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Home My WebLink About07.b EDB SJRWMD MOU FI Phosphorus & Lease Agmt Final EXECUTIVE SUMMARY AGENDA ITEM: Proposed Second Reinstatement and Renewal to the Memorandum of Understanding (Contract 33850) between the SJRWMD and CCUA and the Lease Agreement between CCUA and Sustainable Water Investment Group Doctors Lake, LLC (SWIG) for the Doctors Lake Advanced Effluent Treatment Project at the Fleming Island Wastewater Treatment Facility(WWTF) CCUA Project No. 2203-134 Date: February 1, 2024 BACKGROUND: The Clay County Utility Authority (CCUA) Board of Supervisors approved the Memorandum of Understanding (MOU) with the St. Johns River Water Management District (SJRWMD) and the CCUA Lease Agreement with SWIG at the meeting on December 18, 2018. The SJRWMD selected, with CCUA staff participating, the SWIG as the vendor for this project. SWIG completed the construction and began the operation of the phosphorus removal project in June 2020. Representatives of SWIG reported their progress and performance to the Board of Supervisors at the meeting on January 19, 2021. Staff considers the results of the phosphorus removal by SWIG's filter media beds impressive. The SJRWMD presented to CCUA staff an Amendment to the MOU to extend the operation of SWIG's phosphorus removal project,which was renewed on January 17, 2023, and ending on July 31, 2026. The SJRWMD has not proposed any other changes to the approved MOU. CCUA staff supports continuing the SWIG phosphorus removal project under the terms of the approved MOU and Lease Agreement ending July 31, 2026. BUDGET: CCUA does not experience expenses related to this project. The SJRWMD pays the vendor, the SWIG, directly in a pay-for-performance arrangement. RECOMMENDATION: Staff respectfully requests authorization from the Board of Supervisors for the Executive Director to enter the Amendment to the approved MOU with the SJRWMD and the Lease Agreement to extend the SWIG phosphorus removal project to July 31, 2026. ATTACHMENTS: Proposed Second Reinstatement and Renewal of the Memorandum of Understanding Between the St. Johns River Water Management District and Clay County Utility Authority for the Doctors Lake Advanced Effluent Treatment Project Proposed Lease Agreement Between Clay County Utility Authority and SWIG Doctors Lake,LLC f/k/a Sustainable Water Investment Group //JJ(Author) //MB, AB (Review) //JJ(Final) SECOND REINSTATEMENT AND RENEWAL OF THE MEMORANDUM OF UNDERSTANDING BETWEEN THE ST.JOHNS RIVER WATER MANAGEMENT DISTRICT AND CLAY COUNTY UTILITY AUTHORITY FOR THE DOCTORS LAKE ADVANCED EFFLUENT TREATMENT PROJECT THIS REINSTATEMENT AND RENEWAL is entered into by and between the GOVERNING BOARD of the ST. JOHNS RIVER WATER MANAGEMENT DISTRICT (the "District"), whose mailing address is 4049 Reid Street, Palatka, Florida 32177-2571, and CLAY COUNTY UTILITY AUTHORITY ("Authority") whose address is 3176 OLD JENNINGS ROAD, MIDDLEBURG, FL, 32068, and is effective on the date the last party has executed same. PREMISES: The parties entered into a Memorandum of Understanding(Contract 33850) on January 17,2019, for the Doctors Lake Advanced Effluent Treatment Project("MOU") and now desire to reinstate and renew the MOU including any subsequent amendments, except as otherwise provided for herein. NOW, THEREFORE, in consideration of the above premises, which are hereby made a part of this amendment,the mutual covenants contained herein, and other good and valuable consideration,the parties hereby agree to amend the MOU as follows: 1. The MOU, Contract 33850, is hereby reinstated and renewed beginning January 17, 2023, and ending July 31, 2026. 2. All other terms and conditions of the MOU, including any subsequent amendments of the MOU or Exhibit A, are hereby ratified and continue in full force and effect. IN WITNESS WHEREOF,the parties hereto have duly executed this amendment on the date set forth below. ST.JOHNS RIVER WATER CLAY COUNTY UTILITY AUTHORITY MANAGEMENT DISTRICT 1 tc By: j .C1 By: Mary Ellen Winkler,J.D.,Assistant Executive Director Date: 1/19/24 Date: EXHIBIT D LEASE AGREEMENT This Lease Agreement("Lease")is by and between the CLAY COUNTY UTILITY AUTHORITY, an independent special district and political subdivision of the State of Florida, existing and created under Chapter 94-491, Laws of Florida, Special Acts of 1994, whose business address is 3176 Old Jennings Road, Middleburg, Florida 32068-3907 ("Lessor"), and SWIG Doctors Lake, LLC, a Delaware limited liability company ("Lessee"). RECITALS WHEREAS, Lessor and Lessee are entering this Lease pertaining to the lease of a certain portion of property owned by Lessor for use by Lessee to construct, operate, and remove a Phosphorous Reduction Facility at the location described and shown on Exhibit "A" attached hereto (the "Pilot Facility Site"); NOW, THEREFORE, for good and in consideration of the promises and the mutual agreements set forth herein, the Lessor and Lessee hereby agree as follows: A. Leased Property: The property that is the subject of this Lease consists of the Pilot Facility Site shown in Exhibit "A" (the "Property"); B. Purposes of Use: Lessor hereby grants to Lessee, its successors and assigns, permission to use the Property for the purposes of constructing, operating, and removing a Phosphorous Reduction Facility only; C. Restrictions on Use: Lessee and Lessor hereby acknowledge and agree that Lessee's use of the Pilot Facility Site and the terms of this Lease are expressly subject and subordinate to the terms and conditions of Lessor's and Lessee's permits (as may be renewed, revised or amended from time to time), the Phosphorus Reduction Facility Agreement, and other federal, state,and local regulations applicable to the storage and disposal of treated effluent. In the event of a conflict between this Lease, permits, and the other applicable federal, state, and local regulations applicable to the storage and disposal of treated effluent, the terms of this Lease shall not apply. D. Compensation: Mutual covenants contained herein. E. Compliance with Laws: Lessee and Lessor each agree that all activity allowed by this Lease shall be done in compliance with all applicable county, City, State and/or Federal laws and regulations existing at the time the above-described activity is performed. F. Indemnification: Lessee agrees to and shall indemnify and hold harmless Lessor, its officers, agents and employees, from and against any and all claims, losses, damages, causes of action, suits and liability of every kind, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person, or for damage to any property,arising out of or in connection with Lessee's use of the Pilot Facility Site pursuant to this Lease. G. Term of Lease: This Lease commenced on January 10, 2019 ("Effective Date") and will continue in effect until January 10, 2026 ("Expiration Date"). Lessee retains the option to renew this Lease under the same terms and conditions as set forth herein and in the Phosphorus Reduction Facility Agreement. H. Termination: This Lease may be terminated by Lessee by delivering written notice of termination to the Lessor, or by Lessor by delivering written notice of termination to the Lessee, not later than one hundred eighty (180) days before the date of termination and Expiration Date. If Lessee so terminates, then Lessee must remove all installations that it made at the Pilot Facility Site and restore the Pilot Facility Site to as near its preexisting condition as reasonably practical prior to the Lease Effective Date. Any installations not removed within said period are either agreed to be the property of the Lessor if Lessor accepts ownership or will be removed by Lessor and the cost for the removal will be billed to the Lessee, and any restoration of the Pilot Facility Site not completed by Lessor will be completed by Lessor and billed to the Lessee. I. Venue: Venue for all lawsuits concerning this Lease will be in Clay County, Florida. J. Notices: All notices, demands and requests for delivery of documents or information hereunder shall be in writing and shall be deemed to have been properly delivered and received as of the time of delivery if personally delivered, as of the time deposited in the mail system if sent by United States certified mail, return receipt requested, and postage prepaid, or as of the time of delivery to Federal Express (or comparable express delivery system) if sent by such method with all costs prepaid. All notices, demands and requests hereunder shall be addressed: To Lessor at: Clay County Utility Authority 3176 Old Jennings Road Middleburg, FL 32068 904-213-5999 With copy to: Grady H. Williams, Jr., LL.M. Attorney at Law 1543 Kingsley Ave., Suite 5 Orange Park, FL 32073 904-264-8800 To Lessee at: SWIG Doctors Lake, LLC 3201 First Avenue South, Suite 212 Seattle, WA 98134 With copy to: Brenna Malouf Durden, Esq. Lewis, Longman&Walker, P.A. 245 Riverside Avenue, Suite 510 Jacksonville, FL 32202 2 4865-8769-4751,v. 1 EXECUTED as of the date shown below. LESSOR: CLAY COUNTY UTILITY AUTHORITY, an independent special district established under Chapter 94-491, Law of Florida, Special Acts of 1994 By: Jeremy D. Johnston, PE, MBA Its Executive Director LESSEE: SWIG Doctors Lake, LLC, a Delaware limited liability company By: Sustainable Water Infrastructure Group, LLC, a Washington limited liability company, Its Member By: Mark Merkelbach, Its Member 3 4865-8769-4751,v. 1 EXHIBIT "A" (LEGAL DESCRIPTION AND MAP OF THE FACILITY SITE) (Phosphorus Reduction Facility Site) 4 4865-8769-4751,v. 1 @ClayCounty Utility Authority 3176 Old Jennings Road Middleburg, FL 32068 904-272-5999 SKETCH AND LEGAL DESCRIPTION PHOSPHORUS REMOVAL PROJECT LEASE CONCEPT SITE PLAN SECTION 5, TOWNSHIP 5 SOUTH, RANGE 26 EAST CLAY COUNTY, FLORIDA N89°28'10"E 137.85' CONCEPTUAL FILTER BED LEASE SITE UNPLATTED LANDS 3 W N N N O PID:0SB 1723-PG.530-00 P10.05-05-2B-014190-001-00 - �? OR.B. D55 r OR.B.1437-PG>a53 �� a� O Z � UNPLATTED LANDS POINT OF BEGINNING N 55°20' S89°28'10'W L . - - 137.85' � I N z I EAGLE NEST PRESERVE AT �— EAGLE HARBOR IP.B.57, PAGE 40 4 TRACT 5" PID:05-0-26-014190-027-47 45"W P.B.57-PG 40 84.93' L. - - - - - - — — — iaacl ar PIO:05-05-26-014190-027-47 P.B.57-PG.40 _ 3).‘ . . - - - - N44°is.33"W — — — — — RADAR ROAD (50'R.o.w.) — — — — — — — — ZQ EASEMENT PER PLAT— — P.B.37,PAGE 57 48.94' P.B.57-PG 40 -- - - - - -- - S89°28'10"W — - - - - - - -- — — POINT OF 34.60' COMMENCEMENT GRAPHIC SCALE 0 150 225 300 I I LEGEND 1"=150' O.R.B. OFFICIALRECORDS BOOK P.B. PLAT BOOK P! PAO.F DRAWING DATE: DEC 14 2018 PIO PARCEL EENTFIGATION CCUA PROJECT NUMBER: E-1763 R.O.W. RIGHT-OF-WAY ELECTRONIC FILE:1783-LEASE.DWG RYlnln CONCEPTUAL LEASE AREA LAST FIELD WORK: N/A CONCEPTUAL LEASE LINE FIELD CREW: N/A ---- RIGHT OF WAY LINE CADD TECH: KJB -•-•-- - PROPERTY LINE THIS ISNOTA SURVEY SCALE: 1-.150' SHEET 3 OF 5 @Clay County Utility Authority 3176 Old Jennings Road Middleburg, FL 32068 904-272-5999 SKETCH AND LEGAL DESCRIPTION PHOSPHORUS REMOVAL PROJECT LEASE CONCEPT SITE PLAN SECTION 5,TOWNSHIP 5 SOUTH, RANGE 26 EAST CLAY COUNTY, FLORIDA LEGAL DESCRIPTION CLAY COUNTY UTILITY AUTHORITY LEASE NO.E-1763: CONCEPTUAL FILTER BED LEASE SITE: A PARCEL OF LAND SITUATED IN SECTION 5,TOWNSHIP 5 SOUTH, RANGE 26 EAST, CLAY COUNTY, FLORIDA AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHWEST CORNER OF EAGLE NEST PRESERVE AT EAGLE HARBOR ACCORDING TO THE PLAT THEREOF AS RECORDED N PLAT BOOK 57,PAGE 40 OF THE PUBLIC RECORDS OF CLAY COUNTY, FLORIDA,SAID CORNER BEING ON THE NORTH LINE OF A 20 FOOT UTILITY EASEMENT ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 57.PAGE 40 OF THE PUBLIC RECORDS OF CLAY COUNTY,FLORIDA,THENCE ALONG SAID EASEMENT LINE SOUTH 89°28'1O"WEST,A DISTANCE OF 34.60 FEET;THENCE LEAVING SAID EASEMENT LINE THE FOLLOWING THREE (3)COURSES:1)NORTH 44°16'33"WEST,A DISTANCE OF 48.94 FEET;2) NORTH 55°20'45"WEST,A DISTANCE OF 84.93 FEET:3) NORTH 00°31'50"WEST,A DISTANCE OF 202.63 FEET;TO THE POINT OF BEGINNING;THENCE CONTINUING ALONG SAID LINE NORTH 00°31'50"WEST A DISTANCE OF 437.50 FEET TO THE NORTH LINE OF UNPLATTED PARCEL DESCRIBED AND RECORDED IN OFFCIAL RECORDS BOOK 1437,PAGE 1953OFTHE PUBLIC RECORDS OF SAID COUNTY;THENCE ALONG SAID NORTH LINE NORTH 89°28'10"EAST,A DISTANCE OF 137.85 FEET TO THE EAST LINE OF SAID UNPLATTED PARCEL,THENCE SOUTH 00°31'50" EAST,A DISTANCE OF 437.50 FEET;THENCE LEAVING SAID EAST LINE SOUTH 89°28'1 O"WEST,A DISTANCE OF 137.85 FEET TO THE POINT OF BEGINNING. SURVEYOR'S NOTES t THIS SKETCH AND LEGAL DESCRPT1ON WAS PREPARED FOR DESCR FIVE PURPOSES ONLY AND DOES NOT REPRESENT A BOUNDARY SURVEY. 2 THE PURPOSE OF THIS SKETCH AND LEGAL DESCRIPTION 6 TO PROVIDE A LEGAL DESCRPTDN FOR A CONCEPTUAL FLTER BED LEASE SITE. 3 BEARINGS SHOWN HEREON ARE BASED ON THE NORTH LINE OF RADAR ROAD,AS BENG SOUTH89°28'10"WEST 4. T1-6 DRAWING MAY HAVE BEEN ENLARGED OR REDUCED FROM THE ORIGINAL UTLEE THE GRAPHC SCALE AS SHOWN. 5. THIS SKETCH AND LEGAL DESCRPTDN WAS PERFORMED WITHOUT THE BENEFIT OF AN ABSTRACT TITLE,THEREFORE,THERE COULD BE EASEMENTS,COVENANTS,AND RESTRICTIONS OR OTHER MATTERS OF PUBLIC RECORD THAT MAY OR MAY NOT AFFECT THIS PARCEL LEGEND OR.B. OFFICIAL RECORDS BOOK P.B. PLAT BOOK or_ per_F DRAWING DATE:DEC 14 2018 PD PARCEL DENTIFICATION CCUA PROJECT NUMBER: E-1763 RO.W. RIGHT-OF-WAY ELECTRONIC FLE 1763-LEASE.DWG LAST FIELD WORK: WA CONCEPTUAL CONCEPTUAL LEASEAREA CONCEPTUAL LEASELINE FIELD CREW:N/A RIGHT OF WAY LINE CADD TECH:KJB - -•-•- PROPERTY LINE SCALE: N/A I SHEET 5 OF 5 THIS IS NOTA SURVEY. @Clay County Utility Authority 3176 Old Jennings Road Middleburg, FL 32068 904-272-5999 SKETCH AND LEGAL DESCRIPTION PHOSPHORUS REMOVAL PROJECT LEASE CONCEPT SITE PLAN SECTION 5,TOWNSHIP 5 SOUTH, RANGE 26 EAST CLAY COUNTY, FLORIDA UNPLATIED LANDS P10:05-05-20-014100.000-00 O.R.B. 17231G.1355 CONCEPTUAL FILTER BED UNPLATTEO LANDS LEASE SITE PIO'0505-26-014100-000-00 O.R.B.1723'G_1355 UNPLATTEO LANDS PIO.05-05-26-014190 001-00I _ _ • O.R.B.1437 PG.1953 CONCEPTUAL INGRESS/EGRESS-... t-.. tHliLt NtJ I rKtbtKVt H I LICENSE ROUTE --1. I /-- EAGLE HARBOR . .Focsd curgdaIP,ICE 40 PB.57PG.40 PI C:005-14 1 2 7BP G . RADARROAD.{50R.o.w.)---- o<ann P T- - - _PB.37,PA 9E Ji7 PI — GRAPHIC SCALE 0 200 I LEGEND 1"=200' O.R.B. OFFICIAL RECORDS BOOK P.B. PLAT BOOK PA/:F DRAWING DATE:DEC 14 2018 PID PARCEL IDENTIFICATION CCUA PROJECT NUMBER: E-1763 R.O.W. RIGHT-OF-WAY ELECTRONIC FILE: 1763-LEASE.DWG LAST FIELD WORK:N/A rmm CONCEPTUAL LEASE AREA CONCEPTUAL LEASE LINE FIELD CREW: N/A RIGHT OF WAY LINE GADD TECH:KJB - - - - PROPERTY LINE THIS IS NOTA SURVEY SCALE: 1" /1200' SHEET 1 OF 5 Contract Number 33472 FIFTH AMENDMENT TO EXTEND THE AGREEMENT BETWEEN TIIE ST.JOHNS RIVER WATER MANAGEMENT DISTRICT AND SWIG DOCTORS LAKE, LLC FOR DOCTORS LAKE ADVANCED EFFLUENT TREATMENT THIS AMENDMENT("Fifth Amendment") is entered into by and between the GOVERNING BOARD of the ST.JOHNS RIVER WATER MANAGEMENT DISTRICT(the"District"),whose mailing address is 4049 Reid Street,Palatka,Florida 32177 and SWIG DOCTORS LAKE, LLC ("Contractor"), whose address is 3201 1st AVE S,SUITE 212, SEATTLE, WA 98134. PREMISES: The parties entered into an agreement on January 7, 2019, for Doctors Lake Advancedfffluent Treatment, Contract Number 33472,as amended and renewed(collectively the"Agreement")and now desire to further amend the Agreement to extend the term and exhaust all monies allocated to the Agreement. NOW,THEREFORE,in consideration of the above premises,which are hereby made a part of this Fifth Amendment,and the mutual covenants contained herein,the parties hereby agree as follows: 1. Paragraph 1(a)of the Agreement is hereby amended to extend the term for an additional 24-month period,beginning January 8, 2024,and ending January 10,2026. 2. Paragraph 4(a)of the Agreement is hereby amended to provide that for satisfactory performance of the Work outlined in the Agreement during the period set forth in Section 1 above, the District agrees to pay up to the remaining balance of the$1,740,433.49 contract amount in accordance with Paragraph 4 of the Agreement. 3. All other terms and conditions of the Agreement are hereby ratified and continue in full force and effect. IN WITNESS WHEREOF,the parties hereto have duly executed this Fifth Amendment on the date of the last signature set forth below. ST.JOHNS RIVER WATER SWIG DOCTORS LAKE, LLC MANAGEMENT DISTRICT 1-4A1/V— By: By: ft" 4 Mar!. I len inkier,J.D.,Assistant Executive Direct Mark Merkelbach, Member 9 'IA7�, 1)pcd Name and Title Date: Date: 01/05/2024 Attest: Kasia Nealis, Financial Manager Typal Name and 1 itle . I .