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HomeMy WebLinkAboutWater Reimbursement Agreement - Langston DevelopmentAPPROVED AS TO FORM 811-4‘ WATER REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF CARMEL, INDIANA AND LANGSTON DEVELOPMENT COMPANY, INC. This Agreement is entered into by and between the City of Carmel, Indiana by and through its Board of Public Works and Safety (herei after "City" and Langston Development Company, Inc. (hereinafter "Langston ") on this 1 day of , 2005. WITNESSETIJ: WHEREAS, the City had duly adopted and enacted City Code Chapter 9, Division II, Sections 9 -25 through 9 -44 (collectively, the "Ordinance ") that provides in part for the reimbursement from the "Water Availability -Mains Fund" of private funds expended to extend and oversize the water distribution system, as well as the method of reimbursement; and WHEREAS, the City desires to oversize and extend a water transmission main for future development in the West Road area and other future areas as follows: A. Construction Materials — SEE ATTACHED EXHIBIT "A" (As per certified Construction Drawings from Weihe Engineers, Inc. on file in the Department of Utilities entitled Glen Oaks Subdivision, Off -Site Water Main Plan, Details and Specifications, Project Number W03 -0984, and approved July 18, 2005 WHEREAS, Langston desires to receive refunding of reimbursable monies expended on the Developments, pursuant to the Ordinance. NOW THEREFORE, the parties agree as follows: A. B. C. D. The foregoing recitals are hereby incorporated herein and made part thereof. This written agreement is entered into subsequent to the completion of construction of the Developments. Langston shall advance the sum of 574,106 (Seventy Four Thousand, One Hundred Six Dollars), to or on behalf of the City to pay for the over sizing of the trunk water distribution system (the "Water Extension "), the description of which is as follows: Glen Oaks Subdivision, Off -Site Water Main Plan, Details and Specifications, Project Number W03 -0984 The City has determined that the above expenditure is necessary to provide water to adjacent real estate and to meet the requirements of the City. E. F. G. J. K. The City and Langston agree that Langston shall be entitled to reimbursement of the sum of $74,106 (Seventy Four Thousand, One Hundred Six Dollars) , pursuant to and in accordance with the terms of the Ordinance, such monies to be paid solely from the "Water Availability - Mains Fund" established by acreage availability charges assessed by the Ordinance. The City's sole obligation hereunder shall be to repay the above sum or such portion of the above sum as may be available for payment from monies deposited in the "Water Availability -Mains Fund" only, in accordance with the payment provisions set forth in the Ordinance, and the City does not incur any liability whatsoever for the repayment of same other than to make such payments as are properly available under the Ordinance from monies deposited in the "Water Availability -Mains Fund ". Subject to the terms of the Ordinance and this Agreement, payments from the "Water Availability -Means Fund" to Langston towards the satisfaction of the sum set forth above shall be made on a quarterly basis. Such payments to Langston shall be prior to any other payments from the "Water Availability -Mains Fund" to any other persons pursuant to similar agreements entered into subsequent to the date of this Agreement. The City does not guarantee Langston the advanced funds referenced herein will be fully reimbursed. Langston agrees to comply with all present and future federal, state and local laws, executive orders, rules, regulations, codes and ordinances which are applicable to Langston's performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Langston agrees to indemnify and hold harmless City from any and all losses, damages costs, attorney fees and /or liabilities resulting from any violation by Langston and /or its employees of such law, order, rule, regulation, code or ordinance. This indemnification obligation shall survive the temiination of this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, except for its conflict of laws provisions, as well as by all City ordinances and codes. The parties further agree that, in the event a lawsuit is filed hereunder, they agree to file such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. Langston shall indemnify and hold harmless City and its officers, officials, employees, agents, and assigns from any and all losses, liabilities, claims, judgments and liens including, but not limited to, all damages, costs, expenses and attorney fees arising out of any intentional or negligent act or omission of Langston and /or any of its employees and, except for intentional misconduct of its agents, outside sources, contractors or subcontractors, in the performance of the Developments, the Water Extension and /or this Agreement. This indemnification obligation shall survive the termination of the Agreement. L. M. N. 0. P. Q. Langston represents and warrants that it and each of its employees agents, contractors, subcontractors, and outside sources shall comply with all existing and future laws of the United States, the State of Indiana and City, prohibiting discrimination against any employee, applicant for employment and /or other person in the subcontracting of work and /or in the perforniance of any work on the Developments or the Water Extension as contemplated by this Agreement with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, subcontracting or work performance hereunder because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. The City reserves the right to collect a penalty as provided in IC5- 16 -6 -1 for any person so discriminated against. This indemnification obligation shall survive the termination of the Agreement. Langston shall not cause or permit the filing of any lien on any of City's property. In the event such a lien is filed of record and Langston fails to remove it within thirty (30) days after the date of filing thereof, by payment or bonding, the City shall have the right to pay such lien or obtain such bond, all at Langston's sole cost and expense. Langston shall indemnify and hold harmless the City from any and all such liabilities, losses, claims, costs, attorney fees, expenses and /or damages incurred by the City in connection with any such line or the removal thereof. This indemnification obligation shall survive the termination of this Agreement. In any provision or portion of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision or portion thereof shall be stricken, and all other provisions of this Agreement which can operate independently of such stricken provision shall continue in full force and effect. The City and Langston, and their respective officers, officials, agents, partners, successors and assigns are bound to other and to its officers, agents, partners, successors and assigns in all respects as to all terms, conditions and obligations of this Agreement. This Agreement contains the entire agreement of and between the parties hereto with respect to the subject matter hereof, and no prior agreement, understanding or representation pertaining to such subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement may be amended, added to or subtracted from excerpt by an agreement in writing signed by both parties hereto and/or their respective successors in interest. Each party hereto represents and warrants that it is authorized to enter into this Agreement and that any person or entity executing this Agreement on behalf of such party has the authority to bind such party or the party which they represent, as the case may be. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. LANGSTON DEVELOPMENT COMPANY, INC. City of Carmel, Board of Public Works and Safety BY: Authorized Sign Ja„os R. ��s t Printed Name Title Date: 0 c e pc...Gieerfi (Me. y7j as / M or James Brainard Date: (5977— 05 Ma y An urke, Member Date: g " % 7 -a Lori Date: atson ATTEST t�Jr J ember 124 „A. 94.0 ana Cordray, IAMC, Clerk - Treasure Date: U/