HomeMy WebLinkAbout10.6 EDB Saratoga Springs. LOU. ILA. MUA EXECUTIVE SUMMARY
AGENDA ITEM:
Saratoga Springs, Letter of Understanding (Peters Creek Investments, LLP), Interlocal Agreement
(Feed Mill Community Development District), and Master Utility Agreement (Peters Creek
Investments, LLP).
Date: September 11, 2024
Staff requests that the Board of Supervisors approve the above-referenced three agreements subject to
the Executive Director's final negotiation on the remaining terms, as described below.
BACKGROUND:
The Board of Supervisors adopted the Lake Asbury Master Plan Area Trunk Main Capital Cost
Recovery Policy (LAMPA TMCCRP) on September 19, 2023, with the intent to extend master trunk
mains in conjunction with the construction of the First Coast Expressway(FCE) to support the growth
in this area. The policy established a cost recovery program to ensure an equitable apportionment of the
cost of these trunk mains to all properties that received the immediate benefits within the LAMPA
TMCCRP service area.
In February 2024, the property owner Peters Creek Investments, LLP (PCI) and proposed developer
SRTG Dev Owner, LLC ("Freehold" affiliate) approached staff about their interest in purchasing and
developing a 2,396+/—acre parcel previously known as Saratoga Springs in two phases, consisting of
4,500 single-family homes. This parcel is located east of the First Coast Expressway, north and south
of Cathedral Oaks Parkway.
In the February meeting and follow-up meetings with staff, the Owner and developer representatives
approached the staff with a proposal to advance and facilitate the design, permitting, and construction
services for a portion of the infrastructure considered in the LAMPA TMCCRP earlier than CCUA's
FY 24/25 and FY25/26 timeframe. After analyzing the proposal with our third-party LAMPA Program
manager, Dewberry Engineering, Inc. staff concluded the proposal remained within the finance limits
under LAMPA and was in the public interest, could bring economic efficiencies and expedite CCUA's
cost recovery.
CCUA staff worked closely with our long-term development attorney, Bill Sundstrum, to collaborate
with the Owner, developer, Community Development District (CDD) representatives, and their legal
counsel to achieve two purposes: 1 - The Development Agreements needed for the Freehold
Development, and 2 -the terms and conditions by which the CDD can design/bid/build the referenced
LAMPA TMCCRP Trunk Mains with CCUA funding those. This collaboration has resulted in three
(3) agreements: a Letter of Understanding, an Interlocal Agreement, and a Master Utility Agreement.
These agreements memorialize the terms and conditions relating to the design, permitting, cost, and
construction of a portion of the LAMPA pipes and their alignment with the master development. The
agreements are attached and briefly summarized as follows:
• Letter of Understanding(LOU): The LOU outlines the initial commitments between the
parties,providing the framework for developing and installing utilities. It reflects mutual
goals and expectations, creating a foundation for more detailed agreements.
2
• Interlocal Agreement (ILA): The ILA formalizes cooperation between CCUA and the
Feed Mill CDD to ensure economically efficient infrastructure work. This agreement
emphasizes shared responsibilities,cost allocations,and the execution of the utility work
to design and build(CDD)and fund(CCUA)the work under mutually agreed timelines.
• Master Utility Agreement (MUA): The MUA is the agreement between CCUA and the
property owner (Peters Creek Investments, LLP) detailing the obligations of CCUA or
its successors to provide utility services in perpetuity, and the Owner/Developer's
obligations to pay all applicable rates, fees, and charges for the utility services in
accordance with CCUA's published rate resolution which is in force at the time for
development connection.
Two terms require additional negotiations before the agreements can be fully finalized:
1. Engineering Cost Consideration: Due to timing, the Developer/CDD advanced on the
design and engineering work for the infrastructure. Staff believes a portion of this is shared
expense between the Developer and CCUA. Both parties are working to establish what is
equitable to that portion.
2. Sanitary Sewer Cost Cap: A cap on the costs associated with the sanitary sewer portion of
the project is under review. The Developer proposed setting the cap at the dollar amount
described by the original, longer version of the sewer force main reflected in the LAMPA
policy, even though their proposed new force main routing is shorter and could reasonably
be installed for less. Staff continues to analyze sewer costs and expects the proposed project
to cost less than the amount initially calculated in the LAMPA policy.
Under this agreement arrangement, these LAMPA trunk mains are expected to be completed and in
service by June 2026. The Developer has represented that once underway, they expect to build at a rate
of approximately 350 units per year.
RECOMMENDATION:
Staff recommends the approval of the Letter of Understanding,Interlocal Agreement,and Master Utility
agreement as presented, granting approval rights to the Executive Director of the remaining terms.
ATTACHMENTS:
1. Draft LOU dated 09/11/24
2. Draft Interlocal Agreement
3. Draft Master Utility Agreement
4. Feed Mill CDD Resolution 2024-35
//MB (Author)
//PS (Final)
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3176 Old Jennings Road protect public health,
Middleburg,FL 32068-3907 conserve our natural
Telephone(904)272-5999 resources,and create
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September 12,2024
Peters Creek Investments LLP
c/o Jerry Agresti
1845 Town Center Blvd Suite 105
Fleming Island, Florida 32003
RE: Letter of Understanding regarding terms and other essential provisions to prepare
a Master Utility Agreement for providing water, wastewater, and reclaimed water
service to the Saratoga Springs development.
Dear Mr.Agresti,
This letter outlines the terms and essential provisions Clay County Utility Authority
("CCUA")proposes for the water,wastewater,and reclaimed water pipeline system trunk
mains that comprise a portion of the Lake Asbury Master Planned Area ("LAMPA")
infrastructure. CCUA has been approached by Peters Creek Investment, LLP (the
"Owner") and SRTG Dev Owner, LLC or its affiliates (the "Developer") and asked to
consider an unsolicited proposal for the Developer or its Community Development District
to design and install a portion of the LAMPA infrastructure that is within CCUA's Lake
Asbury Master Plan Area Trunk Main Capital Cost Recovery Policy("LAMPA TMCCRP")
to accelerate utility service to this area that otherwise would have been completed by
CCUA in FY24/25 & FY25/26 as outlined in the adopted Capital Project Expenditures
Budget. This letter provides proposed terms by which CCUA can make and/or provide
funding to make these utilities available to this area, ensuring mutual benefits for all
parties involved.The proposed trunk mains would be constructed within utility easements
and/or rights-of-way.
The Owner owns or controls the 2,396+/-acres in Clay County, Florida, Parcel ID 31-05-
26-014455-000-00,further referenced as the(Property).The Developer is under contract
to purchase a majority of the Property and is seeking to assist in procuring the design,
permitting, competitive bidding, and installation of the water, reclaimed water, and
wastewater infrastructure, as shown in Exhibit A(the"Utility Work").
The Owner and Developer desire to advance the procurement and facilitate the
implementation of design, permitting, and construction services for a portion of the
improvements identified in CCUA's LAMPA TMCCRP, Resolution No. 2022/2023-08,
formally adopted on September 19, 2023 earlier than the FY24/25& FY25/26 timeframe
identified above.
CCUA has evaluated the concept of the unsolicited proposal presented by Owner and
Developer and believes there are several paths by which such an agreement could be
11Page
EXECUTIVE SUMMARY
AGENDA ITEM:
Saratoga Springs, Letter of Understanding (Peters Creek Investments, LLP), Interlocal Agreement
(Feed Mill Community Development District), and Master Utility Agreement (Peters Creek
Investments, LLP).
Date: September 11, 2024
Staff requests that the Board of Supervisors approve the above-referenced three agreements subject to
the Executive Director's final negotiation on the remaining terms, as described below.
BACKGROUND:
The Board of Supervisors adopted the Lake Asbury Master Plan Area Trunk Main Capital Cost
Recovery Policy (LAMPA TMCCRP) on September 19, 2023, with the intent to extend master trunk
mains in conjunction with the construction of the First Coast Expressway(FCE) to support the growth
in this area. The policy established a cost recovery program to ensure an equitable apportionment of the
cost of these trunk mains to all properties that received the immediate benefits within the LAMPA
TMCCRP service area.
In February 2024, the property owner Peters Creek Investments, LLP (PCI) and proposed developer
SRTG Dev Owner, LLC ("Freehold" affiliate) approached staff about their interest in purchasing and
developing a 2,396+/—acre parcel previously known as Saratoga Springs in two phases, consisting of
4,500 single-family homes. This parcel is located east of the First Coast Expressway, north and south
of Cathedral Oaks Parkway.
In the February meeting and follow-up meetings with staff, the Owner and developer representatives
approached the staff with a proposal to advance and facilitate the design, permitting, and construction
services for a portion of the infrastructure considered in the LAMPA TMCCRP earlier than CCUA's
FY 24/25 and FY25/26 timeframe. After analyzing the proposal with our third-party LAMPA Program
manager, Dewberry Engineering, Inc. staff concluded the proposal remained within the finance limits
under LAMPA and was in the public interest, could bring economic efficiencies and expedite CCUA's
cost recovery.
CCUA staff worked closely with our long-term development attorney, Bill Sundstrum, to collaborate
with the Owner, developer, Community Development District (CDD) representatives, and their legal
counsel to achieve two purposes: 1 - The Development Agreements needed for the Freehold
Development, and 2 -the terms and conditions by which the CDD can design/bid/build the referenced
LAMPA TMCCRP Trunk Mains with CCUA funding those. This collaboration has resulted in three
(3) agreements: a Letter of Understanding, an Interlocal Agreement, and a Master Utility Agreement.
These agreements memorialize the terms and conditions relating to the design, permitting, cost, and
construction of a portion of the LAMPA pipes and their alignment with the master development. The
agreements are attached and briefly summarized as follows:
• Letter of Understanding(LOU): The LOU outlines the initial commitments between the
parties,providing the framework for developing and installing utilities. It reflects mutual
goals and expectations, creating a foundation for more detailed agreements.
2
• Interlocal Agreement (ILA): The ILA formalizes cooperation between CCUA and the
Feed Mill CDD to ensure economically efficient infrastructure work. This agreement
emphasizes shared responsibilities,cost allocations,and the execution of the utility work
to design and build(CDD)and fund(CCUA)the work under mutually agreed timelines.
• Master Utility Agreement (MUA): The MUA is the agreement between CCUA and the
property owner (Peters Creek Investments, LLP) detailing the obligations of CCUA or
its successors to provide utility services in perpetuity, and the Owner/Developer's
obligations to pay all applicable rates, fees, and charges for the utility services in
accordance with CCUA's published rate resolution which is in force at the time for
development connection.
Two critical terms require additional negotiations before the agreements can be fully finalized:
1. Engineering Cost Consideration: Due to timing, the Developer/CDD advanced on the
design and engineering work for the infrastructure. Staff believes a portion of this is shared
expense between the Developer and CCUA. Both parties are working to establish what is
equitable to that portion.
2. Sanitary Sewer Cost Cap: A cap on the costs associated with the sanitary sewer portion of
the project is under review. The Developer proposed setting the cap at the dollar amount
described by the original, longer version of the sewer force main reflected in the LAMPA
policy, even though their proposed new force main routing is shorter and could reasonably
be installed for less. Staff continues to analyze sewer costs and expects the proposed project
to cost less than the amount initially calculated in the LAMPA policy.
Under this agreement arrangement, these LAMPA trunk mains are expected to be completed and in
service by June 2026. The Developer has represented that once underway, they expect to build at a rate
of approximately 350 units per year.
RECOMMENDATION:
Staff recommends the approval of the Letter of Understanding,Interlocal Agreement,and Master Utility
agreement as presented, granting approval rights to the Executive Director of the remaining terms.
ATTACHMENTS:
1. Draft LOU dated 09/11/24
2. Draft Interlocal Agreement
3. Draft Master Utility Agreement
4. Feed Mill CDD Resolution 2024-35
//MB (Author)
//PS (Final)
EXECUTIVE SUMMARY
AGENDA ITEM:
Saratoga Springs, Letter of Understanding (Peters Creek Investments, LLP), Interlocal Agreement
(Feed Mill Community Development District), and Master Utility Agreement (Peters Creek
Investments, LLP).
Date: September 11, 2024
Staff requests that the Board of Supervisors approve the above-referenced three agreements subject to
the Executive Director's final negotiation on the remaining terms, as described below.
BACKGROUND:
The Board of Supervisors adopted the Lake Asbury Master Plan Area Trunk Main Capital Cost
Recovery Policy (LAMPA TMCCRP) on September 19, 2023, with the intent to extend master trunk
mains in conjunction with the construction of the First Coast Expressway(FCE) to support the growth
in this area. The policy established a cost recovery program to ensure an equitable apportionment of the
cost of these trunk mains to all properties that received the immediate benefits within the LAMPA
TMCCRP service area.
In February 2024, the property owner Peters Creek Investments, LLP (PCI) and proposed developer
SRTG Dev Owner, LLC ("Freehold" affiliate) approached staff about their interest in purchasing and
developing a 2,396+/—acre parcel previously known as Saratoga Springs in two phases, consisting of
4,500 single-family homes. This parcel is located east of the First Coast Expressway, north and south
of Cathedral Oaks Parkway.
In the February meeting and follow-up meetings with staff, the Owner and developer representatives
approached the staff with a proposal to advance and facilitate the design, permitting, and construction
services for a portion of the infrastructure considered in the LAMPA TMCCRP earlier than CCUA's
FY 24/25 and FY25/26 timeframe. After analyzing the proposal with our third-party LAMPA Program
manager, Dewberry Engineering, Inc. staff concluded the proposal remained within the finance limits
under LAMPA and was in the public interest, could bring economic efficiencies and expedite CCUA's
cost recovery.
CCUA staff worked closely with our long-term development attorney, Bill Sundstrum, to collaborate
with the Owner, developer, Community Development District (CDD) representatives, and their legal
counsel to achieve two purposes: 1 - The Development Agreements needed for the Freehold
Development, and 2 -the terms and conditions by which the CDD can design/bid/build the referenced
LAMPA TMCCRP Trunk Mains with CCUA funding those. This collaboration has resulted in three
(3) agreements: a Letter of Understanding, an Interlocal Agreement, and a Master Utility Agreement.
These agreements memorialize the terms and conditions relating to the design, permitting, cost, and
construction of a portion of the LAMPA pipes and their alignment with the master development. The
agreements are attached and briefly summarized as follows:
• Letter of Understanding(LOU): The LOU outlines the initial commitments between the
parties,providing the framework for developing and installing utilities. It reflects mutual
goals and expectations, creating a foundation for more detailed agreements.
2
• Interlocal Agreement (ILA): The ILA formalizes cooperation between CCUA and the
Feed Mill CDD to ensure economically efficient infrastructure work. This agreement
emphasizes shared responsibilities,cost allocations,and the execution of the utility work
to design and build(CDD)and fund(CCUA)the work under mutually agreed timelines.
• Master Utility Agreement (MUA): The MUA is the agreement between CCUA and the
property owner (Peters Creek Investments, LLP) detailing the obligations of CCUA or
its successors to provide utility services in perpetuity, and the Owner/Developer's
obligations to pay all applicable rates, fees, and charges for the utility services in
accordance with CCUA's published rate resolution which is in force at the time for
development connection.
Two critical terms require additional negotiations before the agreements can be fully finalized:
1. Engineering Cost Consideration: Due to timing, the Developer/CDD advanced on the
design and engineering work for the infrastructure. Staff believes a portion of this is shared
expense between the Developer and CCUA. Both parties are working to establish what is
equitable to that portion.
2. Sanitary Sewer Cost Cap: A cap on the costs associated with the sanitary sewer portion of
the project is under review. This cap would establish a maximum amount of funding by
CCUA to the CDD. Discussions are ongoing to establish a reasonable and mutually
agreeable cost cap.
Under this agreement arrangement, these LAMPA trunk mains are expected to be completed and in
service by June 2026. The Developer has represented that once underway, they expect to build at a rate
of approximately 350 units per year.
RECOMMENDATION:
Staff recommends the approval of the Letter of Understanding,Interlocal Agreement,and Master Utility
agreement as presented, granting approval rights to the Executive Director of the remaining terms.
ATTACHMENTS:
1. Draft LOU dated 09/11/24
2. Draft Interlocal Agreement
3. Draft Master Utility Agreement
//MB (Author)
//PS (Final)
made, as it appears to be in the public interest and can bring economic efficiencies and
expedite cost recovery as outlined in the LAMPA TMCCRP. We are willing to move
forward in exploring these in greater detail with the multiple parties that would be required
(e.g.,the Developer, Owner, and Feed Mill Community Development District(CDD).
Additionally, CCUA would recover any costs associated with the Utility Work over the
entire LAMPA-benefitting area based on an equitable allocation of these costs on a per
Equivalent Residential Connection(ERC)basis,as detailed in the LAMPA TMCCRP.The
cost per ERC will be adjusted annually to recover CCUA's carrying costs and actual costs
incurred on CCUA's investment in the infrastructure to serve this area.
The Owner and Developer acknowledge that a proposed Master Utility Agreement
between the Developer,Owner and CCUA and the Interlocal Agreement between the the
CDD and CCUA for the Saratoga Springs Master Development govern the equitable
allocation of the cost of the LAMPA transmission mains. The Saratoga Springs Master
Development is depicted on Exhibit C.
The Owner, Developer, and CCUA agree it is in the best interest of our ratepayers that
CCUA and CCUA's third-party LAMPA Program Manager, Dewberry Engineering, Inc.,
will complete multiple peer reviews throughout the planning conceptual design, and final
design of the Utility Work.
Both parties recognize that entering an Agreement for the Utility Work would benefit the
Owner/Developer regarding the terms of time certainty. CCUA acknowledges that it
meets the objectives established with the LAMPA TMCCRP.
At no cost to CCUA, the Owner and Developer will agree to dedicate or cause the utility
easements throughout the Saratoga Springs Master Development along the water,
wastewater, and reclaimed water pipeline route(s)at the locations shown in Exhibit B.
The Owner and Developer will agree to secure, at CCUA's expense, dedicated utility
easements with the adjacent property owner, Reinhold Corporation,along the wastewater
pipeline route south of Cathedral Oaks Parkway (also referenced as Feed Mill Road
South) to the point it enters CCUA's Peters Creek Water Reclamation Facility at the
locations shown in Exhibit B.
The Owner,Developer,and CCUA will work together to enter into a Centerline Agreement
with Clay County (County) as an agreement on the future right-of-way alignment and
design. This will facilitate and minimize future conflicts with the future roadway
construction.The Owner and Developer will ensure adequate-sized utility easements are
secure and transferred to CCUA,outside the future right-of-way,and design transmission
mains within those easements. These easements must be secured and transferred to
CCUA before final approval of the construction plans and permits.
The Owner, Developer, CCUA and CDD will work together to enter into an interlocal
agreement ("Interlocal Agreement") in which the CDD agrees to procure or acquire the
bid design and construction work for the facilities as shown in Exhibit B.CDD will procure
design services per Section 190.012, Florida Statues and other applicable provisions of
2IPage
Florida law..law.The CDD and CCUA shall work cooperatively to ensure the procurement
process is conducted in accordance with Florida law and that CCUA will fund or reimburse
the CDD for portions of the design performed after public procurement and negotiation of
rates within an amount to be negotiated by the parties. After completion of the detailed Commented[KB1]:Deal point discussion.
design, the CDD will procure construction services per Section 255.05, Florida Statutes,
and CCUA will flow fund this construction in accordance with the draw schedule
established by the Interlocal Agreement.
Other than existing capacity as detailed in CCUA's Service Availability Letter for Service
Availability No 2024.01.24-004-001 (attached as Exhibit D), the Owner and Developer
acknowledge that wastewater capacity for this development will not be available until the
CCUA's Peters Creek Water Reclamation Facility 1.5 MGD expansion project is
completed and online,which is expected in January 2025,
CCUA and the Owner (subject to the understanding that the Master Utility Agreement
may be assigned to the Developer)or the Developer(if the Developer becomes the owner
of the Saratoga Springs Master Development prior to execution of the Master Utility
Agreement)agree to enter into a Master Utility Agreement for the entire Saratoga Springs
Master Development and individual supplemental agreements for each phase of the
development/PODs, such that CCUA is assured that the CDD, Owner or Developer or
other entity as appropriate, will in fact, cause the bonded construction of the pipeline
pertinent facilities referenced herein,as Exhibit A, provided such obligation is conditioned
on the execution of the Master Utility Agreement and Interlocal Agreement. The
supplemental agreements will be prepared as each development/POD requests service
in the future. The terms, conditions, rates, charges, and fees will be assessed according
to the then-current CCUA Rate Resolution and Service Availability policy in effect at the
development time.
An additional condition hereof is that, the Developer, or it successors or assignees,
commits to cause the designing, permitting, and installation of an appropriately sized
sewer force main within the Phase One development of the Saratoga Springs Master
Development starting from the south proceeding to the north, as shown in Exhibit E.
CCUA agrees to cover the cost of upsizing this force main to serve properties outside
Phase One of the Saratoga Springs Master Development.
CCUA and the Owner/Developer shall each pay their respective attorneys and other
consultants utilized in closing. However, the Developer will pay CCUA's reasonable and
actual legal costs for reviewing the unsolicited proposal, legal research needed to fashion
the appropriate Master Utility Agreement and associated Resolutions, publication fees,
and the cost incurred to accommodate this request provided CCUA submits invoices or
similar supporting documentation evidencing the same.
This letter describes the general terms of a "business deal" discussed and negotiated.
Once agreed to in principle and approved by the appropriate officials of all organizations,
the terms of this letter will be the basis for preparing a detailed final Master Utility
Agreement for execution by all parties.
3IPage
Please review this conceptual proposal prepared by CCUA staff. If acceptable,sign in the
space provided and return it to me so I can include it in our Board of Supervisors'agenda
package for the next Board meeting. At that time, I will seek tentative approval of this
conceptual proposal to continue our negotiations.
Contact me at (904) 213-2477 or jjohnston@clayutility.org if you have any questions or
would like to schedule a meeting to discuss this conceptual proposal further.
Very truly yours,
CLAY COUNTY UTILITY AUTHORITY
Jeremy D. Johnston, PE, MBA
Executive Director
Accepted and Agreed to by:
SRTG DEV OWNER, LLC, a Florida
Peters Creek Investments, LLP(Owner) Limited Liability Company(Developer)
By: By:
Print Name: Print Name:
Title: Title:
Date: Date:
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Exhibit A
Reserved for Conceptual Utility Plan
5IPage
Exhibit B
Reserved for Permanent and Temporary Easement Map
Wage
Exhibit C
Reserved for Saratoga Springs Master Site Plan
7IPage
Exhibit D
Reserved for CCUA's Service Availability
Letter for Service Availability No 2024.01.24-004-001
Wage
Exhibit E
RESERVED FOR SARATOGA SPRINGS PHASE ONE FORCE MAIN
91
CDD 9.12.24
Feed Mill Community Development District Agreement/Contract No.2023/2024-
INTERLOCAL AGREEMENT
Between Feed Mill Community Development District and Clay County Utility
Authority Re:Utility Work for the Improvement of a Portion of Property Adjacent
to Future Feed Mill Road and Cathedral Oak Parkway
THIS INTERLOCAL AGREEMENT is entered into between Feed Mill Community
Development District(District),a local unit of special-purpose government established pursuant
to Chapter 190,Florida Statutes,and the Clay County Utility Authority(CCUA).
WHEREAS with Resolution 2022/2023-08,CCUA has formally adopted the Lake Asbury
Master Plan Area Trunk Main Capital Cost Recovery Policy(LAMPA TMCCRP)in order to serve
the water,reclaimed water,and sanitary sewer needs of a portion of Clay County near the vicinity
of County Road 218 Extension Cathedral Oak Parkway,which Resolution is incorporated herein
by specific reference;and
WHEREAS a portion of those lands that lie within the District's boundaries are included
in the Lake Asbury Master Plan Area(LAMPA)and currently have unmet water,reclaimed water,
and sanitary sewer needs;and
WHEREAS the District desires to advance the procurement and facilitate the
implementation of design and construction services for a portion of the improvements in the
LAMPA TMCCRP in order to allow for the development of lands within the District at a faster
pace than initially provided for by the LAMPA TMCCRP;and
WHEREAS, the District desires to undertake the design, permitting, construction, and
inspection of off-site utility improvements adjacent to future Feed Mill Road and Cathedral Oak
Parkway in Clay County,Florida as more generally described in Exhibit A(the Utility Work)to
allow for development of a portion of the lands within the District's boundaries;and
WHEREAS, CCUA also desires the completion of the Utility Work at a faster pace and
therefore acknowledges that the Utility Work is eligible for funding under the LAMPA TMCCRP;
and
WHEREAS,CCUA desires to coordinate with the District in order to provide a cohesive
design,construction and Construction Engineering Inspection(CEI)process to facilitate the design
and construction of the Utility Work, collectively referred to as the Project, provided that all
requirements of public procurement are followed;and
WHEREAS, CCUA agrees to accommodate the District in this regard to allow for more
expedient development of a portion of lands within the District;and
1
CDD 9.12.24
WHEREAS,CCUA agrees to pay a portion of the costs associated with the Utility Work
that was properly procured or acquired under Florida law,except that the District agrees to fund
potential initial costs relating to system design as detailed further;and
WHEREAS,the Parties acknowledge that while the partnership relating to the Utility Work
benefits both parties,the Utility Work is a District unsolicited proposal but not a District-owned
project;CCUA's accommodation to the District completing the Utility Work is done in the interest
of efficiency and the furtherance of mission of both governmental entities;and
WHEREAS,the Parties acknowledge that it is the intention of this Agreement that a iportiorl__,--{Commented[MB1]:DISCUSSION POINT.
of the costs as referenced herein associated with and attributable to the Utility Work be paid for
by CCUA,except for shared costs as provided for in Article 3.C.below;and
WHEREAS, the District and CCUA desire to establish their respective rights and
responsibilities with respect to the Project.
NOW THEREFORE,in consideration of the foregoing recitals,the mutual covenants and
conditions contained herein,and for other good and valuable consideration,the legal sufficiency
of which is admitted by the Parties,the Parties agree as follows:
ARTICLE 1.Authority,General Responsibilities,and Condition Precedent.
This Agreement is entered into pursuant to the provisions of Section 163.01, Florida
Statutes, commonly known as the "Florida Interlocal Cooperation Act of 1969", hereinafter
referred to as the Act,and all applicable portions of the Act are made a part hereof and incorporated
herein as if set forth at length herein,including,but not limited to the following specific provisions:
A. All of the privileges and immunities and limitations from liability,exemptions from
laws,ordinances and rules,and all pensions and relief',disability,workers'compensation and other
benefits which apply to the activity of officers, agents,or employees of the Parties hereto when
performing their respective functions within their respective territorial limits for their respective
agencies,shall apply to the same degree and extent to the performance of such functions and duties
of such officers,agents or employees extra-territorially under the provisions of this Agreement.
B. This Agreement is contingent upon Peters Creek Investments,LLP (Landowner)
and the CCUA agreeing to the terms and conditions of a Master Utility Agreement including Peters
Creek Investments, LLP (or SRTG Dev Owner, LLC (Developer) as its successors in interest)
paying its proportionate share of the LAMPA TMCCRP as per said Master Utility Agreement.
C. This Agreement does not and shall not be deemed to relieve any of the Parties
hereto of any of their respective obligations or responsibilities imposed upon them by law except
to the extent of the actual and timely performance of those obligations or responsibilities by one
or more of the Parties to this Agreement,in which case performance provided hereunder may be
offered in satisfaction of the obligation or responsibility.
D. As a condition precedent to its effectiveness,and pursuant to Section 163.01(11),
2
CDD 9.12.24
Florida Statutes,this Agreement and any subsequent amendments hereto shall be filed with the
Clerk of the Circuit Court of Clay County.
E. This Agreement shall be construed under the laws of the state of Florida,and venue
for any actions arising out of this Agreement shall lie in Clay County.If any provision hereof is in
conflict with any applicable statute or rule or is otherwise unenforceable,then such provision shall
be deemed null and void to the extent of such conflict and shall be deemed severable,but shall not
invalidate any other provision of this Agreement.
ARTICLE 2.The Project.
The Project consists of the design,permitting, construction and inspection of the Utility
Work within the lands described in that Memorandum of Understanding By and Between Clay
County, Florida, and Clay County Utility Authority, and Peters Creek Investments, LLP dated
,which addresses the installation of utility infrastructure in advance of a potential
future roadway relative to an agreed centerline.It shall be constructed pursuant to plans designed
to provide water,reclaimed water,and sanitary sewer services to a portion of the LAMPA Service
Area, including a portion of lands within the District. The District and CCUA acknowledge that
this project may be authorized in one or more phases and completed with multiple contracts.Each
phase will be an amendment between the District, the CCUA, the Consultant(s), and the
Contractor(s). The water,wastewater, and reclaimed water transmission main considered under
this agreement are shown in Exhibit A, incorporated herein by reference specific and hereby
deemed applicable hereto.Work is anticipated to be designed and bid in 2024,and construction is
anticipated to commence no later than January 2025.
ARTICLE 3.Obligations of the District.
A. The District will acquire design work from Developer in accordance with Section
190.012,Florida Statutes,and other applicable provisions of Florida law.The District will provide
CCUA with the opportunity for plan review at 90%completion point. The District will undertake
procurement under Florida's Competitive Consultant Negotiation Act to contract with a
consultant("Consultant") specializing in utility construction engineering inspections("CEI")for
the provision of CEI services. CCUA shall be involved in the consultant's rate negotiation after
the District identifies the consultant,in accordance with the provisions of Florida law.
The District will publicly procure in accordance with Florida law and enter into one or
more contracts for the construction of the Utility Work. Any construction contract shall require
the contractor to provide a single insurance policy and bond to protect the Project and shall include
CCUA as an additional insured. Additionally,the District will require the contractor to secure the
payment and performance of the Utility Work and to provide that the payment and performance
bonds submitted by the contractor and attributable to the Utility Work be assignable to CCUA in
the event it is necessary to pursue the bonds for defective Utility Work.The District shall ensure
that at all times, CCUA is protected by one or more surety bonds guaranteeing the faithful
performance and payment for the Utility Work as described herein. This bond shall be secured
prior to or concurrently with the execution of the construction contracts.
3
CDD 9.12.24
B. The construction contract shall contain the requirement that the contractor(s)shall
look to the District,and not to CCUA,for payment of the Utility Work and shall provide CCUA a
two-year warranty, consistent with CCUA's standards and specifications for the Utility Work
performed under this Agreement.
C. The District shall be responsible for paying for sanitary sewer costs in excess of
$ per LAMPA TMCCRP Exhibit B Table 3.3.4 - - - Commented[KB2]:DEAL POINT DISCUSSION-If a
different cost is proposed,please provide explanation on calculation.
D. The District shall be responsible for acquiring and any costs associated with
securing easements within the Saratoga Springs boundary. The District will facilitate acquiring
easements over neighboring lands required for Utility Work at CCUA's expense. See Exhibit C
for delineation of easement areas.
E. The District shall Owner Direct Purchase all piping and major appurtenances
specifically to achieve sales tax savings available to the District and CCUA as the future assignee.
F. The District shall ensure that the construction contract and any amendment thereto
to include the Utility Work contains a requirement that the Project is properly insured in an amount
to be agreed upon by the Parties hereto against casualty and liability loss, and that worker's
compensation coverage is also in place both during construction and upon completion.
G. Subject to the prior approval by the CCUA of the negotiated Consultant rates,the
District will solely be responsible for the administration of any design contract with a Consultant,
construction contract, and CEI services for the Project. The District will provide all direction to
Consultant and retained construction contractor in the performance of the Utility Work as well as
to a CEI firm. The CEI firm shall make monthly progress reports to the CCUA,or as requested or
needed.
H. If the CEI discovers non-compliant Utility Work, the CEI will notify the CCUA
and the District immediately. CCUA will then request a meeting with the District's Project
Manager to address the non-compliant work. The District agrees to meet with CCUA's
representative to address non-compliant work. The District, after consultation with CCUA,will
thereafter give any direction to the Consultant,to the retained construction contractor and/or to the
CEI firm to address any agreed upon non-compliant work. Confirmation of satisfactory repair of
the non-compliant work is subject to CCUA approval.
I. In the event of an unforeseen or a change condition arising during the construction
which affects the Utility Work, first, the District agrees to promptly notify CCUA of these
conditions,and second,the District and CCUA representatives agree to meet to verify the cause,
determine any resolution to these conditions,and approve any issuance of a change order to the
design and/or construction contract.
J. The District shall cause the CEI for the Project to ensure the construction contractor
coordinates with CCUA on opening and closing CCUA valves, pressure testing, flushing,
chlorination,de-chlorination,regulatory testing and main clearing,and public noticing and other
normal and customary procedures as required for the Utility Work.The CEI shall notify CCUA's
4
CDD 9.12.24
Project Manager in advance of commencement of any procedures involved with CCUA's Utility
Work that could affect public health and safety.
K. Following completion of construction, the District shall ensure the construction
contractor prepares and provides to CCUA As-Built Survey and CAD Drawings prepared in
accordance with CCUA"As-Built Specifications Standards Manual",latest edition,and minimum
technical standards for surveying as set forth by the Florida Board of Professional Surveyors and
Mappers in Chapter 61G17-6 Florida Administrative Code,pursuant to Section 472.027,Florida
Statutes.Final As-Built Drawings must be approved by CCUA and shall represent the Utility Work
that was constructed.
L. Upon completion of the Utility Work, the District shall convey all Utility Work
completed under this Interlocal Agreement to CCUA at no additional cost.
ARTICLE 4.Obligations of CCUA.
In addition to CCUA obligations set forth elsewhere in this Agreement, CCUA has the
following obligations:
A. Payment from CCUA to the District shall occur as follows:
i. CCUA agrees to pay to the District a reasonable portion of the cost for the
design Consultant contract lawfully acquired pursuant to Section 190.012, Florida Statutes and
other applicable laws,or procured pursuant to Florida law.Such payment shall be upon invoice of
the District. _--{Commented[MB3]:DISCUSSION POINT
ii. For the construction work,CCUA will make such funds available pursuant
to the Draw Schedule to be agreed upon by the Parties,and incorporated into this Agreement as
Exhibit B upon completion. The initial disbursement from CCUA to the District under this
Agreement shall be made upon the execution of the construction contract in an amount equal to
the first two(2)draws of funds as set forth in Exhibit B.After such time that the District makes a
payment to the contractor under the construction contract, CCUA shall immediately pay to the
District within 10(ten)business days an amount equal to the next succeeding draw as set forth in
Exhibit B.This method of payment shall continue until the construction contract is complete.
iii. For all other costs relating to the Utility Work,including but not limited to
construction engineering and inspection,permitting,wetland or listed species mitigation,easement
costs,professional costs,and other similar costs,CCUA will make such funds available within 30
days of invoice.
iv. CCUA acknowledges that the District and/or the Developer of lands within
the District may have previously expended funds on costs directly related to the Utility Work that
are not expressly provided for herein. CCUA agrees to consider and accept or reject in good faith
requests for funding submitted by the District for such costs.
B. CCUA agrees it has approved the attached concept and specifications for the Utility
5
CDD 9.12.24
Work as shown in A-1.It further agrees that it shall perform plan review within 21 calendar days
upon receipt.If the District has not received markups or rejection of plans within 21 calendar days,
the District may proceed as if such plans have been approved.
C. CCUA shall be responsible for costs incurred by the District for any required
permits or related costs for its respective work necessary for completion of the Utility Work and
shall coordinate the permit cycle times with the District.
D. CCUA shall be responsible for costs of Easement acquisition outside the Saratoga
Springs boundary.CCUA Easements within the Saratoga Springs boundary for the Work will be
provided to CCUA without cost.See Exhibit C for delineation of easement areas.
E. CCUA agrees to designate a design representative for the Project who will receive,
review,and respond within ten(10)working days to all questions and requests from the Consultant
and the District.
F. CCUA agrees to designate a Project Manager and pay the cost of the District's
Consultant's on-site CEI inspector(Article 3.A.)for the Project who will inspect the construction
of the Utility Work.If the CEI representative discovers non-compliant work,such representative
will notify the CCUA and the District immediately. CCUA will then request a meeting with the
District's Project Manager to address these conditions.Under no non-emergency circumstances,
may CCUA or any of its officers,contractors or agents give direction to the District's Consultant
or construction contractor in the performance of the Utility Work or the District's Consultant in
the performance of CEI services related to the Utility Work.
G. In the event of an unforeseen or a change condition arising during the construction
phase which affects the Utility Work,upon notification by the District of such conditions,CCUA
agrees to meet with District representatives to verify the cause or conflict,determine any resolution
to these conditions,and if CCUA concurs,and approve any issuance of a contract change order to
the Consultant and/or construction contracts in accordance with Article 3.G. Upon approval of
issuance of a contract change order to the contracts for the Utility Work by CCUA's Project
Manager,if such change order is in an amount less than five(5)percent of the cost for the Utility
Work in the respective contract, work may immediately proceed and no further approval is
required.For any change order for Utility Work that exceeds such five(5)percent of the respective
contract,approval by CCUA's Board of Supervisors must be obtained prior to beginning of work.
CCUA shall reimburse the District for any expenses incurred by the District which are associated
with an approved change order to the Utility Work. CCUA agrees to pay these expenses within
thirty(30)calendar days,upon submittal of a statement therefor to CCUA by the District.
H. Upon completion of the Utility Work, CCUA shall accept the Utility Work in
accordance with its standard turnover process.
ARTICLE 5.Disputes.
Any claim,dispute,or other matter in question arising out of or related to this Agreement,
if not resolved within 14 days following the notice of claim through discussions among the parties'
6
CDD 9.12.24
officers having authority to resolve the claim,dispute,or other matter,shall be subject to
mediation as a condition precedent to other dispute resolution. The parties shall share the
mediator's fee and any filing fees equally. The mediation shall be held in Clay County,unless
another location is mutually agreed upon. Agreements reached in mediation shall be enforceable
as settlement agreements in any court having jurisdiction thereof.Mediation is a precondition to
litigation and does not preclude litigation.
ARTICLE 6.Transfer or Assignment.
Neither the District nor CCUA shall transfer or assign this Agreement, or any rights
acquired hereunder,or grant any interest,privilege,or license whatsoever in connection with this
Agreement unless first obtaining the written consent of the other Party,which consent shall not be
unreasonably withheld.
ARTICLE 7.Amendments.
Any changes in the provisions of this Agreement which are agreed to by the Parties shall
be made by formal written amendment signed by both Parties.
ARTICLE 8.Project Management.
The Project Managers for the District and for CCUA are listed below and shall be the
representative responsible for overall coordination of the Project. Either Party may change its
Project Manager upon three(3)business day's prior written notice to the other Party.
District CCUA
Daniel Welch,P.E Darrell Damrow,P.E.
England-Thims&Miller,Inc. Clay County Utility Authority
14775 Old Saint Augustine Road 3176 Old Jennings Road
Jacksonville,Florida 32258 Middleburg,Florida 32068
Telephone:904-422-2244 Telephone:904-213-2426
Email:welchd@etm.com Email:ddamrow@clayutility.org
ARTICLE 9.Term.
The term of this Agreement shall commence on the effective date and continue through
completion and acceptance of the Utility Work.At the expiration of the Term of this Agreement,
the District and CCUA agree that each party hereto shall be released from any further obligations,
liabilities or responsibilities arising out of or pursuant to this Agreement.
ARTICLE 10.Effective Date.
This Agreement shall commence and be effective on the date it is fully executed by the
Parties hereto.
ARTICLE 11.Audit,Access to Records,and Repayment of Funds.
7
CDD 9.12.24
Both CCUA and the District shall maintain its books and records such that receipt and
expenditure of the funds provided hereunder are shown separately from other expenditures in a
format that can be easily reviewed.CCUA and the District shall keep the records of receipts and
expenditures and copies of all invoices and supporting documentation for at least three(3)years
after expiration of this Agreement and in any event shall meet all applicable requirements for
retaining public records as required by Art. 1,Section 24,Florida Constitution,and Chapter 119,
Florida Statutes,as from time to time amended(together,the Public Records Laws).In accordance
with generally accepted governmental auditing standards,both CCUA and the District shall have
access to and the right to examine any directly pertinent books and other records involving
transactions related to this Agreement. In the event of an audit, CCUA and the District shall
maintain all required records until the audit is completed and all questions are resolved. CCUA
and the District will provide proper facilities for access to and inspection of all required records.
ARTICLE 12.Indemnity.
A. Subject to and within the provisions of Section 768.28,Florida Statutes,the
District shall fully defend,protect,indemnify and hold harmless CCUA and all of its respective
supervisors, directors, principals, employees, officers, agents, servants and contractors
(collectively, the CCUA Indemnitees), from and against any and all liabilities, damages, losses
and costs, including, but not limited to,reasonable attorney's fees, to the extent caused by the
negligence,recklessness,or intentional wrongful misconduct of the District in the performance of
this Agreement.In light of the District being a governmental entity,nothing herein is intended to
serve as a waiver of the District's sovereign immunity protections nor does it extend the District's
liability beyond the limits established in Section 768.28, Florida Statutes. Notwithstanding
anything stated to the contrary in the Agreement, the District's obligation to compensate or
indemnify is limited and shall not exceed the limits set forth in Section 768.28,Florida Statutes,
as it may be amended from time to time.
B. The provisions of this Article shall survive any termination of this Agreement.
ARTICLE 13.Remedies.
The Parties will attempt to settle any dispute arising from this Agreement through
negotiation and a spirit of mutual cooperation.The dispute will be escalated to appropriate higher-
level managers of the Parties,if necessary,and thereafter to mediation prior to institution of any
litigation over such dispute.
Upon notification from the District that the District is unable or unwilling to perform its
obligations under the Agreement,the District agrees to assign or convey to CCUA all contracts
and related rights and documents in connection with Agreement. Notwithstanding the preceding
sentence, CCUA shall not be obligated to accept such assignments or conveyances, nor shall
CCUA be restricted to timelines or designs proposed by this Agreement. In no event shall CCUA
be responsible for costs incurred prior to the assignment or conveyance.
ARTICLE 14.Independent Contractor.
8
CDD 9.12.24
Each Party will perform its duties under this Agreement as an independent contractor.The
Parties and their personnel will not be considered to be employees or agents of the other Party.
This Agreement will not constitute, create, or be interpreted as a joint venture, partnership or
formal business organization of any kind.
ARTICLE 15.Further Assurances.
Each of the Parties shall cooperate with one another,shall do and perform such actions and
things, and shall execute and deliver such agreements, documents and instruments, as may be
reasonable and necessary to effectuate the purposes and intents of this Agreement.
ARTICLE 16.In Pari Materia
Each provision in this Agreement is to be read in concert,each with the other,such that a
provision under one heading shall be applicable to any other.
ARTICLE 17.Waiver.
Failure or delay by either Party to exercise a right or power under this Agreement will not
be a waiver of the right or power.For a waiver of a right or power to be effective,it must be in a
writing signed by the waiving Party.An effective waiver of a right or power will not be construed
as either a future or continuing waiver of that same right or power,or the waiver of any other right
or power.
ARTICLE 18.Severability.
Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction,be ineffective to the extent of such prohibition or unenforceability
without invalidating the remaining provisions hereof,and any such prohibition or unenforceability
in any jurisdiction shall not invalidate or render unenforceable such provision in any other
jurisdiction.
ARTICLE 19.Electronic Signature.
The Parties agree to utilize electronic signatures and that the digital signatures of the Parties
set forth below are intended to authenticate this Agreement and have the same force and effect as
manual written signatures.Each person signing on behalf of the Parties represents and warrants
that he/she has full authority to execute this Agreement on behalf of such party and that the
Agreement will constitute a legal and binding obligation of such party.
[Signatures begin on the following page]
9
CDD 9.12.24
10
CDD 9.12.24
IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date set
forth below.
DATE: ,2024 FEED MILL COMMUNITY DEVELOPMENT
DISTRICT
By:
Liam O'Reilly
Its Chairman
ATTEST:
DATE: ,2024 CLAY COUNTY UTILITY AUTHORITY
By:
Jeremy D.Johnston,PE,MBA
Its Executive Director
11
CDD 9.12.24
EXHIBIT A
•
i
ALTERNATIVE UTILITY ALIGNMENT#1
.
Saratoga Springs Offsite Utilities
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'... ---- Ph...I-Feed IM Road
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12
CDD 9.12.24
EXHIBIT B
DRAW SCHEDULE
[TO BE ADDED UPON AGREEMENT]
[THE CDD WILL WORK WITH CONTRACTOR TO IDENTIFY A REALISTIC DRAW
SCHEDULE WHICH:
- Apart from the initial deposit,is expected to follow a typical bell curve
- Special exception may include funds allocated to the up front direct purchase of
materials]
13
CDD 9.12.24
EXHIBIT C
EASEMENT EXHIBIT
[THIS EXHIBIT WILL NEED TO REFLECT ALL EASEMENTS,THOSE WITHIN AND
OUTSIDE OF THE SARATOGA SPRINGS BOUNDARY]
14
CLAY COUNTY UTILITY AUTHORITY
MASTER WATER,WASTEWATER,AND RECLAIMED WATER
UTILITY SERVICE AGREEMENT
[SARATOGA SPRINGS]
THIS AGREEMENT (the "Agreement") is entered into by and between PETERS CREEK
INVESTMENTS, LLP, a Florida limited liability partnership (the "Owner"), and CLAY COUNTY
UTILITY AUTHORITY, an Independent Special District established under Chapter 94-491, Laws of
Florida,Special Acts of 1994,hereinafter referred to as("CCUA")on this day of ,2024
for the purposes set forth herein.
In consideration of the mutual covenants and undertakings of the parties described in this Agreement
and for other good and valuable consideration,the receipt and sufficiency of which is acknowledged,the
parties agree as follows:
ARTICLE I
BACKGROUND,ESSENTIAL TERMS,DEFINITIONS,AND CONSTRUCTION OF
AGREEMENT
SECTION 1.01. BACKGROUND.
(A) Owner is the owner of certain real property,approximately 2,356.89 acres,more or
less located in Clay County,Florida,Parcel No.31-05-26-014455-000-00.Such lands are hereinafter referred
to as the"Development Parcel" and are legally described in the attached Exhibit A. This property was
approved for development pursuant to the Saratoga Springs Development of Regional Impact Order under
Chapter 380.06,F.S., Ordinance No. 2006-58, Clay County, dated October 24, 2006, known as Saratoga
Springs and hereinafter referred to as the("DRI"). The DRI was later abandoned and rescinded per Clay
County Ordinance No.2022-17,adopted on March 22,2022,and as recorded in the Official Records Book
4590, pages 1169-1174, of the Public Records of Clay County, Florida. Immediately following the
abandonment of the DRI,Clay County approved the companion land use entitlements for those lands in a
separate 2040 Comprehensive Plan amendment,including but not limited to the Lake Asbury Master Plan
Area(LAMPA)development standards and various PUD documents.
(B) The Development Parcel is located within the service area of the Clay County Utility
Authority as to service availability of potable water,wastewater,and reclaimed water(the"Service Area").
(C) Portions of the Development Parcel are within the Lake Asbury Master Plan Area
(LAMPA)and are required to meet the CCUA's reuse water program requirements.
4875-0206-2308.1
(D) CCUA and the Feed Mill Community Development District ("District") agreed to
construct water, wastewater, and reclaimed water transmission mains to serve the Development Parcel
pursuant to that certain the Interlocal Agreement/Contract No.2023/2024- ,attached hereto as Exhibit
E and incorporated herein by this reference(the"Interlocal Agreement").
(E) CCUA will require certain easements within the Development Parcel and adjacent
properties for the purposes of installing the water,wastewater,and reclaimed water transmission mains prior
to the construction thereof,which easements will be granted,or caused to be granted,to CCUA by Owner or
the Developer.
(F) The water, wastewater, and reclaimed water transmission mains constructed by the
District will become part of the CCUA Utility System upon completion.
(G) Owner is entering into this Agreement with CCUA to ensure the provision of water,
wastewater,and reclaimed water service to the Development Parcel by CCUA,in anticipation of the Owner
or the Developer constructing and developing(or conveyance to third party developers and sub-developers
who shall construct and develop)residential,commercial and civic improvements within the Development
Parcel consistent with the terms of the LAMPA development standards and the applicable PUD documents.
Owner or the Developer may conduct such construction or development activities or assign rights and
obligations provided for herein to such developers and sub-developers who shall acquire portions of the
Development Parcel from time to time for development purposes.
(H) CCUA has the power and authority to provide potable water, wastewater, and
reclaimed water infrastructure and service within Clay County inclusive of this Development Parcel and is
willing and able to undertake the service obligations described in this Agreement.
SECTION 1.02. ESSENTIAL TERMS
(A) CCUA will provide water,wastewater,and,when available,reclaimed water services
to the Development Parcel in accordance with this Agreement and its Resolution No.2023/2024-01,as may
be amended from time to time,and known in part as its Service Availability Policy("SAP"). The Owner,
the Developer,and its successors,and assigns will receive and utilize such services pursuant to applicable
CCUA policies,procedures,and rate schedules then in effect.
(B) CCUA and the Feed Mill Community Development District(District)will construct
the water,wastewater, and reclaimed water transmission mains consistent with the terms and conditions
agreed to by the District and CCUA in the Interlocal Agreement.Such improvements are needed to serve the
Development Parcel,as more particularly described in this Agreement.
(C) As provided in this Agreement, each Developer or its successors or assigns will
construct(or cause the construction of)the Development Parcel Improvements in accordance with plans and
2
4875-0206-2308.1
specifications mutually agreed upon with the CCUA and dedicate same to CCUA in accordance herewith,
and will also grant or cause to be granted all necessary temporary and permanent easements as set forth in
this Agreement.
(D) CCUA or its assignees shall undertake the construction of the CCUA Utility System
facilities,including certain water transmission mains,wastewater transmission mains,and reclaimed water
transmission mains and improvements necessary to extend water,wastewater,and reclaimed water service
to the lands described in Exhibit A.
SECTION 1.03. DEFINITIONS.
As used in this Agreement,the following terms shall have the meanings assigned to them in Article I or as
set forth below.
"Agreement"means this Clay County Utility Authority Water,Wastewater,and Reclaimed
Water Utility Service Agreement.
"Board"means the Board of Supervisors of the Clay County Utility Authority.
"CCUA"means Clay County Utility Authority.
"CCUA Developer Agreement"shall have the meaning as defined in Section 4.02.
"CCUA LAMPA Policy"means Clay County Utility Authority Lake Asbury Master Plan
Area Policy, identified and defined by Clay County Utility Authority Resolution No. 2022/2023-08 for a
special expenditure of funds for utility infrastructure development.
"CCUA Utility System" means Development Parcel Improvements and Initial Master
Improvements.
"Clay County Utility Ordinance or Ordinance" means Clay County Utility Authority
Special Act Chapter 94-491,Laws of Florida and Clay County Utility Authority Resolution No.2023/2024-
01,as the same may be amended from time to time by the Board,and the rules,regulations,and procedures
of the CCUA,as may be amended from time to time.
"Developer" shall mean any subsequent owner and developer or sub-developer of the
Development Parcel or a portion thereof with respect to the portion of the Development Parcel owned by
such subsequent owner.
"Development Parcel"shall have the meaning as defined in Section 1.01(A).
"Development Parcel Improvements"means all wastewater force mains and gravity mains,
water mains, reclaimed water mains, or lift stations constructed within the Development Parcel by the
Developers of the property to serve the Development Parcel to the point of connection to the CCUA Utility
System. The Development Parcel Improvements include any oversized facilities installed by the Developer
3
4875-0206-2308.1
to accommodate future utility connections,as may be required by CCUA at the time of plan review;provided,
however,that to the extent that CCUA requires the Developer to oversize any utilities for service to parcels
outside the Development Parcel, the applicable Developer Agreement shall require either a refundable
provision or partial contribution from CCUA for the additional costs incurred by Developer to complete the
requested oversizing,pursuant to CCUA's Service Availability policy then in effect.
"DRI"shall have the meaning as defined in Section 1.01(A).
"ERC" shall be defined as a factor expressed in gallons per day (GPD)which is used to
convert a given average daily flow(ADF)to the equivalent number of residential connections as defined in
CCUA's SAP.
"FCE"shall mean the First Coast Expressway or State Road 23,f/k/a the First Coast Outer
Beltway.
"Force Majeure"shall be defined as acts of God,earthquakes,blizzards,tornados,hurricanes
and tropical storms,inclement weather in excess of historical weather patterns for the period in question,
fire,flood,malicious mischief,insurrection,riots,strikes,lockouts,boycotts,picketing,labor disturbances,
public enemy,war(declared or undeclared),terror or unrest,landslides,explosions,epidemics,pandemics,
compliance with any order,ruling,injunction,inability to obtain regulatory approval from any federal,state
or local governmental entity or decree by any court,tribunal,administrative or judicial authority of competent
jurisdiction after the exercise of diligent efforts,inability to obtain materials or supplies after the exercise of
reasonable efforts,delay in granting any required consent or approval by the party entitled to so grant within
the time frame required herein or any other matter beyond the reasonable control of the party obligated to
perform, after expending reasonable efforts to effect such performance;provided,however,that a party's
failure to have sufficient funds to perform its obligations hereunder shall not constitute"Force Majeure".
"GPD"shall mean Gallons Per Day.
"Master Improvements" means any infrastructure to be owned and operated by CCUA
which is necessary to provide service to the Development Parcel contemplated under this Agreement.The
Master Improvements shall include,without limitation,the water plants',Peters Creek Water Reclamation
Facility, potable water, wastewater and reclaimed water transmission mains, and any other necessary
improvements to provide such service. The Master Improvements shall exclude the Development Parcel
Improvements.
"MGD"means a Million Gallons Per Day.
"Owner"shall mean Peters Creek Investments,LLP.
This is not defined in the Master Utility Agreement.
4
4875-0206-2308.1
"Pandemic" shall mean a widespread occurrence of an infectious disease over a whole
country or the world at a particular time.
"Peters Creek Water Reclamation Facility"means the wastewater treatment and reclaimed
water plant located south of the Development Parcel, which is being expanded in accordance with the
standards and requirements of CCUA and this Agreement to serve the Development Parcel and other
properties.
"Service Area"or the"Service Area of the Clay County Utility Authority"shall have the
meaning as defined in Section 1.01(B).
"SJRWMD"shall mean the St.Johns River Water Management District.
"MOUs"shall mean the Memorandum of Understanding by and between Clay County Utility
Authority,Clay County,and Reinhold Corporation dated July 24,2024,Clay County Agreement/County No.
2023/2024-217 and Memorandum of Understanding by and between Clay County Utility Authority,Clay
County and Peters Creek Investments, LLP dated July 24, 2024, Clay County Agreement/County No.
2023/2024-218.
SECTION 1.03. CONSTRUCTION OR INTERPRETATION.
(A) Words that indicate a singular number shall include the plural in each case and vice
versa,and words that import a person shall include firms and corporations.
(B) Words that reference one gender shall include both genders.
(C) This Agreement shall not be construed as inconsistent with the Clay County Utility
Ordinance.
(D) This Agreement shall be construed as resulting from joint negotiating and authorship.
No part of this Agreement shall be construed as the sole product of any of the parties.
(E) Terms not defined herein shall have those meanings as defined in the Clay County
Utility Ordinance.
SECTION 1.04. INCORPORATION. The findings, background, and acknowledgments
contained in this document are true,correct,and are incorporated in this Agreement.
SECTION 1.05. SECTION HEADINGS. Any headings preceding the text of the separate
articles,section or appendices in this Agreement,any table of context or margin notes appended to copies of
this Agreement shall be solely for the convenience of reference of the parties and shall not constitute a part
of this Agreement or affect its meaning,construction or effect.
5
4875-0206-2308.1
ARTICLE II
REPRESENTATIONS
SECTION 2.01. REPRESENTATIONS OF THE OWNER. Owner, makes the following
representations as applicable:
(A) The Owner is a limited liability partnership duly organized,validly existing,and in
good standing in the State of Florida,and has all requisite power and authority to enter into and fully perform
this Agreement.
(B) All necessary action on the part of the Owner to authorize execution and delivery of
this Agreement and the performance of its obligations under this Agreement have been duly taken and,
assuming due authorization,execution,and delivery by CCUA,this Agreement shall be valid and enforceable
against the Owner in accordance with its terms.
(C) There is no pending litigation, or to the Owner's knowledge and belief, threatened
litigation against or affecting the Owner that would affect the validity or enforceability of this Agreement or
the Owner's ability to perform under this Agreement.
(D) To the best of the Owner's knowledge and belief after due inquiry, the terms and
conditions of this Agreement do not violate the provisions of any applicable law or any applicable order or
regulation of any government authority having jurisdiction over the Owner and compliance with this
Agreement will not violate the terms and conditions of any Agreement or instrument to which the Owner is
a party.
SECTION 2.02. REPRESENTATIONS OF CCUA.
(A) CCUA is duly organized and a validly existing local governmental body corporate and
politic. CCUA has full power and authority to enter into the transactions contemplated by this Agreement.
(B) To the best of its knowledge and belief after due inquiry,CCUA is not in default under
any provisions of the laws of the State of Florida material to the performance of its obligations under this
Agreement. The Board has duly authorized the execution and delivery of this Agreement and,assuming the
due authorization,execution,and delivery of this Agreement by the other parties,this Agreement constitutes
a valid and legally binding obligation of CCUA enforceable in accordance with its terms.
(C) To the best of CCUA's knowledge and belief after due inquiry as of the date hereof,
the terms and conditions of this Agreement do not violate the provisions of any applicable law or any
provision of the constitution of the State of Florida or any applicable order or regulation of any government
authority having jurisdiction over CCUA and compliance with this Agreement will not violate the terms and
conditions of any Agreement or instrument to which CCUA is a party.
6
4875-0206-2308.1
(D) There is no pending litigation, or to CCUA's knowledge and belief, threatened
litigation, against or affecting CCUA that would adversely affect the transactions contemplated in this
Agreement or that would adversely affect the validity or enforceability of this Agreement.
(E) To the best of CCUA's knowledge,there are no operational,regulatory,or financial
facts or circumstances in existence which would materially and adversely affect,now or in the future,the
ability of CCUA to perform its obligations under the terms of this Agreement.
ARTICLE III
UTILITY SERVICE PROVISIONS
SECTION 3.01 DESIGN / PERMITTING AND CONSTRUCTION OF MASTER
IMPROVEMENTS.
(A) Initial Master Improvements. CCUA agrees to pay the costs associated with the
"Initial Master Improvements" that are properly procured under Florida law, except that the Feed Mill
Community Development District agrees to fund potential initial costs relating to system design pending
reimbursement by CCUA,as the same is more particularly set forth in the Interlocal Agreement.The"Initial
Master Improvements" include Master Improvements within the Development Parcel, Cathedral Oak
Parkway, and along Feed Mill Road to the point of connection on the Peters Creek Water Reclamation
Facility as depicted and authorized in the CCUA LAMPA Policy and as further depicted on Exhibit B.
CCUA shall be obligated to diligently pursue construction of the Initial Master Improvements to allow for
full and complete service connections for potable water,wastewater,and reclaimed water service prior to the
completion of the first home within the Development Parcel(or portion thereof),subject to Force Majeure.
The cost of the Initial Master Improvements shall be recoverable by CCUA through the CCUA LAMPA
Policy.
(B) Reclaimed Water. Notwithstanding anything to the contrary contained in this
Agreement,to the extent reclaimed water service is not available from CCUA at any particular time,service
is required under this Agreement and irrigation service may be provided by potable water from CCUA
pursuant to applicable laws,codes,rules and regulations applicable to CCUA and the Development Parcel
as an alternative,then CCUA may(without limiting its obligations under this Agreement)provide potable
water in lieu of reclaimed water until reclaimed water is available from CCUA.
SECTION 3.02. WATER, WASTEWATER, AND RECLAIMED WATER TRUNK
MAIN AND DISTRIBUTION EXTENSIONS WITHIN THE DEVELOPMENT PARCEL. Owner
will cause the Developer at its expense,except for costs for oversized facilities to be reimbursed pursuant to
Developer Agreements,to design,permit and construct(or cause the design permitting and construction of)
7
4875-0206-2308.1
the Development Parcel Improvements serving any portion of the Development Parcel,except those outlined
in CCUA LAMPA Policy,and shall determine the time frame for such construction. All Development Parcel
Improvements shall be constructed in accordance with CCUA standards. CCUA shall accept functional
segments of the Development Parcel Improvements upon completion thereof after final inspection by CCUA
and clearance of all punch list items and final certification by the design engineer to the Florida Department
of Environmental Protection (FDEP) and/ or such other agencies that may have jurisdiction over the
Development Parcel Improvements.
SECTION 3.03. UTILITY EASEMENTS.
(A) Development Parcel Easements. Owner or the Developer,as the case may be,shall
grant or dedicate(or cause to be granted or dedicated) to CCUA now and in the future all access and utility
easements and pumping station sites reasonably necessary to provide water,wastewater,or reclaimed water
services within the Development Parcel. Each grant or dedication,together with appropriate subordinations
from any lien holder,shall be in a customary form reasonably acceptable to CCUA,shall be of a perpetual,
non-exclusive nature for water, wastewater, or reclaimed water utility purposes, and shall be provided
without costs to, or reimbursement by, CCUA. Each grant or dedication shall provide that the land
underlying the easement or dedication shall not be used by the grantor in a manner that materially interferes
with CCUA's ability to use the easement for its intended purpose.
(B) General Easements Owner or the Developer,as the case may be,shall cause the grant Commented[KB1]:Reverted to original language in fight of
owner-requested change.
or dedication of temporary and permanent easements as shown in Exhibit C,prior to CCUA or its assignees'
or delegees'commencement of construction on Initial Master Improvements,as outlined in this Agreement
and more specifically described in the Interlocal Agreement. Each grant, together with appropriate
subordinations from any lien holder,shall be in a customary form reasonably acceptable to CCUA,shall be
permanent or temporary(as the case may be),non-exclusive nature for water,wastewater,or reclaimed water
utility purposes,and shall be provided without costs to or reimbursement by CCUA,lother than the Feed Mill
Road utility easements from Reinhold Corporation which shall be reimbursed as part of the Initial Master
Improvements.Each grant or dedication shall provide that the land underlying the easement shall not be used ,---1 Commented[MB2]:DISCUSSION POINT
in a manner that would materially interfere with CCUA's ability to use the easement property for its intended
purpose.
(C) Trunk Lines. If CCUA connects offsite users to the Master Improvements,CCUA
may construct trunk lines for water,wastewater,or reclaimed water within any easements granted to CCUA
pursuant to this Agreement,and such lines shall be constructed with adequate capacity to meet the capacity
8
4875-0206-2308.1
needs of the Development Parcel and such offsite uses. Upon connection to the CCUA Utility System,each
user within the Development Parcel who benefits from such trunk line improvements constructed by CCUA,
if any,shall pay a pro-rata share of the cost of such trunk lines pursuant to its LAMPA Policy or its normalized
fee structure,which is designed to recover such costs over the primary benefitting area.
SECTION 3.04. WATER, WASTEWATER, AND RECLAIMED WATER CAPACITY
ASSURANCES. Owner anticipates that the development timetable for the Development Parcel by the
Developer will occur generally in accordance with the Saratoga Springs Master Site Plan phasing schedule,
as shown in the attached Exhibit D,as may be extended by statutory extensions or as otherwise approved by
Clay County. CCUA agrees that it shall construct the Master Improvements so as to provide and reserve the
necessary capacity in such system to continuously meet the water, wastewater, and reclaimed water
requirements of the Development Parcel through buildout,recognizing that the schedule of development may
be accelerated or delayed,which in part may be affected by the timing of construction of the FCE and the
Cathedral Oak Parkway traversing the Development Parcel and the timing of certain modifications necessary
to the Development Parcel to advance residential development. CCUA agrees that such water,wastewater,
and reclaimed water capacity shall be supplied by CCUA so at all times to allow for adequate provisions of
service in advance of the need for permanent service to any particular parcel constituting part of the
Development Parcel. To ensure that CCUA will have the capacity to serve the Development Parcel,CCUA
shall undertake in a timely manner the design,permitting,and subsequent construction necessary to expand
its water or wastewater treatment or reclaimed water facilities substantially in conformance with the
provisions of all applicable regulatory requirements. Owner or its assigns shall annually provide to CCUA
a copy of a good faith estimate of proposed development activity and utility capacity demand within the
Development Parcel for the ensuing 5-year period.
ARTICLE IV
GENERAL PROVISIONS
SECTION 4.01. POST-EXECUTION RELATIONSHIP. From time to time after execution
of this Agreement,each party and their respective successors and assigns shall,upon request of the other,
execute,acknowledge and deliver,all such further acts,deeds,assignments,transfers,or other documentation
to confirm and fulfill the obligations and intent of the parties under this Agreement.
SECTION 4.02. APPLICABILITY OF CCUA UTILITY ORDINANCE. The Owner,the
Developer and its successors or assigns agree to pay all applicable rates, fees, and charges for water,
wastewater, and reclaimed water service in accordance with CCUA's uniform published rate resolution
9
4875-0206-2308.1
which is in force at the time of development connection.The parties agree that any standard form CCUA
Developer Agreements executed coincident with service connection to specific development parcels shall
address site-specific service issues such as specific cross-connection contract issues, identification of the
limits of facilities to be owned and maintained by CCUA,provided that such site-specific CCUA Developer
Agreements shall not conflict with the provisions of this Agreement and shall be otherwise consistent with
the CCUA Utility Ordinance.
SECTION 4.03. APPLICABLE LAW,JURISDICTION,AND VENUE. This Agreement
shall be governed by and construed in accordance with the laws of the State of Florida. The parties consent
to the jurisdiction of and agree to suit in any court or jurisdiction in the State of Florida whether state,local,
or federal,and further agree that venue shall lie in Clay County,Florida.
SECTION 4.04. FAILURE OF PERFORMANCE.
(A) A "breach" of this Agreement shall mean a material failure to comply with any
provisions of this Agreement. If either party breaches any obligation of this Agreement,then,upon receipt
of written notice by the non-breaching party,the breaching party shall proceed diligently in good faith to all
reasonable actions to cure such breach and shall continue to take all such actions until such breach is cured.
(B) If either party breaches this Agreement,and such breach remains uncured for 30 days,
the other party may,upon written notice to the non-breaching party,proceed at law or in equity to enforce
its rights under this Agreement, including damages and including specifically the right of specific
performance and mandamus.
(C) Notwithstanding the foregoing,the breach of any provision of this Agreement by any
party shall not entitle the other party to terminate this Agreement.
SECTION 4.05. NOTICE.
(A) All notices or certificates or other communications under this Agreement shall be
sufficiently given and shall be deemed given when hand-delivered,emailed with delivery confirmation or
mailed by registered or certified mail,postage pre-paid to the following addresses:
CCUA: Clay County Utility Authority
3176 Old Jennings Road
Middleburg,Florida 32068
Attn:Jeremy Johnston,Executive Director
j j ohnston@clayutility.org
COPY TO: Clay County Utility Authority
c/o Grady H.Williams,Jr.,LL.M.Esq.
P.O.Box 1542
10
4875-0206-2308.1
Orange Park,Florida 32067-1542
grady@floridaelder.com
AND COPY TO: William E.Sundstrom,P.A.
Sundstrom&Mindlin,LLP
2548 Blairstone Pines Drive
Tallahassee,Florida 32301
wsundstrom@ssflaw.com
OWNER: Peters Creek Investments,LLP
1845 Town Center Blvd.,Ste 105
Fleming Island,Florida 32003
Attn:George M.Egan and Liam O'Reilly
gegan@reinholdcorporation.com
loreilly@reinholdcorporation.com
COPY TO: Matthew S.McAfee,Esquire
Driver,McAfee,Hawthorne&Diebenow,PLLC
One Independent Drive,Suite 1200
Jacksonville,Florida 32202
mmcafee@drivermcafee.com
AND COPY TO: Katie S.Buchanan
Kutak Rock LLP
107 West College Avenue
Tallahassee,Florida 32301
Katie.Buchanan@KutaRock.com
(B) Any written notice given to one person in subsection(A)of this section shall be copied
and provided to all other persons identified in Section(A).
(C) The parties may, by notice in writing given to the others, designate any future or
different addresses to which subsequent notices, certificates, or other communication shall be sent. Any
notice shall be given on the date such notice is delivered by hand,email,or five(5)days after the date mailed.
SECTION 4.06. ASSIGNMENT.
(A) The provisions of this Section shall govern the assignment by the Owner and CCUA
of other rights,duties,or obligations.
(B) Upon notice to CCUA,the Owner,Developers,or their respective permitted assignee
may assign any or all of its right, title and interest under this Agreement to any successor owner of the
Development Parcel,or property within the Development Parcel.If any such assignee agrees in writing to
assume and abide by the terms and provisions of this Agreement,and CCUA provides its consent to such
assignment,which will not be unreasonably withheld then upon such assumption by any such assignee with
respect to the property owned thereby within the Development Parcel,the Owner shall be released of the
11
4875-0206-2308.1
obligations, duties, and liabilities under this Agreement so assumed by the assignee and relating to the
property of the Development Parcel conveyed to the assignee from and after the date of the assumption.
Owner's rights or that of any assignee of Owner under this Agreement may be collaterally assigned under
this Agreement,without notice,to any institutional mortgage lender having a mortgage on any portion of
Development Parcel.
(C) Unless expressly provided otherwise, this Agreement is solely for the benefit of
CCUA and the Owner or their assigns. No claim or cause of action shall accrue to or for the benefit of any
other third party by reason of this Agreement.
(D) Subject to the provisions hereof,CCUA shall not assign its rights or obligations under
this Agreement except in connection with the transfer of its Service Area to another duly authorized utility
provider who shall assume all obligations of CCUA under this Agreement.
SECTION 4.07. AMENDMENTS AND WAIVERS. This Agreement may only be amended
by a written amendment executed by both Owner and CCUA. No waiver of the provisions of this Agreement
shall be deemed or constitute a waiver of any provisions of this Agreement.
SECTION 4.08. SEVERABILITY. In the event that any provision of this Agreement shall be
held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or
render unenforceable any other provision of this Agreement.
SECTION 4.09. IN PARI MATERIA. Each provision in this Agreement is to be read in
concert,each with the other,such that a provision under one heading shall be applicable to any other.
SECTION 4.10. ENTIRE AGREEMENT. This is the entire Agreement between the parties
pertaining to the subject matter and supersedes all prior and contemporaneous Agreements whether written
or oral. Upon execution by all parties,CCUA shall provide the Owner a complete copy of this Agreement
together with copies of all exhibits and appendices.
SECTION 4.11. TIME. Time is of the essence as to all provisions of this Agreement.
SECTION 4.12. ATTORNEYS' FEES. If either party shall bring an action to enforce this
Agreement or for other relief resulting from breach of this Agreement by court proceedings or otherwise,
then the prevailing party shall be entitled to recover from the defaulting party all costs incurred,together with
reasonable attorney's fees at all levels,including appeals.
SECTION 4.13. FORCE MAJEURE. Except as otherwise specified in this Agreement,
neither party shall be liable to the other for damages as a result of its inability to satisfy its obligations under
this Agreement when such inability is attributable to Force Majeure.
12
4875-0206-2308.1
SECTION 4.14 WAIVER OF JURY TRIAL. CCUA AND OWNER HEREBY
EXPRESSLY WAIVE THE RESPECTIVE RIGHTS OF EACH TO A TRIAL BY JURY FOR ANY
LITIGATION ARISING FROM THIS AGREEMENT.
[signatures begin on following page]
13
4875-0206-2308.1
IN WITNESS WHEREOF,the CCUA and Owner have caused this Master Water,Wastewater,and
Reclaimed Water Utility Service Agreement to be duly executed and entered into on the date first above
written.
CCUA:
CLAY COUNTY UTILITY AUTHORITY, a political
subdivision of the State of Florida
By:
Name/Title:Jeremy Johnston,Executive Director
[Signature continued on next page]
OWNER:
PETERS CREEK INVESTMENTS,LLP,a Florida limited
liability partnership
By: DEVELOPERS THREE,INC.,a Florida corporation,
its Partner
By:
Name/Title: Gerald R.Agresti,President
PETERS CREEK INVESTMENTS,LLP,a Florida limited
liability partnership
By: The Paul E.and Ida Klare Reinhold Family Trust u/a
dated 12/22/1965,its Partner
By:
Name/Title:George M.Egan,Managing Representative for the
Trust's investment in Peters Creek Investments,LLP, and on
behalf of the Trustees
PETERS CREEK INVESTMENTS,LLP,a Florida limited
liability partnership
By: The Klare N.Reinhold Irrevocable Trust u/a dated
12/22/1967,its Partner
By:
Name/Title: George M.Egan,Managing Representative for the
Trust's investment in Peters Creek Investments,LLP, and on
behalf of the Trustees
15
Exhibit List
Exhibit A Development Parcel Legal Description
Exhibit B Conceptual Utility Plan
Exhibit C Feed Mill Road Easement Map
Exhibit D Saratoga Springs Master Site Plan
Exhibit E Feed Mill Community Development District Agreement/Contract No.2023/2024-
Interlocal Agreement.
16
Clay County Parcel No.31-05-26-014455-000-00
Exhibit A
1 of 3
Development Parcel Legal Description
A parcel of land consisting of a portion of Sections 24,25,26 and 36, Township 5 South,
Range 25 East; together with a portion of Sections 30, 31 and 32,Township 5 South, Range
26East; also together with a portion of Section 6,Township 6 South,Range 26 East;all in Clay
County, Florida;said parcel being more particularly described as follows:
Begin at the northwest corner of said Section 6;thence on the south line of said Section
36 run South 89 degrees 31 minutes 43 seconds West, 3817.08 feet;thence northwesterly,
along the arc of a curve concave northeasterly and having a radius of 1025.0 feet,an arc distance
of 646.24 feet,said arc being subtended by a chord bearing and distance of North 72 degrees 24
minutes 34 seconds West,635.59 feet; thence North 54 degrees 20 minutes 51 seconds West,
1882.92 feet to the west line of said Section 36;thence on said west line run the following 2
courses: 1)North 00 degrees 47 minutes 23 seconds East, 1064.88 feet to the west'A corner of
said Section 36;2)North 00 degrees 21 minutes 49 seconds West,2575.50 feet to the northwest
corner thereof;thence on the south line of said Section 26 run South 89 degrees 50 minutes 00
seconds West,1288.35 feet;thence North 02 degrees 13 minutes 00 seconds East,1836.89 feet;
thence North 13 degrees 34 minutes 21 seconds East,729.84 feet;thence North 48 degrees 02
minutes 30 seconds East,388.01 feet;thence North 23 degrees 27 minutes 36 seconds East,806.59
feet;thence North 51 degrees 19 minutes 48 seconds West,97.01 feet;thence North 36 degrees
46 minutes 25 seconds East,526.64 feet;thence North 40 degrees 33 minutes 38 seconds East,
765.54 feet;thence North 23 degrees 17 minutes 21 seconds East,685.34 feet; thence South 53
degrees 00 minutes 54 seconds East, 236.48 feet; thence North 13 degrees 52 minutes 34
seconds East, 612.20 feet; thence North 60 degrees 20 minutes 29 seconds East, 1501.14 feet;
thence North 44 degrees 44 minutes 37 seconds East, 251.08 feet;thence North 31 degrees
08 minutes 15 seconds West, 649.70 feet; thence North 54 degrees 54 minutes 20 seconds
East, 272.23 feet;thence South 39 degrees 58 minutes 26 seconds East, 9873.41 feet;thence
South 39 degrees 57 minutes 40 seconds East, 1212 feet, more or less,to the centerline of Peters
Creek; thence along said centerline in a general southwesterly direction, following the
meanderings thereof,268 feet,more or less,to the west line of the Southeast 1/4 of the Northeast
1/4 of said Section 31;thence on last said line, South 00 degrees 09 minutes 57 seconds East,
1090 feet,more or less,to the north line of lands described in Official Records Book 580,page
590,of the public records of said county;thence on last said line,and then on the north line of
lands described in Official Records Book 580, page 592,of said public records,and then on the
easterly projection thereof,run South 87 degrees 53 minutes 11 seconds East, 1376.17 feet to
the west line of County Road C-315; thence on last said line, run South 01 degree 47 minutes
45 seconds West,2417.43 feet; thence continue on said west line and along the arc of a curve
concave easterly and having a radius of 11,499.16 feet, an arc distance of 437.86 feet,said arc
being subtended by a chord bearing and distance of South 00 degree 42 minutes 22 seconds West,
Exhibit A
2 of 3
436.83 feet; thence continue on said west line, South 00 degrees 23 minutes 01 second Fast,
5115.13 feet to the south line of said Section 6;thence on last said line,South 89 degrees 28
minutes 50 seconds West, 1285.86 feet to the west line of the East 1/2 of the East 1/2 of said
Section 6;thence on last said line,North 00 degrees 23 minutes 40 seconds West, 2228.83 feet;
thence North 75 degrees 23 minutes 40 seconds West, 700.00 feet; thence North 58 degrees
31 minutes 48 seconds West, 1725.03 feet;thence North 74 degrees 08 minutes 00 seconds
West, 1890.87 feet to the west line of said Section 6;thence on last said line,North 01 degree 02
minutes 42 seconds West, 1430.62 feet to the point of beginning.
Less and Except those lands described in Official Records Book 4327,page 193 of said public
records.
Less and Except those lands described in Official Records Book 3729, page 53 of said public
records.
Being 2,404 acres,more or less,in area.
Further less and except
A portion of Section 31 and Section 32,Township 5 South,Range 26 East,Clay County,Florida,being
a portion of those lands described and recorded in Official Records Book 1863,page 1745,of the Public
Records of said county,being more particularly described as follows:
For a Point of Beginning,commence at the intersection of the Westerly right of way line of County
Road No.315,an 80 foot right of way as presently established,with the Northerly right of way line of
Cathedral Oak Parkway,a variable width right of way as depicted on Cathedral Oak Parkway Phase 1
Second Replat,recorded in Plat Book 73,pages 6 through 14,of said Public Records;thence South
88°39'34"West,along said Northerly right of way line,403.73 feet to the point of curvature of a curve
concave Northerly having a radius of 2023.00 feet;thence Westerly,continuing along said Northerly
right of way line and along the arc of said curve,through a central angle of 15°43'16",an arc length of
555.08 feet to a point lying on the Westerly line of Exhibit"A",as described and recorded in Ordinance
2022-24,of said Public Records,said arc being subtended by a chord bearing and distance of North
83°28'48"West,553.34 feet;thence North 01°47'04"East,departing said Northerly right of way line,
along the Westerly line of last said lands and along a non-tangent line,514.09 feet to the Northwesterly
corner of last said lands,said corner lying on the Southerly line of those lands described and recorded in
Official Records Book 4131,page 1290,of said Public Records;thence South 87°52'18"East,along
said Southerly line,and along the Southerly line of those lands described and recorded in Official
Records Book 1382,page 758,of said Public Records,and its Easterly prolongation,954.60 feet to a
point lying on said Westerly right of way line of County Road No.315;thence South 01°47'04"West,
along said Westerly right of way line,532.03 feet to the Point of Beginning.
Exhibit A
3 of 3
Containing 11.97 acres,more or less.
And further less and except
A portion of Section 31 and Section 32,Township 5 South,Range 26 East,Clay County,Florida,being
a portion of those lands described and recorded in Official Records Book 1863,page 1745,of the Public
Records of said county,being more particularly described as follows:
For a Point of Beginning,commence at the intersection of the Westerly right of way line of County
Road No.315,an 80 foot right of way as presently established,with the Southerly right of way line of
Cathedral Oak Parkway,a variable width right of way as depicted on Cathedral Oak Parkway Phase 1
Second Replat,recorded in Plat Book 73,pages 6 through 14,of said Public Records;thence South
01°47'04"West,along said Westerly right of way line,609.24 feet to the Northerly most corner of those
lands described and recorded in Official Records Book 4352,page 1043,of said Public Records;thence
South 04°05'13"West,along the Westerly line of last said lands,300.17 feet;thence South 01°46'47"
West,continuing along said Westerly line,350.10 feet to a point lying on the Southerly line of Exhibit
"A",as described and recorded in Ordinance 2022-24,of said Public Records;thence North 87°52'18"
West,departing said Westerly line and along said Southerly line,942.57 feet to the Southwesterly corner
thereof;thence North 01°47'04"East,along the Westerly line thereof, 1274.57 feet to a point lying on
said Southerly right of way line of Cathedral Oak Parkway;thence Easterly,along said Southerly right
of way line and along the arc of a non-tangent curve concave Northerly having a radius of 2148.00 feet,
through a central angle of 14°58'38",an arc length of 561.49 feet to the point of tangency of said curve,
said arc being subtended by a chord bearing and distance of South 83°51'07"East,559.89 feet;thence
North 88°39'34"East,continuing along said Southerly right of way line,396.90 feet to the Point of
Beginning.
Containing 27.14 acres,more or less.
Exhibit B
RESERVED SARATOGA SPRINGS CONCEPTUAL UTILITY PLAN
Exhibit C
RESERVED FOR FEED MILL ROAD EASEMENT MAP
Exhibit D
RESERVED FOR SARATOGA SPRINGS MASTER SITE PLAN
Exhibit E
RESERVED FOR FEED MILL COMMUNITY DEVELOPER DISTRICT
AGREEMENT/CONTRACT NO.2023/2024-
RESOLUTION 2024-35
A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FEED MILL
COMMUNITY DEVELOPMENT DISTRICT APPROVING AN INTERLOCAL
AGREEMENT WITH CLAY COUNTY UTILITY AUTHORITY REGARDING THE
CONSTRUCTION OF CERTAIN IMPROVEMENTS; PROVIDING GENERAL
AUTHORIZATION,AND ADDRESSING CONFLICTS,SEVERABILITY AND AN
EFFECTIVE DATE.
WHEREAS,the Feed Mill Community Development District(the"District")was established pursuant
to Chapter 190, Florida Statutes (the "Act") and by Ordinance No. 2024-20, adopted by the County
Commission of the Clay County, Florida, for the purposes of planning, financing, constructing, operating
and/or maintaining certain infrastructure; and
WHEREAS, pursuant to Chapter 190, Florida Statutes, the District is empowered to finance, fund,
plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain
systems,facilities,and basic infrastructures including water supply,sewer, and wastewater management,
reclamation,and reuse or any combination thereof,and to construct and operate connecting intercepting
or outlet sewers and sewer mains and pipes and water mains, conduits,or pipelines in, along, and under
any street,alley, highway, or other public place or ways, and to dispose of any effluent, residue, or other
byproducts of such system or sewer system; and
WHEREAS, the Clay County Utility Authority (the "Authority") is an independent special district
created by Chapter 94-491, effective October 1994 for the purpose of acquiring, constructing, financing,
owning, managing, providing, promoting, improving, expanding, maintaining, operating, and fostering
over time the development of regional water, wastewater, and reclaimed water utility systems; and
WHEREAS, the District and the Authority desire to coordinate to pursue the design, permitting,
construction, and inspection of off-site utility improvements adjacent to future Feed Mill Road and
Cathedral Oak Parkway in Clay County, Florida (the "Improvements") as detailed in the Interlocal
Agreement attached hereto as Exhibit A; and
WHEREAS, it is in the mutual interest of the District and the Authority to establish the respective
obligations, rights and benefits of each in connection with the funding, construction, and ownership of
the Improvements; and
WHEREAS, the Districts are empowered by Section 190.012(1)(g), Florida Statutes, and Section
163.01,Florida Statutes,to enter into interlocal agreements with each other; and
WHEREAS, the District now desires to authorize and approve the execution and delivery of the
Interlocal Agreement substantially in the form of which is attached hereto as Exhibit A,to provide for the
construction and/or acquisition of the Improvements.
NOW,THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF
THE FEED MILL COMMUNITY DEVELOPMENT DISTRICT:
1. RECITALS. The recitals stated above are incorporated herein and are adopted by the
Board of Supervisors (the "Board") of the District as true and correct statements.
1
2. INTERLOCAL AGREEMENT.The District hereby authorizes and approves the execution of
the Interlocal Agreement by the Chairperson and the delivery of the Interlocal Agreement in substantially
in the form attached hereto as Exhibit A with such changes as shall be approved by the Chairperson,with
such execution to constitute conclusive evidence of the Chairperson's approval and the District's approval
of any changes therein from the form of the Interlocal Agreement attached hereto.
3. GENERAL AUTHORIZATION. The Board and staff are hereby authorized and directed to
do all such acts and things, and to execute and deliver all such documents as may be necessary to carry
out and comply with the provisions of this Resolution, and all such actions which are in conformity with
the intent and purposes of this Resolution, whether heretofore or hereafter taken or done, shall be and
are hereby ratified, confirmed and approved. The Vice Chairperson shall be authorized to undertake any
action herein authorized to be taken by the Chairperson, in the absence or unavailability of the
Chairperson, and any Assistant Secretary shall be authorized to undertake any action herein authorized
to be taken by the Secretary, in the absence or unavailability of the Secretary. Further, each Assistant
Secretary and the Secretary are hereby designated and authorized on behalf of the Board to attest to the
seal of the Board and to the signature of the Chairperson or Vice Chairperson or any other member of the
Board as they appear on any documents which may be necessary or helpful in connection with the intent
of this Resolution.
4. SEVERABILITY. If any section or part of a section of this Resolution is declared invalid or
unconstitutional, the validity, force and effect of any other section or part of a section of this Resolution
shall not thereby be affected or impaired unless it clearly appears that such other section or part of a
section of this Resolution is wholly or necessarily dependent upon the section or part of a section so held
to be invalid or unconstitutional.
5. CONFLICTS. All resolutions or parts thereof in conflict herewith are,to the extent of such
conflict,superseded and repealed.
6. EFFECTIVE DATE.This Resolution shall become effective upon its passage and shall remain
in effect unless rescinded or repealed.
PASSED AND ADOPTED this 12th day of September, 2024.
ATTEST: FEED MILL COMMUNITY DEVELOPMENT
/'•�1 DISTRICT
Secretary/Assistant Secretary diairperson, Board of Supervi
Exhibit A: Form of Interlocal Agreement
2