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HomeMy WebLinkAboutRevision to Irrigation System Agreement with Settlers Irrigation DistrictPage 1 of 1 Tara Green From: Ted Baird Sent: Wednesday, September 17, 20081:06 PM To: Tara Green Cc: Brent Blake; Bill Nary Subject: FW: City of Meridian -Revised Irrigation System Connection Agreement Follow Up Flag: Follow up Flag Status: Green Attachments: City of Meridian Irrigation System Connection Agreement.pdf Please place this agreement on the next available consent agenda. Instructions for processing are included below. From: Tiffiny Hudak [mailto:TMH@moffatt.com] Sent: Wednesday, September 17, 2008 11:57 AM To: Ted Baird Cc: Draper, Nathan; Scott Campbell Subject: City of Meridian -Revised Irrigation System Connection Agreement Ted: Attached for your review and comment please find a revised draft of the Irrigation System Connection Agreement. Please review the Agreement and contact me with your comments or questions. If the City approves of the Agreement in its present form, please obtain the notarized signature of the appropriate representative of the City. Please then return the executed Agreement to me. Once all outstanding issues have been resolved to the satisfaction of the District, I will coordinate obtaining the District's signatures and recording the Agreement. Please do not forward the Agreement directly to the District, as this action will only delay finalization and recording of the Agreement. A copy of the recorded Agreement will be provided to you when available. Thank you for your assistance in this matter. If you have any questions, please do not hesitate to contact me. Tiffany Tiffany Hudak Paralegal Moffatt Thomas Barrett Rock & Fields, Chtd. 101 S. Capitol Blvd.. 10th Floor PO Box 829 Boise, Idaho 83701 208.385.5435 (direct line) 208.385.5435 (direct fax) NOTICE: This e-mail, including attachments, constitutes a confidential attorney-client communication. It is not intended for transmission to, or receipt by, any unauthorized persons. If you have received this communication in error, do not read it. Please delete it from your system without copying it, and notify the sender by reply a-mail or by calling (208) 345-2000, so that our address record can be corrected. Thank you. NOTICE: To comply with certain U.S. Treasury regulations, we inform you that, unless expressly stated otherwise, any U.S. federal tax advice contained in this a-mail, including attachments, is not intended or written to be used, and cannot be used, by any person for the purpose of avoiding any penalties that may be imposed by the Internal Revenue Service. 9/19/2008 RECORDING REQUESTED BYAND WHEN RECORDED RETURN TO: Moffatt, Thomas, Barrett, Rock & Fields, Chartered 101 S. Capitol Boulevard, 10th Floor Post O,~ce Box 829 Boise, Idaho 83701-0829 (Space Above For Recorder's Use) IRRIGATION SYSTEM CONNECTION AGREEMENT This Irrigation System Connection Agreement ("Agreement") is dated this day of , 2008, by and between SETTLERS IRRIGATION DISTRICT, an irrigation district organized and existing under and by virtue of the laws of the State of Idaho, whose address is P.O. Box 7571, Boise, Idaho 83707, and the CITY OF MERIDIAN, a municipal corporation organized and existing under and by virtue of the laws of the State of Idaho, whose address is 33 East Idaho Avenue, Meridian, Idaho 83642. DEFINITIONS In addition to the other capitalized terms defined herein, this Agreement contains certain words which shall have the following meanings: (a) "Settlers" refers to SETTLERS IRRIGATION DISTRICT, an irrigation district organized and existing under and by virtue of the laws of the State of Idaho. (b) "City" refers to the CITY OF MERIDIAN, a municipal corporation organized and existing under and by virtue of the laws of the State of Idaho. (c) "Property" refers to the real property depicted in Exhibit A, attached hereto and made a part hereof by this reference. IRRIGATION SYSTEM CONNECTION AGREEMENT -1 Client9e2368.z WITNESSETH: WHEREAS, City owns that certain real property, situated in the Southwest Quarter of the Northeast Quarter of Section 8, Township 3 North, Range 1 East, Boise Meridian, City of Meridian, Ada County, Idaho, commonly known as 1100 N. Hickory, which property is depicted on Exhibit A (the "Property"); WHEREAS, the Property is located within the boundaries of Settlers Irrigation District; WHEREAS, City desires to provide the Property with a pressurized irrigation system; NOW, THEREFORE, in consideration of the promises and the mutual benefits, representations, covenants, undertakings, and agreements hereinafter contained and for good and valuable consideration received by the parties, which consideration and the sufficiency thereof is hereby acknowledged by the parties hereto, Settlers and City represent, covenant, undertake, and agree as follows: AGREEMENTS 1. Statutory Authority. 'This Agreement is made pursuant to and under the authority of Idaho Code Sections 43-330A through 43-330G (the "Act"). 2. Tie-In to Existing Pressurized Irri at~ystem. City shall connect its irrigation lines for landscaping of the Property to the existing pressurized irrigation system owned by Settlers, including the pumpstation located at 1100 N. Hickory, in accordance with engineering specifications required by Settlers. The City shall be provided with irrigation water from Settlers in accordance with the limitations and requirements set forth in the Agreements recorded as Instrument Nos. 100056953 and 103199774, with the following exceptions: IRRIGATION SYSTEM CONNECTION AGREEMENT - 2 Cllent:982368.2 (a) Settlers will not require its inspection of the City's pressurized irrigation system downstream of the curb stop valve, which shall be the point of connection. (b) The City shall maintain the pressurized irrigation system downstream of the curb stop valve. 3. Assessments for Water. Settlers shall have available for inspection by the City information on scheduled water assessments and the rules and regulations in connection with the provision of water, including the termination thereof. Settlers shall bill such water assessments and shall collect such water assessments from the City pursuant to state law. 4. Operation and Maintenance of Pressurized Inri atg i~ystem; Assessment for Operation and Maintenance. Settlers may levy and collect annual assessments against the Property served by the pressurized irrigation system to defray the cost and expense of such operation, maintenance, repair, or replacement, both present and future, and as provided for in Settlers' published Pressurized Irrigation System Specifications. Pursuant to state law, Settlers shall bill such operation and maintenance assessments and shall collect such operation and maintenance assessments from the City. 5. No Liens. City shall allow no liens as a result of any labor performed or materials supplied in connection with City's activities to attach to the Pressurized Irrigation System or to any adjacent lands held by Settlers. 6. Limitations on Liability; Attorney Fees. The parties hereto agree that nothing herein contained shall be construed to create a joint venture, partnership, or other similar relationship which might subject any party to liability for the debts and/or obligations of the others, except as otherwise expressly agreed in this Agreement. No director, officer, staff member, agent, or designee of Settlers shall incur any liability hereunder to City, Utility, or any other party in such person's individual capacity by reason of such person's actions hereunder or IRRIGATION SYSTEM CONNECTION AGREEMENT - 3 Client992368.2 execution hereof. In the event any party hereto shall bring any action to enforce a breach of this Agreement, the prevailing party shall be entitled to recover reasonable costs and attorney fees from the nonprevailing party, including any fees and costs on appeal. 7. Professional Fees. City agrees to promptly pay all engineering costs or irrigation consulting fees incurred by Settlers relating to design review and inspection of the Pressurized Irrigation System. City also agrees to promptly pay all legal expenses incurred by Settlers relating to the negotiation, preparation, and execution of this Agreement. It is expressly agreed that Settlers shall not be responsible for the payment of said costs or fees. 8. Entire Agreement. This Agreement contains the entire agreement between the parties hereto with respect to the subject matter of this Agreement. Amendments to this Agreement shall be made only by written instrument executed by each and all of the parties hereto. 9. Binding Effect. This Agreement shall bind the parties hereto and their respective heirs, personal representatives, successors, and assigns and shall also constitute a burden upon and appurtenance to the Property. 10. Severabilitv. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 11. No Waiver. The failure of a party to insist on the strict performance of any provision of this Agreement or to exercise any right or remedy upon a breach hereof shall not constitute a waiver of any provision of this Agreement or limit such party's right to enforce any provision or exercise any right. 12. Governing Law. This Agreement shall be construed under and governed by the laws of the State of Idaho. IRRIGATION SYSTEM CONNECTION AGREEMENT - 4 Client982368.2 13. Representations of Parties. (a) Settlers. Settlers represents and warrants that: (i) it is an irrigation district organized and existing under and by virtue of the laws of the State of Idaho; (ii) it has the capacity to enter into and perform it's obligations under this Agreement; (iii) all organizational and other actions required to authorize it to enter into and perform this Agreement have been properly taken; and (iv) this Agreement has been properly executed and delivered by Settlers and is valid and binding upon Settlers in accordance with its terms. (b) Cam. City represents and warrants that: (i) it is an Idaho municipal corporation in good standing with the State of Idaho; (ii) it has the capacity to enter into and perform its obligations under this Agreement; (iii) all actions required to authorize City to enter into and perform this Agreement have been properly taken; (iv) this Agreement has been properly executed and delivered by City and is valid and binding upon City in accordance with its terms; (v) it has obtained all permits, licenses, and acknowledgments required to conduct the activities to be performed under the terms of the Agreement; and (vi) City is record owner of fee simple title to the Property. 14. City's Authorization of Si nom. City hereby warrants that the person(s) signing this Agreement have been authorized to do so by City 15. Notices. All notices, demands, requests, and other communications under this Agreement shall be in writing and shall be deemed properly served or delivered if delivered by hand to the party to whose attention it is directed or, when sent by mail, three (3) days after deposit in the United States mail, postage prepaid, addressed as follows: SETTLERS IRRIGATION DISTRICT P.O. Box 7571 Boise, Idaho 83707 IRRIGATION SYSTEM CONNECTION AGREEMENT - 5 Client:982368.2 CITY OF MERIDIAN 33 East Idaho Avenue Meridian, Idaho 83642 Each party may change its address for delivery by written notice in the manner provided herein. 16. Recording. This Agreement shall be recorded upon execution in the office of the county recorder for each county in which any portion of the land covered by the Agreement is located. IN WITNESS WHEREOF, the parties have hereunto caused their names to be subscribed to this Agreement of the date first set forth above. CITY OF MERIDIAN By, Attest: City Clerk By Attest: Vicki Keen, Secretary (written name) Its SETTLERS IRRIGATION DISTRICT Tom Davis, President of its Board of Directors IRRIGATION SYSTEM CONNECTION AGREEMENT - 6 Cliencsszsss.z STATE OF IDAHO ) ss. County of Ada ) On this day of in and for said state, personally appeared 2008, before me, a Notary Public known or identified to me to be the of CITY OF MERIDIAN, the person who executed the instrument on behalf of CITY OF MERIDIAN, and acknowledged to me that CITY OF MERIDIAN, executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. NOTARY PUBLIC FOR IDAHO Residing at My Commission Expires STATE OF IDAHO ) ss. County of Ada ) On this day of , 2008, before me, the undersigned Notary Public in and for the said state, personally appeared TOM DAMS, known or identified to me to be the President of SETTLERS IRRIGATION DISTRICT, the person who executed the instrument on behalf of SETTLERS IRRIGATION DISTRICT, and acknowledged to me that SETTLERS IRRIGATION DISTRICT executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. NOTARY PUBLIC FOR IDAHO Residing at My Commission Expires IRRIGATION SYSTEM CONNECTION AGREEMENT - 7 Client982368.2 STATE OF IDAHO ) ss. County of Ada ) On this day of , 2008, before me, the undersigned Notary Public in and for the said state, personally appeared VICxI KEEN, known or identified to me to be the Secretary of SETTLERS IRRIGATION DISTRICT, the person who executed the instrument on behalf of SETTLERS IRRIGATION DISTRICT, and acknowledged to me that SETTLERS IRRIGATION DISTRICT executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. 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