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HomeMy WebLinkAboutR-90-55 GRANT GDU FRANCH RIGHTS TO IRCRESOLUTION NO. R-90-55 A RESOLUTION OF THE CITY OF SEBASTIAN, INDIAN RIVER COUNTY, FLORIDA, AUTHORIZING THE MAYOR AND THE CITY CLERK TO SIGN, ON BEHALF OF THE CITY, AN ASSIGNMENT AGREEMENT WITH INDIAN RIVER COUNTY, FLORIDA, IN A FORM IDENTICAL TO THE ASSIGNMENT AGREEMENT ATTACHED TO THIS RESOLUTION AS EXHIBIT "A," WHEREBY THE CITY WILL TRANSFER TO THE COUNTY ALL OF THE CITY'S RIGHT, TITLE AND INTEREST IN THE WATER FRANCHISE GRANTED TO GENERAL DEVELOPMENT UTILITIES, INC. BY THE CITY IN ORDINANCE NO. 0-81-8, AND IN THE SEWER FRANCHISE GRANTED TO GENERAL DEVELOPMENT UTILITIES, INC. BY THE CITY IN ORDINANCE NO. 0-81-9, WITH THE EXCEPTION OF THE CITY'S RIGHT TO RECEIVE FRANCHISE REVENUES AND TO REGULATE RATES AND CHARGES PURSUANT TO SAID FRANCHISES; PROVIDING FOR REPEAL OF RESOLUTIONS OR PARTS OF RESOLUTIONS IN CONFLICT HEREWITH; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Sebastian, Indian River County, Florida, granted to Indian River County, Florida, an exclusive franchise to furnish water and sewer service to the entire area within the incorporated limits of the City, including those areas in which the City had previously granted franchises; and WHEREAS, Indian River County's franchise territory will include those areas in which the City of Sebastian had previously granted franchises should any such prior franchise expire, revert, be forfeited, cancelled or otherwise come under the control of the city; and WHEREAS, water and sewer franchises presently exist between the City of Sebastian and General Development Utilities, Inc., (hereinafter referred to as "GDU"), granted by City Ordinance No. 0-81-8 and City Ordinance No. 0-81-9, respectively, (hereinafter referred to as the "Franchises"); and WHEREAS, the Franchises contain provisions giving the City the right to purchase all of the facilities, together with easements, owned and used by GDU to provide services under the Franchises; and WHEREAS, the City of Sebastian desires to assign to Indian River County, and Indian River County desires to acquire, all of the City's right, title and interest in the Franchises, with the exception of the City's right to receive franchise revenues and to regulate rates, fees, and charges under the Franchises; and WHEREAS, the City Council of the City of Sebastian has reviewed the proposed Assignment Agreement, a copy of which is attached hereto as Exhibit "A" and incorporated herein by this reference, and after engaging in deliberations, has determined that it would be in the best interests of the City of Sebastian and its citizens, and in furtherance of a valid municipal purpose for the City of Sebastian to assign its rights under the Franchises to Indian River County, Florida. NOW, THEREFORE, be it resolved by the City Council of the City of Sebastian, Indian River County, Florida, that: Section 1. AGREEMENT. The Mayor and the City Clerk of the City of Sebastian, Indian River County, Florida, are hereby authorized to sign, on behalf of the City, the Assignment Agreement with indian River County, Florida, a copy of which is attached to this Resolution as Exhibit "A" and incorporated herein by this reference. Section 2. CONFLICT. All resolutions or parts of resolutions in conflict herewith are hereby repealed. Section 3. SEVERABILITY. In the event a court of competent jurisdiction shall hold or determine that any part of this Resolution is invalid or unconstitutional, the remainder of the Resolution shall not be affected and it shall be presumed that the City Council of the City of Sebastian did not intend to enact such invalid or unconstitutional provision. It shall further be assumed that the City Council would have enacted the remainder of this Resolution without such invalid and unconstitutional provision, thereby causing said remainder to remain in full force and effect. Section 4. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. The foregoing Resolution was moved for adoption by Councilman ~-~j~. The motion was seconded by Councilman ~.~. and, upon being put into a vote, the vote was as follows: Mayor W.E. Conyers Vice-Mayor Frank Oberbeck Councilman Robert L. McCollum Councilman Lonnie R. Powell Councilman Lloyd Rondeau The Mayor thereupon ~clared this Resolution duly passed and adopted this /C~ day of/~~.~/~~<~ , 1990. KathrY~M. O'Hailoran, CMC/AAE, City Clerk ( SEAL ) Approved as to Form and Content: CITY OF SEBASTiaN, FLORIDA ~.E. C0n~, Mayor Charles Inn Nash, City Attorney ASSIGNMENT This Assignment, dated this ~day of December, 1990, by and between INDIAN RIVER COUNTY, a political subdivision of the State of Florida, whose address is 1840 25th Street, Vero Beach, Florida 32960, (hereinafter referred to as the "County"), and THE CITY OF SEBASTIAN, a municipal corporation of the State of Florida, whose address is City Hall, Sebastian, Florida 32958, (hereinafter referred to as the "City"). WITNES SETH WHEREAS, the City granted the County an exclusive franchise to furnish water and sewer service to the entire area within the incorporated limits of the City, excluding those areas in which the City had previously granted franchises; and WHEREAS, the County's franchise territory will include those areas in which the City had previously granted franchises should any such prior franchise expire, revert, be forfeited, cancelled or otherwise come under the control of the City; and WHEREAS, water and sewer franchises presently exist between the City and General Development Utilities, Inc., (hereinafter referred to as "GDU"), granted by City Ordinance No. 0-81-8 and City Ordinance No. O-81-9 respectively; and WHEREAS, the franchises granted by the City to GDU contain provisions giving the City the right to purchase all of the facilities, together with easements, owned and used by GDU to provide services under its franchises with the City; and WHEREAS, the City desires to assign to the County, and the County desires to acquire, all of the City's right, title and interest in those franchises granted by the City to GDU, with the exception of the City's right to receive franchise revenues and to regulate rates, fees, and charges under the franchises. NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Assignment. The City hereby transfers to the County all of the City's right, title and interest in the water franchise granted to GDU by the City in Ordinance No. O-81-8, and in the sewer franchise granted to GDU by the City in Ordinance No. 0-81- 9; provided, however, that the City hereby retains the right to receive any and all franchise revenues and fees owed under the aforementioned franchises, and to regulate rates and charges being charged and collected pursuant to said franchises. 2. Acceptance. The County hereby accepts the assignment by the City of all of the City's right, title and interest in the water franchise granted to GDU by the City in Ordinance No. O-81- 8, and in the sewer franchise granted to GDU by the City in Ordinance No. O-81-9, with the exception of the City's right to receive revenues and to regulate rates, fees, and charges under said franchises. 3. Indemnification. The County hereby agrees to indemnify, defend and hold the City harmless from and against any and all expenses, costs, damages, judgments, liabilities and reasonable attorney's fees incurred by the City resulting from any claims, causes of action, demands, lawsuits, proceedings or actions of any party arising from or in any way connected to the execution and delivery of this Agreement, or as the result of the exercise by the County of any right transferred by the City hereunder. 4. Attorney's Fees. In any litigation or arbitration between the parties arising from this writing, the prevailing party shall recover its attorney's fees and costs incurred, including attorney's fees and costs incurred in appellate proceedings. 5. Binding Effect. This Agreement shall be binding upon the parties and their successors and assigns. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above written. Attest: CITY OF SEBASTIAN Ka~hr~ M'~ O"}{all0ran, CMC/AA~ City Clerk ( SEAL ) W~. E. Ool'fy~,,,~; MayOr Approved as to form and content: City a~t~rney AttestS..,~ .'~ffreY K. Bar,on, County ~lerk~/~~, (SEAL) 6f ' Indian River County _ Richard NJ--Bird', Chairman APPROV~D: ~-22-91