
THE GREATER CONSTRUCTION
CORPORATION
BY'~S<dent
(CORPORATE SEAL)
"DEVELOPER"
Printed Name
r----
48596'."TTONDK
10
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8
8
STATE OF FLORIDA
COUNTY OF ORANGE
-,{!¡
The foregoing instrument was acknowledged before me this S
day of ~~', 1993 by Robert A. Mandell, Vice President of LAKE
HILLS ~ INC., a Florida corporation, on behalf of the
corporation. He is personallY known to me or has produced
6. IdenUfi~ ~h
r~
Sture
11ANTE~ 1=:. McINTOSH
Typed or Printed Name
Commission No.
Commission Expires:
!~~7~ DANla F. Me INTOSH
V¡ç-¿ ~~ MY COMMISSION' CC 173318 EXPIRES
W.~¡ J:DUI8Iy 18. 1998
..tH:..r.'f.'f IIQIIE) 1IfIU TRJ'( 'AIM 1115t1W1:1!.1IC
STATE OF FLORIDA
COUNTY OF ORANGE
The fo egoing instrument was acknowledged before me this ~~
day of ')-r 1993 by Robert A. Mandell, President of THE
GREATER CO TRUCTION CORPORATION, a Florida corporation, on behalf
of the corporation. He is ~ersonally known to me or has produced
as identification.
~~
",--...
48596\BATTONDK
DmIEl:: r. McINTOSH
Typed or Printed Name
Commission No.
Commission Expires:
,.j;-;;'~';¡:v.', DANla F. Me INTOSH
t.: '.j .¡ MY COMMISSION' CC 173318 EXPIRES
'{'f K..,V ~l J::nuary 18. 1998
'~1Ì~.~.'r.," BONŒD 11f!U TIICY F~.I!C5IJ!WIŒ.IIC.
11
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8
EXHIBIT "A"
----
to Utility Agreement by and between
Lake Hills Utilities, Inc. and
The Greater Construction Corporation
Begin at the Northeast corner of Section 33, Township 22 South,
Range 26 East, Lake County, Florida: Thence S.00030' 14"E. along the
Easterly boundary of said Section 33, and the centerline of Hancock
Road (3-1254), a distance of 2537.34 feet to the Southeast corner of
the Northeast 1/4 of said Section 33, thence S.89°38'32"W. along the
South boundary of the said Northeast 1/4, a distance of 2631.87 feet
to the Southeast corner of Tract 28, POSTAL COLONY COMPANY plat of
Section 33, Township 22 South, Range 26 East, as recorded in Plat
Book 9, Page 65, Public Records of Lake County, Florida; thence
NOO"10'O4"W. along the Easterly boundary of said Tract 28, a
distance of 621.58 feet to the Northeast corner of said Tract 28:
thence N.89°45'31"W. along the North boundary of said Tract 28, a
distance of 14.58 feet to a point on the Westerly boundary of the
Northeast 1/4 of said Section 33: thence NOO034'43"W. along said
Westerly boundary, a distance of 7.37 feet to the Southeast corner
of the Northeast 1/4 of the Southeast 1/4 of the Northwest 1/4 of
said Section 33: thence S.89°35'58"W. along the Southerly boundary
of said Northeast 1/4 of the Southeast 1/4 of the Northwest 1/4, a
distance of 657.69 feet to the Southwest corner of said Northeast
1/4 of the Southeast 1/4 of the Northwest 1/4; thence NOO029'46"W.
along the westerly boundary of said Northeast 1/4 of the Southeast
1/4 of the Northwest 1/4, a distance of 628.61 feet to the South
boundary of Tract 11, said POSTAL COLONY Subdivision; thence
N89°33'22"E. along the said South boundary, a distance of 13.82 feet
to the Southeast corner of said Tract 11: thence NOOO09'47"W. along
the East boundary of said Tract 11, a distance of 622.37 feet to the
Northeast corner of said Tract 11; thence S.89°38'33"W. along the
North boundary of said Tract 11, a distance of 662.06 feet to the
Northwest corner of said Tract 11: thence N.00o09'31"W. 114.45 feet;
thence S89°52'13"W. 667.54 feet to a point on the Westerly boundary
of the Northeast 1/4 of the Northwest 1/4 of the Northwest 1/4 of
Section 33: thence N.00o19'37"W. along said Westerly boundary, a
distance of 513.76 feet to the Southwest corner of Tract 58, LAKE
HIGHLAND'S COMPANY plat of Section 28, Township 22 South, Range 26
East, recorded in Plat Book 2, Page 28, Public Records of Lake
County, Florida; thence N.89°28'09"E. along the Southerly boundary
of said Tract 58, a distance of 50.38 feet; thence departing said
Southerly boundary, run N.32°54'34"E. 42.44 feet; thence
N.83°01'03"E. 269.90 feet; thence N.57°04'33"E. 165.20 feet: thence
N.13°02'57"W. 114.60 feet thence N.02°37'57"W. 93.00 feet; thence N.
00027'33"E. 304.26 feet to the Southerly boundary of Tract 55, said
LAKE HIGHLAND'S COMPANY Plat: thence N.89°27'04"E. along the
Southerly boundary of Tracts 55, 54 and 53, said LAKE HIGHLAND'S
COMPANY Plat, a distance of 1514.72 feet to the Southwest corner of
Tract 52, said LAKE HIGHLAND'S COMPANY Plat: thence N.89°14'42"E.
along the Southerly boundary of Tracts 52 and 51, said LAKE
HIGHLAND'S COMPANY Plat, a distance of 1321.16 feet to the Southeast
corner of Tract 51; thence N.00003'14"E. along the East boundary of
Tracts 51 and 46, said LAKE HIGHLAND'S COMPANY Plat, a distance of
1324.99 feet to the Southwest corner of Tract 34, said LAKE
HIGHLAND'S COMPANY Plat: thence N.89°21'27"E. along the Southerly
boundary of Tracts 34 and 33, said LAKE HIGHLAND'S COMPANY Plat, a
distance of 1318.20 feet to the Southeast corner of said Tract 33,
and a point on the Easterly boundary of the aforesaid Section 28 and
the centerline of Hancock Road (3-1254): thence S.Ooo04'23"E. along
said Easterly boundary of Section 28 and the centerline of said
Hancock Road, a distance of 1983.54 feet to the Point of Beginning.
Subject to a 25 foot right-of-way along the East boundary for
Hancock Road, recorded in Official Records Book 474, Page 999, Lake
County, Florida.
~.
48596\8J\TTONO"
12
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.
SCHEDULE "E"
.r-
to Agreement for Sale and Purchase
of Utility System by and between
Lake Hills Utilities, Inc. and
the City of Clermont, Florida
Lake Hills Utility Plant:
Tract "C," Greater Hills, Phase 1, according to the Plat thereof as
recorded in Plat Book 30, Pages 41 through 44, of the Public
Records of Lake County, Florida.
And
Well Site:
That certain tract of land located in Section 22,
South, Range 26 East, described as follows:
Township 22
r
Commence at the Southeast corner of said Section 22; thence North
88°48'21" West along the South boundary of said Section 22, a
distance of 2,109.36 feet to the Northerly right-of-way line of
abandoned railroad; thence North 43°25'09" West along said right-
of-way line 719.96 feet to the West boundary of the Southeast 1/4
of said Section 22; thence North 00°54'46" East along said West
boundary 1,569.47 feet to the Point of Beginning, said Point of
Beginning being the Northwest corner of Lot 322, Greater Hills,
Phase 3, according to the Plat thereof as recorded in Plat Book 32,
Pages 88 through 90; thence continue North 00°54'46" East along
said West boundary 320.08 feet; thence South 89°05'14" East 373.16
feet; thence South 52°06'55" West 274.54 feet along the Northern
boundary lines of a portion of Lot 327 and Lots 326, 325 and 324,
Greater Hills, Phase 3, according to said Plat thereof; thence
South 47°59'16" West 217.40 feet along the Northern boundary lines
of Lots 323 and 322 of Greater Hills, Phase 3, according to said
Plat thereof, to the Point of Beginning.
Toqether with:
That portion of a Non-Exclusive Utilities Easement granted in
Official Records Book 1067, Page 892, and re-recorded in Official
Records Book 1196, Page 2144, lying North of Tract "C," Greater
Hills, Phase 1, plat Book 30, Pages 41 through 44, and South of the
Well Site described above.
-.